RIGHTS AGREEMENT AEGION CORPORATION and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC as Rights Agent Dated as of October 6, 2011Rights Agreement • October 26th, 2011 • Insituform Technologies Inc • Water, sewer, pipeline, comm & power line construction • Delaware
This Agreement, dated as of October 6, 2011, is entered into between AEGION CORPORATION, a Delaware corporation (the “Company”), and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, a New York limited liability trust company (the “Rights Agent”).
AGREEMENT OF MERGER AND PLAN OF REORGANIZATIONAgreement of Merger and Plan of Reorganization • October 26th, 2011 • Insituform Technologies Inc • Water, sewer, pipeline, comm & power line construction • Delaware
This Agreement of Merger and Plan of Reorganization (“Agreement”), dated as of October 19, 2011, is among Insituform Technologies, Inc., a Delaware corporation (the “Company”), Aegion Corporation, a Delaware corporation and a direct, wholly-owned subsidiary of the Company (“Holdco”), and Insituform MergerSub, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Holdco (“MergerSub”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • October 26th, 2011 • Insituform Technologies Inc • Water, sewer, pipeline, comm & power line construction • Delaware
This Assignment and Assumption Agreement (the “Agreement”), is made as of October 25, 2011, by and between Insituform Technologies, Inc., a Delaware corporation (the “Company”), and Aegion Corporation, a Delaware corporation (“Holdco”).
