0001445866-19-001186 Sample Contracts

Mount Tam and Banner Midstream Sign Merger Agreement
Merger Agreement • September 30th, 2019 • Mount TAM Biotechnologies, Inc. • Tobacco products

BURLINGTON, VT (Sept 27, 2019) – Mount Tam Biotechnologies, Inc. (OTC:MNTM) ("Mount Tam"), announced that it has signed a Merger Agreement with Banner Midstream Corp. ("Banner Midstream”). The Merger Agreement was signed on September 24, 2019. The merger is expected to close by the middle of Q4 2019 pending various approvals and the meeting of certain closing conditions by both parties. At closing, Banner Midstream’s stockholders will own a majority controlling interest in the public entity.

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AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • September 30th, 2019 • Mount TAM Biotechnologies, Inc. • Tobacco products • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of the 26th day of September, 2019 (the “Execution Date”), by and among Mount Tam Biotechnologies, Inc., a Nevada corporation (“Parent”), MTB Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and Banner Midstream Corp., a Delaware corporation (“Banner”), based on the following:

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