AGREEMENT AND PLAN OF MERGER among EASTSIDE DISTILLING, INC., CRAFT ACQUISITION CO LLC, CRAFT CANNING LLC, OWEN LINGLEY, AS EQUITYHOLDER REPRESENTATIVE, and THE EQUITYHOLDERS NAMED HEREIN dated as of January 11, 2019 AGREEMENT AND PLAN OF MERGERMerger Agreement • January 14th, 2019 • Eastside Distilling, Inc. • Beverages • Oregon
This Agreement and Plan of Merger (this “Agreement”), dated as of January 11, 2019, is entered into by and among Eastside Distilling, Inc., a Nevada corporation (the “Parent”), Craft Acquisition Co LLC, an Oregon limited liability company and wholly owned subsidiary of Parent (“Sub”), Craft Canning LLC, an Oregon limited liability company (the “Company”), Owen Lingley, as Equityholder Representative appointed pursuant to Section 11.13 hereof (the “Equityholder Representative”), and the holders of the Company Interests party hereto (the “Equityholders”). The Parent, Sub, the Company, the Equityholder Representative and the Equityholders are collectively referred to herein as the “Parties” and each individually as a “Party.” Capitalized terms used in this Agreement without definition shall have the meaning given to such terms in ARTICLE I hereof.
