AGREEMENT AND PLAN OF MERGER dated as of April 6, 2015 by and among TESORO LOGISTICS LP TESORO LOGISTICS GP, LLC QEP FIELD SERVICES, LLC TLLP MERGER SUB LLC QEP MIDSTREAM PARTNERS, LP and QEP MIDSTREAM PARTNERS GP, LLCMerger Agreement • April 6th, 2015 • Tesoro Logistics Lp • Pipe lines (no natural gas) • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of April 6, 2015 (the “Execution Date”), is entered into by and among Tesoro Logistics LP, a Delaware limited partnership (“TLLP”), Tesoro Logistics GP, LLC, a Delaware limited liability company and the general partner of TLLP (“TLLP General Partner”), QEP Field Services, LLC, a Delaware limited liability company and a wholly owned subsidiary of TLLP (“QEP Field Services”), TLLP Merger Sub LLC, a Delaware limited liability company and a wholly owned subsidiary of QEP Field Services (“Merger Sub”), QEP Midstream Partners, LP, a Delaware limited partnership (“QEPM”), and QEP Midstream Partners GP, LLC, a Delaware limited liability company and the general partner of QEPM (“QEPM General Partner”).
