AGREEMENT AND PLAN OF REORGANIZATIONReorganization Agreement • December 29th, 2015 • Northern Lights Fund Trust Ii • New York
THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement” or “Reorganization”) is made as of December 22, 2015, by and between Tiburon Credit Opportunities Master Fund, Ltd. (the “Transferring Fund”), Tiburon Capital GP Partners LLC, the general partner of the Transferring Fund (the “Manager”), Northern Lights Fund Trust II (“Northern Lights”) on behalf of its series the Balter Event-Driven Fund (the “Acquiring Fund”), and Balter Liquid Alternatives, LLC (the “Balter”) and Tiburon Capital Management, LLC (the “Adviser”). Transferring Fund is a Delaware limited partnership with its principal place of business at 1345 Avenue of the Americas, 3rd Floor, New York, New York 10105. Northern Lights is a Delaware statutory trust, with its principal place of business at 17605 Wright Street, Omaha, Nebraska 68130. This Agreement is intended to be and is adopted as a plan of exchange for the purpose of section 351 of the Internal Revenue Code of 1986, as amended (“Code”).
