AGREEMENT AND PLAN OF MERGER Dated as of November 8, 2018 By and Among FC GLOBAL REALTY INCORPORATED, FC MERGER SUB, INC., GADSDEN GROWTH PROPERTIES, INC. and GADSDEN GROWTH PROPERTIES, L.P. AGREEMENT AND PLAN OF MERGERMerger Agreement • November 9th, 2018 • FC Global Realty Inc • Electromedical & electrotherapeutic apparatus • Maryland
This AGREEMENT AND PLAN OF MERGER, dated as of November 8, 2018 (this “Agreement”), by and among FC Global Realty Incorporated, a Nevada corporation (“Parent”), FC Merger Sub, Inc., a Maryland corporation (“Purchaser” and, together with Parent, the “Purchaser Parties”), and Gadsden Growth Properties, Inc., a Maryland corporation (“Gadsden”) and Gadsden’s operating partnership, Gadsden Growth Properties, L.P., a Delaware limited partnership (the “Operating Partnership”) which has been formed under the Delaware Revised Uniform Limited Partnership Act.
