PLAN OF MERGER, CONTRIBUTION AND SALE AGREEMENT by and among DYNEGY INC., LSP GEN INVESTORS, L.P., LS POWER PARTNERS, L.P., LS POWER EQUITY PARTNERS PIE I, L.P., LS POWER EQUITY PARTNERS, L.P., LS POWER ASSOCIATES, L.P., FALCON MERGER SUB CO., and...Plan of Merger, Contribution and Sale Agreement • September 19th, 2006 • Dynegy Inc /Il/ • Electric services • Delaware
PLAN OF MERGER, CONTRIBUTION AND SALE AGREEMENT, dated September 14, 2006 (this “Agreement”), by and among Dynegy Acquisition, Inc., a Delaware corporation (“Newco”), Falcon Merger Sub Co., an Illinois corporation and a wholly owned subsidiary of Newco (“Merger Sub” and, together with Newco, the “Newco Entities”), LSP Gen Investors, L.P., a Delaware limited partnership (“Gen Investors”), LS Power Partners, L.P., a Delaware limited partnership (“LS GP”), LS Power Equity Partners PIE I, L.P., a Delaware limited partnership (“PIE”), LS Power Equity Partners, L.P. (“Equity Partners” and, together with Gen Investors, LS GP and PIE, the “Operating Asset Contributors”), LS Power Associates, L.P., a Delaware limited partnership (“Associates” and, together with the Operating Asset Contributors, the “Contributors”), and Dynegy Inc., an Illinois corporation (“Dynegy”). The Newco Entities, the Contributors and Dynegy are collectively referred to as the “parties” and individually as a “party.”
