Common Contracts

51 similar Merger Agreement contracts by Enova International, Inc., CMC Materials, Inc., Noble Energy Inc, others

AGREEMENT AND PLAN OF MERGER By and Among VERIZON COMMUNICATIONS INC., FRANCE MERGER SUB INC. and FRONTIER COMMUNICATIONS PARENT, INC. Dated as of September 4, 2024
Merger Agreement • September 5th, 2024 • Verizon Communications Inc • Telephone communications (no radiotelephone) • Delaware

This AGREEMENT AND PLAN OF MERGER, dated as of September 4, 2024 (this “Agreement”), is by and among Verizon Communications Inc., a Delaware corporation (“Parent”), France Merger Sub Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and Frontier Communications Parent, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Section 8.12.

AGREEMENT AND PLAN OF MERGER BY AND AMONG ENDO INTERNATIONAL PLC, BETA ACQUISITION CORP. AND BIOSPECIFICS TECHNOLOGIES CORP. DATED AS OF OCTOBER 19, 2020
Merger Agreement • June 14th, 2024 • Endo, Inc. • Pharmaceutical preparations • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of October 19, 2020 by and among Endo International plc, a public limited company incorporated in Ireland (“Parent”), Beta Acquisition Corp., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), and BioSpecifics Technologies Corp., a Delaware corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER among HILTON GRAND VACATIONS INC., HEAT MERGER SUB, INC. and BLUEGREEN VACATIONS HOLDING CORPORATION Dated as of November 5, 2023
Merger Agreement • November 9th, 2023 • Bluegreen Vacations Holding Corp • Real estate • New York

This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of November 5, 2023, is made by and among Hilton Grand Vacations Inc., a Delaware corporation (“Parent”), Heat Merger Sub, Inc., a Florida corporation and an indirect wholly-owned Subsidiary of Parent (“Merger Sub”), and Bluegreen Vacations Holding Corporation, a Florida corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER among HILTON GRAND VACATIONS INC., HEAT MERGER SUB, INC. and BLUEGREEN VACATIONS HOLDING CORPORATION Dated as of November 5, 2023
Merger Agreement • November 7th, 2023 • Hilton Grand Vacations Inc. • Hotels, rooming houses, camps & other lodging places • New York

This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of November 5, 2023, is made by and among Hilton Grand Vacations Inc., a Delaware corporation (“Parent”), Heat Merger Sub, Inc., a Florida corporation and an indirect wholly-owned Subsidiary of Parent (“Merger Sub”), and Bluegreen Vacations Holding Corporation, a Florida corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER dated as of October 22, 2023 among CHEVRON CORPORATION, YANKEE MERGER SUB INC. and HESS CORPORATION
Merger Agreement • October 23rd, 2023 • Hess Corp • Petroleum refining • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of October 22, 2023 is by and among Chevron Corporation, a Delaware corporation (“Parent”), Yankee Merger Sub Inc., a newly formed Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Subsidiary”), and Hess Corporation, a Delaware corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER by and among SW PARENTCO, INC. SW MERGERCO, INC. and GreenLight Biosciences Holdings, PBC Dated as of May 29, 2023
Merger Agreement • June 8th, 2023 • RiverRoad Capital Partners, LLC • Biological products, (no disgnostic substances) • Delaware

This Agreement and Plan of Merger (the “Agreement”), dated as of May 29, 2023, is by and among SW ParentCo, Inc., a Delaware corporation (“Parent”), SW MergerCo, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and GreenLight Biosciences Holdings, PBC, a Delaware public benefit corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER by and among SW PARENTCO, INC. SW MERGERCO, INC. and GreenLight Biosciences Holdings, PBC Dated as of May 29, 2023
Merger Agreement • June 8th, 2023 • Sagrera Ricardo A. • Biological products, (no disgnostic substances) • Delaware

This Agreement and Plan of Merger (the “Agreement”), dated as of May 29, 2023, is by and among SW ParentCo, Inc., a Delaware corporation (“Parent”), SW MergerCo, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and GreenLight Biosciences Holdings, PBC, a Delaware public benefit corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER by and among SW PARENTCO, INC. SW MERGERCO, INC. and GreenLight Biosciences Holdings, PBC Dated as of May 29, 2023
Merger Agreement • June 5th, 2023 • Kodiak Venture Partners Iii Lp • Biological products, (no disgnostic substances) • Delaware

This Agreement and Plan of Merger (the “Agreement”), dated as of May 29, 2023, is by and among SW ParentCo, Inc., a Delaware corporation (“Parent”), SW MergerCo, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and GreenLight Biosciences Holdings, PBC, a Delaware public benefit corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER by and among SW PARENTCO, INC. SW MERGERCO, INC. and GreenLight Biosciences Holdings, PBC Dated as of May 29, 2023
Merger Agreement • May 30th, 2023 • Fall Line Endurance Fund, LP • Biological products, (no disgnostic substances) • Delaware

This Agreement and Plan of Merger (the “Agreement”), dated as of May 29, 2023, is by and among SW ParentCo, Inc., a Delaware corporation (“Parent”), SW MergerCo, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and GreenLight Biosciences Holdings, PBC, a Delaware public benefit corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER by and among SW PARENTCO, INC. SW MERGERCO, INC. and GreenLight Biosciences Holdings, PBC Dated as of May 29, 2023
Merger Agreement • May 30th, 2023 • GreenLight Biosciences Holdings, PBC • Biological products, (no disgnostic substances) • Delaware

This Agreement and Plan of Merger (the “Agreement”), dated as of May 29, 2023, is by and among SW ParentCo, Inc., a Delaware corporation (“Parent”), SW MergerCo, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and GreenLight Biosciences Holdings, PBC, a Delaware public benefit corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER Dated as of December 14, 2021, by and among CMC MATERIALS, INC., ENTEGRIS, INC. and YOSEMITE MERGER SUB, INC.
Merger Agreement • December 16th, 2021 • Entegris Inc • Plastics products, nec • Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 14, 2021, is by and among CMC MATERIALS, INC., a Delaware corporation (the “Company”), ENTEGRIS, INC., a Delaware corporation (“Parent”), and YOSEMITE MERGER SUB, INC., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”).

AGREEMENT AND PLAN OF MERGER Dated as of December 14, 2021, by and among CMC MATERIALS, INC., ENTEGRIS, INC. and YOSEMITE MERGER SUB, INC.
Merger Agreement • December 16th, 2021 • CMC Materials, Inc. • Semiconductors & related devices • Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 14, 2021, is by and among CMC MATERIALS, INC., a Delaware corporation (the “Company”), ENTEGRIS, INC., a Delaware corporation (“Parent”), and YOSEMITE MERGER SUB, INC., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”).

AGREEMENT AND PLAN OF MERGER Dated as of December 14, 2021, by and among CMC MATERIALS, INC., ENTEGRIS, INC. and YOSEMITE MERGER SUB, INC.
Merger Agreement • December 16th, 2021 • CMC Materials, Inc. • Semiconductors & related devices • Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 14, 2021, is by and among CMC MATERIALS, INC., a Delaware corporation (the “Company”), ENTEGRIS, INC., a Delaware corporation (“Parent”), and YOSEMITE MERGER SUB, INC., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”).

AGREEMENT AND PLAN OF MERGER among VONAGE HOLDINGS CORP., TELEFONAKTIEBOLAGET LM ERICSSON (PUBL) and ERICSSON MUON HOLDING INC. Dated as of November 22, 2021
Merger Agreement • November 22nd, 2021 • Vonage Holdings Corp • Telephone communications (no radiotelephone) • Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”), is entered into as of November 22, 2021, by and among Vonage Holdings Corp., a Delaware corporation (the “Company”), Telefonaktiebolaget LM Ericsson (publ), an entity organized and existing under the Laws of Sweden (“Parent”), and Ericsson Muon Holding Inc., a Delaware corporation and an indirect wholly owned Subsidiary of Parent (“Merger Sub”).

AGREEMENT AND PLAN OF MERGER among SONESTA INTERNATIONAL HOTELS CORPORATION ROAR MERGER SUB INC. and RED LION HOTELS CORPORATION Dated as of December 30, 2020
Merger Agreement • December 31st, 2020 • Red Lion Hotels CORP • Hotels & motels • New York

AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 30, 2020, between Sonesta International Hotels Corporation, a Maryland corporation (“Parent”), Roar Merger Sub Inc., a Washington corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), and Red Lion Hotels Corporation, a Washington corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER among DIAMONDBACK ENERGY, INC., BOHEMIA MERGER SUB, INC. and QEP RESOURCES, INC. Dated as of December 20, 2020
Merger Agreement • December 21st, 2020 • Diamondback Energy, Inc. • Crude petroleum & natural gas • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of December 20, 2020 (this “Agreement”), among DIAMONDBACK ENERGY, INC., a Delaware corporation (“Parent”), BOHEMIA MERGER SUB, INC., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and QEP RESOURCES, INC., a Delaware corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER BY AND AMONG ENDO INTERNATIONAL PLC, BETA ACQUISITION CORP. AND BIOSPECIFICS TECHNOLOGIES CORP. DATED AS OF OCTOBER 19, 2020
Merger Agreement • October 19th, 2020 • Endo International PLC • Pharmaceutical preparations • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of October 19, 2020 by and among Endo International plc, a public limited company incorporated in Ireland (“Parent”), Beta Acquisition Corp., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), and BioSpecifics Technologies Corp., a Delaware corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER BY AND AMONG ENDO INTERNATIONAL PLC, BETA ACQUISITION CORP. AND BIOSPECIFICS TECHNOLOGIES CORP. DATED AS OF OCTOBER 19, 2020
Merger Agreement • October 19th, 2020 • Biospecifics Technologies Corp • Pharmaceutical preparations • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of October 19, 2020 by and among Endo International plc, a public limited company incorporated in Ireland (“Parent”), Beta Acquisition Corp., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), and BioSpecifics Technologies Corp., a Delaware corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER by and among ENOVA INTERNATIONAL, INC., ENERGY MERGER SUB, INC. and ON DECK CAPITAL, INC. Dated as of July 28, 2020
Merger Agreement • October 13th, 2020 • Enova International, Inc. • Personal credit institutions • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of July 28, 2020, by and among Enova International, Inc., a Delaware corporation (“Parent”), Energy Merger Sub, Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent (“Merger Sub”), and On Deck Capital, Inc., a Delaware corporation (the “Company”). Each of Parent, Merger Sub and the Company are sometimes referred to as a “Party” and collectively, as the “Parties.” All capitalized terms that are used in this Agreement have the respective meanings given to them in this Agreement.

AGREEMENT AND PLAN OF MERGER by and among ENOVA INTERNATIONAL, INC., ENERGY MERGER SUB, INC. and ON DECK CAPITAL, INC. Dated as of July 28, 2020
Merger Agreement • July 30th, 2020 • Enova International, Inc. • Personal credit institutions • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of July 28, 2020, by and among Enova International, Inc., a Delaware corporation (“Parent”), Energy Merger Sub, Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent (“Merger Sub”), and On Deck Capital, Inc., a Delaware corporation (the “Company”). Each of Parent, Merger Sub and the Company are sometimes referred to as a “Party” and collectively, as the “Parties.” All capitalized terms that are used in this Agreement have the respective meanings given to them in this Agreement.

AGREEMENT AND PLAN OF MERGER by and among ENOVA INTERNATIONAL, INC., ENERGY MERGER SUB, INC. and ON DECK CAPITAL, INC. Dated as of July 28, 2020
Merger Agreement • July 30th, 2020 • Enova International, Inc. • Personal credit institutions • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of July 28, 2020, by and among Enova International, Inc., a Delaware corporation (“Parent”), Energy Merger Sub, Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent (“Merger Sub”), and On Deck Capital, Inc., a Delaware corporation (the “Company”). Each of Parent, Merger Sub and the Company are sometimes referred to as a “Party” and collectively, as the “Parties.” All capitalized terms that are used in this Agreement have the respective meanings given to them in this Agreement.

AGREEMENT AND PLAN OF MERGER by and among ENOVA INTERNATIONAL, INC., ENERGY MERGER SUB, INC. and ON DECK CAPITAL, INC. Dated as of July 28, 2020
Merger Agreement • July 29th, 2020 • On Deck Capital, Inc. • Finance services • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of July 28, 2020, by and among Enova International, Inc., a Delaware corporation (“Parent”), Energy Merger Sub, Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent (“Merger Sub”), and On Deck Capital, Inc., a Delaware corporation (the “Company”). Each of Parent, Merger Sub and the Company are sometimes referred to as a “Party” and collectively, as the “Parties.” All capitalized terms that are used in this Agreement have the respective meanings given to them in this Agreement.

AGREEMENT AND PLAN OF MERGER dated as of July 20, 2020 among CHEVRON CORPORATION, CHELSEA MERGER SUB INC., and NOBLE ENERGY, INC.
Merger Agreement • July 22nd, 2020 • Noble Energy Inc • Crude petroleum & natural gas • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of July 19, 2020 is by and among Chevron Corporation, a Delaware corporation (“Parent”), Chelsea Merger Sub Inc., a newly formed Delaware corporation and a direct, wholly-owned Subsidiary of Parent (“Merger Subsidiary”), and Noble Energy, Inc., a Delaware corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER dated as of July 20, 2020 among CHEVRON CORPORATION, CHELSEA MERGER SUB INC., and NOBLE ENERGY, INC.
Merger Agreement • July 21st, 2020 • Noble Energy Inc • Crude petroleum & natural gas • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of July 19, 2020 is by and among Chevron Corporation, a Delaware corporation (“Parent”), Chelsea Merger Sub Inc., a newly formed Delaware corporation and a direct, wholly-owned Subsidiary of Parent (“Merger Subsidiary”), and Noble Energy, Inc., a Delaware corporation (the “Company”).

EX-2.1 2 d450418dex21.htm EX-2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER By and Among UNITED TECHNOLOGIES CORPORATION RIVETER MERGER SUB CORP. and ROCKWELL COLLINS, INC. Dated as of September 4, 2017 Page THE MERGER EFFECT OF THE MERGER ON...
Merger Agreement • May 5th, 2020 • New York

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of September 4, 2017, is made by and among United Technologies Corporation, a Delaware corporation (“Parent”), Riveter Merger Sub Corp., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and Rockwell Collins, Inc., a Delaware corporation (the “Company”). Defined terms used in this Agreement have the respective meanings ascribed to them herein.

AGREEMENT AND PLAN OF MERGER By and Among THE NAVIGATORS GROUP, INC., THE HARTFORD FINANCIAL SERVICES GROUP, INC., and RENATO ACQUISITION CO. Dated as of August 22, 2018
Merger Agreement • August 22nd, 2018 • Navigators Group Inc • Fire, marine & casualty insurance • Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of August 22, 2018, by and among THE NAVIGATORS GROUP, INC., a Delaware corporation (the “Company”), THE HARTFORD FINANCIAL SERVICES GROUP, INC., a Delaware corporation (“Parent”) and RENATO ACQUISITION CO., a Delaware corporation and a direct wholly owned Subsidiary of Parent (“Merger Sub”).

AGREEMENT AND PLAN OF MERGER by and among KMG CHEMICALS, INC., CABOT MICROELECTRONICS CORPORATION, and COBALT MERGER SUB CORPORATION Dated as of August 14, 2018
Merger Agreement • August 17th, 2018 • KMG Chemicals Inc • Chemicals & allied products • Texas

This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of August 14, 2018, is by and among KMG Chemicals, Inc., a Texas corporation (the “Company”), Cabot Microelectronics Corporation, a Delaware corporation (“Parent”), and Cobalt Merger Sub Corporation, a Texas corporation and wholly owned subsidiary of Parent (“Merger Sub”). Parent, Merger Sub and the Company are each sometimes referred to herein as a “Party” and collectively as the “Parties.”

AGREEMENT AND PLAN OF MERGER by and among INTERNATIONAL FLAVORS & FRAGRANCES INC. ICON NEWCO LTD. and FRUTAROM INDUSTRIES LTD. Dated as of May 7, 2018
Merger Agreement • May 9th, 2018 • International Flavors & Fragrances Inc • Industrial organic chemicals • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of May 7, 2018, is made by and among International Flavors & Fragrances Inc., a New York corporation (“Parent”), Icon Newco Ltd., a company organized under the laws of the State of Israel and a wholly owned Subsidiary of Parent (“Merger Sub”), and Frutarom Industries Ltd., a company organized under the laws of the State of Israel (the “Company”). Defined terms used in this Agreement have the respective meanings ascribed to them herein.

AGREEMENT AND PLAN OF MERGER By and Among UNITED TECHNOLOGIES CORPORATION RIVETER MERGER SUB CORP. and ROCKWELL COLLINS, INC. Dated as of September 4, 2017
Merger Agreement • September 6th, 2017 • United Technologies Corp /De/ • Aircraft engines & engine parts • New York

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of September 4, 2017, is made by and among United Technologies Corporation, a Delaware corporation (“Parent”), Riveter Merger Sub Corp., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and Rockwell Collins, Inc., a Delaware corporation (the “Company”). Defined terms used in this Agreement have the respective meanings ascribed to them herein.

AGREEMENT AND PLAN OF MERGER by and among HOME POINT FINANCIAL CORPORATION, LONGHORN MERGER SUB, INC. and STONEGATE MORTGAGE CORPORATION Dated as of January 26, 2017
Merger Agreement • January 27th, 2017 • Stonegate Mortgage Corp • Mortgage bankers & loan correspondents • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of January 26, 2017 (this “Agreement”), by and among HOME POINT FINANCIAL CORPORATION, a New Jersey corporation (“Parent”), LONGHORN MERGER SUB, INC., an Ohio corporation and wholly owned subsidiary of Parent (“Merger Sub”), and STONEGATE MORTGAGE CORPORATION, an Ohio corporation (the “Company”).

AGREEMENT AND PLAN OF MERGER by and among LINEAR TECHNOLOGY CORPORATION, ANALOG DEVICES, INC. and TAHOE ACQUISITION CORP. Dated as of July 26, 2016
Merger Agreement • July 29th, 2016 • Linear Technology Corp /Ca/ • Semiconductors & related devices • Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of July 26, 2016, is by and among Linear Technology Corporation, a Delaware corporation (the “Company”), Analog Devices, Inc., a Massachusetts corporation (“Parent”) and Tahoe Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”). Parent, Merger Sub and the Company are each sometimes referred to herein as a “Party” and collectively as the “Parties.”

AGREEMENT AND PLAN OF MERGER dated as of May 17, 2016 among INCONTACT, INC., NICE-SYSTEMS LTD. and VICTORY MERGER SUB INC.
Merger Agreement • May 18th, 2016 • inContact, Inc. • Services-prepackaged software • Delaware

AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of May 17, 2016 among inContact, Inc., a Delaware corporation (the “Company”), NICE-Systems Ltd., a company organized under the laws of the State of Israel (“Parent”), and Victory Merger Sub Inc., a Delaware corporation and a wholly owned indirect subsidiary of Parent (“Merger Subsidiary”).

AGREEMENT AND PLAN OF MERGER by and among SKYWORKS SOLUTIONS, INC., AMHERST ACQUISITION, INC., and PMC-SIERRA, INC. October 5, 2015
Merger Agreement • October 6th, 2015 • PMC Sierra Inc • Semiconductors & related devices • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of October 5, 2015 (this “Agreement”), by and among PMC-Sierra, Inc., a Delaware corporation (the “Company”), Skyworks Solutions, Inc., a Delaware corporation (“Parent”), and Amherst Acquisition, Inc., a Delaware corporation and wholly-owned subsidiary of Parent (“Sub”).

AGREEMENT AND PLAN OF MERGER among STEINER LEISURE LIMITED and NEMO PARENT, INC. and NEMO MERGER SUB, INC. dated as of August 20, 2015
Merger Agreement • August 21st, 2015 • STEINER LEISURE LTD • Services-personal services • Delaware

This Agreement and Plan of Merger (this “Agreement”) is entered into as of August 20, 2015, by and among Steiner Leisure Limited, an international business company incorporated under the laws of the Commonwealth of The Bahamas (the “Company”), Nemo Parent, Inc., an international business company incorporated under the laws of the Commonwealth of The Bahamas (“Parent”), and Nemo Merger Sub, Inc., an international business company incorporated under the laws of the Commonwealth of The Bahamas and a wholly-owned Subsidiary of Parent (“Merger Sub”). Capitalized terms used herein (including in the immediately preceding sentence) and not otherwise defined herein shall have the meanings set forth in Section 8.01 hereof.

AGREEMENT AND PLAN OF MERGER by and among BORGWARNER INC., BAND MERGER SUB, INC. and REMY INTERNATIONAL, INC. Dated as of July 12, 2015
Merger Agreement • July 14th, 2015 • Borgwarner Inc • Motor vehicle parts & accessories • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of July 12, 2015, is by and among BorgWarner Inc., a Delaware corporation (“Parent”), Band Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”) and Remy International, Inc., a Delaware corporation (the “Company” and together with Parent and Merger Sub, the “Parties”).