AGREEMENT AND PLAN OF MERGER by and among AZZ INCORPORATED BIG KETTLE MERGER SUB, INC. and NORTH AMERICAN GALVANIZING & COATINGS, INC.Agreement and Plan of Merger • April 1st, 2010 • Azz Inc • Electric lighting & wiring equipment • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of March 31, 2010 (this “Agreement”), by and among AZZ INCORPORATED., a Texas corporation (“Parent”), BIG KETTLE MERGER SUB, INC., a Delaware corporation and a wholly-owned indirect Subsidiary of Parent (“Purchaser”), and NORTH AMERICAN GALVANIZING & COATINGS, INC., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.3 or as otherwise defined elsewhere in this Agreement unless the context clearly indicates otherwise.
STOCKHOLDERS AGREEMENTStockholders Agreement • April 1st, 2010 • Azz Inc • Electric lighting & wiring equipment • Delaware
This STOCKHOLDERS AGREEMENT (this “Agreement”), dated as of March 31, 2010, is made and entered into by and among Big Kettle Merger Sub, Inc., a Delaware corporation (the “Purchaser”), AZZ incorporated, a Texas corporation (the “Parent”), and each party listed under the heading “STOCKHOLDERS” on the signature page hereof (each a “Stockholder” and collectively, the “Stockholders”);
