AGREEMENT AND PLAN OF MERGER BY AND AMONG RED PEARL ACQUISITION CORP. LPI ACQUISITION CORP. AND LIGHTNING POKER, INC. September 28, 2007Agreement and Plan of Merger • October 4th, 2007 • Red Pearl Acquisition Corp • Blank checks • Pennsylvania
THIS AGREEMENT AND PLAN OF MERGER is made as of the 28th day of September, 2007 (the “Agreement”), by and among RED PEARL ACQUISITION CORP, a Nevada corporation (“Purchaser”), LPI ACQUISITION CORP., a Pennsylvania corporation and wholly-owned subsidiary of Purchaser (“Merger Sub”), and LIGHTNING POKER, INC, a Pennsylvania corporation (the “Company”). Each of Purchaser, Merger Sub, and the Company are sometimes hereinafter referred to individually as a “Party” and collectively as the “Parties.”
