SECOND AMENDMENT TO THE AGREEMENT AND PLAN OF MERGERThe Agreement and Plan of Merger • May 24th, 2019 • Invesco Ltd. • Investment advice
This Second Amendment (this “Amendment”) is made and entered into as of May 24, 2019, by and among Invesco Ltd., a Bermuda exempted company (“Buyer”), Gem Acquisition Corp., a Delaware corporation (“Merger Sub”), Gem Acquisition Two Corp., a Delaware corporation (“Merger Sub 2”), MM Asset Management Holding LLC, a Delaware limited liability company (“Parent”), and Oppenheimer Acquisition Corp., a Delaware corporation (the “Company,” and together with Buyer, Merger Sub, Merger Sub 2 and Parent, the “Parties,” and each a “Party”), and amends the Agreement and Plan of Merger, dated as of October 17, 2018, by and among the Parties, as amended by that certain First Amendment to the Agreement and Plan of Merger, made and entered into as of April 11, 2019, by and among the Parties (as so amended, the “Agreement”). Capitalized terms not otherwise defined in this Amendment shall have the respective meanings set forth in the Agreement.
SHAREHOLDER AGREEMENTShareholder Agreement • May 24th, 2019 • Invesco Ltd. • Investment advice • New York
This Shareholder Agreement is dated as of May 24, 2019, and is between Invesco Ltd., a Bermuda exempted company (“Invesco”), and Massachusetts Mutual Life Insurance Company, a Massachusetts mutual life insurance company (“MassMutual”).
