COMBINATION AGREEMENT AND AGREEMENT AND PLAN OF MERGER Dated as of January 29, 2007 Among ALPHA-BRAVO HOLDINGS INC., ABITIBI-CONSOLIDATED INC., BOWATER INCORPORATED, ALPHA-BRAVO MERGER SUB INC., and BOWATER CANADA INC.Memorandum of Agreement • January 29th, 2007 • Bowater Inc • Paper mills • Quebec
COMBINATION AGREEMENT AND AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of January 29, 2007, among ALPHA-BRAVO HOLDINGS INC., a Delaware corporation (“Parent”), ABITIBI-CONSOLIDATED INC., a corporation amalgamated under the laws of Canada (“ACI”) BOWATER INCORPORATED, a Delaware corporation (“Bowater”), ALPHA-BRAVO MERGER SUB INC., a Delaware corporation (“Merger Sub”), and BOWATER CANADA INC., a corporation incorporated under the laws of Canada (“ExchangeCo”).
