AGREEMENT AND PLAN OF MERGER by and among COLORMATRIX GROUP, INC., AUDAX COLORMATRIX HOLDINGS, LLC, 2011 COLORNEWTON, INC. and POLYONE CORPORATION Dated as of September 30, 2011Agreement and Plan of Merger • October 5th, 2011 • Polyone Corp • Plastic materials, synth resins & nonvulcan elastomers • New York
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made as of September 30, 2011, by and among POLYONE CORPORATION, an Ohio corporation (“Parent”), 2011 COLORNEWTON, INC., a Delaware corporation and wholly-owned Subsidiary of Parent (“Merger Sub”), COLORMATRIX GROUP, INC., a Delaware corporation (the “Company”), and AUDAX COLORMATRIX HOLDINGS, LLC, a Delaware limited liability company (“Audax ColorMatrix”), solely in its capacity as representative of the Holders pursuant to Article 9 hereof (“Representative”). Capitalized terms used and not otherwise defined herein have the meanings set forth in Article 10 below.
