Dated: Share Purchase AgreementNCR Corp • December 3rd, 2013 • Calculating & accounting machines (no electronic computers) • England
A The Company has an issued share capital of 16,185,599 shares divided into Ordinary Shares, A Ordinary Shares, B Ordinary Shares and Preferred Ordinary Shares, each of £0.01.
AGREEMENT AND PLAN OF MERGER BY AND AMONG NCR CORPORATION, DELIVERY ACQUISITION CORPORATION, FANDANGO HOLDINGS CORPORATION AND THE STOCKHOLDER REPRESENTATIVE NAMED HEREIN December 2, 2013Agreement and Plan of Merger • December 3rd, 2013 • NCR Corp • Calculating & accounting machines (no electronic computers) • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 2, 2013, is entered into by and among (i) Fandango Holdings Corporation, a Delaware corporation (the “Company”), (ii) NCR Corporation, a Maryland corporation (“Parent”), (iii) Delivery Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and (iv) solely in its capacity as the Stockholder Representative for the limited purposes herein, Thoma Bravo, LLC, a Delaware limited liability company (the “Stockholder Representative”).
