AGREEMENT AND PLAN OF REORGANIZATION by and among UNITEDHEALTH GROUP INCORPORATED, SPARTAN MERGER SUB 1, INC., SPARTAN MERGER SUB 2, LLC, and SURGICAL CARE AFFILIATES, INC. Dated as of January 7, 2017Agreement and Plan of Reorganization • January 9th, 2017 • Surgical Care Affiliates, Inc. • Services-specialty outpatient facilities, nec • Delaware
This AGREEMENT AND PLAN OF REORGANIZATION (this “Agreement”), dated as of January 7, 2017, is by and among Surgical Care Affiliates, Inc., a Delaware corporation (the “Company”), UnitedHealth Group Incorporated, a Delaware corporation (“Parent”), Spartan Merger Sub 1, Inc., a Delaware corporation and indirect wholly owned subsidiary of Parent and direct wholly owned subsidiary of Merger Sub 2 (“Purchaser”), and Spartan Merger Sub 2, LLC, a Delaware limited liability company and direct wholly owned subsidiary of Parent (“Merger Sub 2”, and, together with Purchaser, the “Merger Subs”). Parent, each of the Merger Subs and the Company are each sometimes referred to herein as a “Party” and collectively as the “Parties”.
