0001193125-17-118516 Sample Contracts

AGREEMENT AND PLAN OF MERGER by and among: Harland Clarke Holdings Corp., a Delaware corporation, R Acquisition Sub, Inc., a Delaware corporation, and RetailMeNot, Inc., a Delaware corporation Dated as of April 10, 2017

Agreement and Plan of Merger • April 10th, 2017 • RetailMeNot, Inc. • Services-advertising • Delaware

• Contract Type
  Agreement and Plan of Merger
• Filed
  April 10th, 2017
• Company
  RetailMeNot, Inc.
• Industry
  Services-advertising
• Jurisdiction
  Delaware

This AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of April 10, 2017 (the “Agreement Date”) by and among Harland Clarke Holdings Corp., a Delaware corporation (“Parent”), R Acquisition Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Purchaser”), and RetailMeNot, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.