AGREEMENT AND PLAN OF MERGER AMONG VONAGE HOLDINGS CORP., THUNDER ACQUISITION CORP., TELESPHERE NETWORKS LTD. AND JOHN CHAPPLE AND GARY O’MALLEY, COLLECTIVELY AS THE REPRESENTATIVEAgreement and Plan of Merger • November 5th, 2014 • Vonage Holdings Corp • Telephone communications (no radiotelephone) • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of November 4, 2014 (the “Agreement Date”) by and among Vonage Holdings Corp., a Delaware corporation (“Parent”), Thunder Acquisition Corp., a Washington corporation and a wholly owned subsidiary of Parent (“Merger Sub”), Telesphere Networks Ltd., a Washington corporation (the “Company”) and each of John Chapple and Gary O’Malley, as representative of the securityholders of the Company (collectively, the “Representative”).
