AGREEMENT AND PLAN OF MERGER by and among MX HOLDINGS ONE, LLC, MX HOLDINGS TWO, INC., and M & F WORLDWIDE CORP. Dated as of September 12, 2011Agreement and Plan of Merger • September 12th, 2011 • M & F Worldwide Corp • Aircraft parts & auxiliary equipment, nec • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of September 12, 2011 (this "Agreement"), by and among MX Holdings One, LLC, a Delaware limited liability company ("Parent"), MX Holdings Two, Inc., a Delaware corporation ("Merger Sub" and, together with Parent, "Purchasers"), M & F Worldwide Corp., a Delaware corporation (the "Company"), and, solely with respect to Section 5.3(a) and Article VIII, MacAndrews & Forbes Holdings Inc., a Delaware corporation ("M&F").
