AGREEMENT AND PLAN OF MERGER DATED AS OF MARCH 1, 2013 BY AND AMONG SCG FINANCIAL ACQUISITION CORP., SCG FINANCIAL MERGER III CORP., SYMON HOLDINGS CORPORATION AND THE SECURITYHOLDERS’ REPRESENTATIVEAgreement and Plan of Merger • March 1st, 2013 • SCG Financial Acquisition Corp. • Services-business services, nec • New York
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of March 1, 2013, by and among SCG Financial Acquisition Corp., a Delaware corporation (“Buyer”), SCG Financial Merger III Corp., a Delaware corporation and an indirect, wholly-owned Subsidiary of Buyer (“Merger Sub”), Symon Holdings Corporation, a Delaware corporation (the “Company”), and Golden Gate Capital Investment Fund II, L.P., a Delaware limited partnership (the “Securityholders’ Representative”). Capitalized terms used in this Agreement without definition shall have the respective meanings given to such terms in Article 1 hereof.
