AGREEMENT AND PLAN OF MERGER By and Among ALI HOLDING S.R.L., ALI GROUP NORTH AMERICA CORPORATION, ASCEND MERGER CORP. and WELBILT, INC. Dated as of July 14, 2021Agreement and Plan of Merger • July 14th, 2021 • Welbilt, Inc. • Refrigeration & service industry machinery • New York
THIS AGREEMENT AND PLAN OF MERGER, dated as of July 14, 2021 (this “Agreement”), is made by and among Ali Holding S.r.l., an Italian società a responsabilità limitata (“Parent”), Ali Group North America Corporation, a Delaware corporation and a wholly owned Subsidiary of Parent (“Acquiror”), Ascend Merger Corp., a Delaware corporation and a direct wholly owned Subsidiary of Acquiror (“Merger Sub”), and Welbilt, Inc., a Delaware corporation (the “Company”). Defined terms used in this Agreement have the respective meanings ascribed to them herein.
