MHHC Enterprises Inc (MHHC)

[mattandr3ws]

http://www.otcmarkets.com/financialReportViewer?symbol=ORRV&id=167967

"AGREEMENT AND PLAN OF MERGER
THIS AGREEMENT AND PLAN OF MERGER (“Agreement”), is entered into
effective as of February 17, 2017 by and among Oceanic Research & Recovery, Inc., a Nevada
corporation (“ORRV”), OORV Acquisition, Inc., a Nevada corporation and a wholly-owned
subsidiary of ORRV (the “OORV Subsidiary”), and McCusker Holding Corp., an entity
organized under the laws of the State of Texas (the “Company”), and the shareholders listed in
Exhibit A, who are the holders of at least a majority in interest of the issued and outstanding capital
stock of the Company (the “Company Shareholders”).
WHEREAS, ORRV, through the OORV Subsidiary, desires to acquire all of the shares of
the capital stock of the Company (the “Company Shares”) owned by the Company Shareholders
on the terms and conditions set forth in this Agreement;
WHEREAS, the parties intend to effectuate the aforementioned acquisition of Company
Shares by merging the OORV Subsidiary with and into the Company (the “Merger”) pursuant to
the terms and conditions set forth in this Agreement with the Company being the surviving
corporation (the “Surviving Corporation”) in the Merger; and
WHEREAS, the Company and the Company Shareholders each deem it advisable and in
their best interests to effect the Merger contemplated by this Agreement.
In consideration of the mutual covenants contained herein, ORRV, OORV Subsidiary, the
Company and the Company Shareholders hereby agree as follows:"