AGREEMENT AND PLAN OF MERGER BY AND AMONG i3-SDCR, INC. AS BUYER, i3 MERGER SUB, INC. AS MERGER SUB, i3 VERTICALS, LLC AS GUARANTOR, PACE PAYMENT SYSTEMS, INC. AS COMPANY, AND 3S ADVISORS, LLC AS REPRESENTATIVE MAY 31, 2019 Certain portions of this...Agreement and Plan of Merger • June 3rd, 2019 • I3 Verticals, Inc. • Services-business services, nec • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated as of May 31, 2019, by and among (i) i3-SDCR, Inc., a Delaware corporation (“Buyer”), (ii) i3 Merger Sub, Inc., a Delaware corporation (“Merger Sub”), (iii) Pace Payment Systems, Inc., a Delaware corporation (“Company”), (iv) solely for purposes of Section 9.12 of this Agreement, i3 Verticals, LLC, a Delaware limited liability company (“Guarantor”), and (v) 3S Advisors, LLC, an Ohio limited liability company (“Representative”). Together, Buyer, Merger Sub, Company, Guarantor, and Representative shall be referred to as the “Parties”.
