AGREEMENT AND PLAN OF MERGER by and among ACHIEVE HOLDINGS, ACHIEVE MERGER SUB, and ARCO PLATFORM LIMITED Dated as of August 10, 2023Merger Agreement • August 11th, 2023 • Arco Platform Ltd. • Services-educational services • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of August 10, 2023 (the “Agreement Date”), by and among Arco Platform Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), Achieve Holdings, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Parent”), and Achieve Merger Sub, an exempted company with limited liability incorporated under the laws of the Cayman Islands and a wholly owned Subsidiary of Parent (“Merger Sub”). Parent, Merger Sub and the Company are each sometimes referred to herein as a “Party” and collectively as the “Parties.” Certain capitalized terms used in this Agreement are defined in Section 9.03.
