AGREEMENT AND PLAN OF MERGER BY AND AMONG WW International, Inc. Well Holdings, INC. Weekend Health, Inc. and THE EQUITYHOLDERS’ REPRESENTATIVE NAMED HEREIN Dated as of March 4, 2023Agreement and Plan of Merger • May 4th, 2023 • Ww International, Inc. • Services-personal services • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of March 4, 2023, by and among (i) WW International, Inc., a Virginia corporation (“Parent”), (ii) Well Holdings, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (“Merger Sub”), (iii) Weekend Health, Inc., a Delaware corporation (the “Company”) and (iv) Fortis Advisors LLC, a Delaware limited liability company, solely in its capacity as agent and attorney-in-fact for the Company Equityholders (as hereinafter defined) (the “Equityholders’ Representative”, and collectively with Parent, Merger Sub and the Company, the “parties”).
