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, 2023Merger Agreement • 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”).
