AGREEMENT AND PLAN OF MERGER BY AND AMONG HIGHLAND TRANSCEND PARTNERS I CORP., PICASSO MERGER SUB I, INC., PICASSO MERGER SUB II, LLC, PICASSO MERGER SUB III, LLC, CARLYLE PARTNERS VII PACER HOLDINGS, L.P., CP VII PACER CORP., CP VII PACER EU L.P.,...Merger Agreement • September 9th, 2021 • Highland Transcend Partners I Corp. • Blank checks • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of September [9], 2021, is entered into by and among (i) Highland Transcend Partners I Corp., a Cayman Islands exempted company (NYSE: HTPA.U), which shall domesticate as a Delaware corporation in accordance herewith (“HTP”), (ii) Picasso Merger Sub I, Inc., a Delaware corporation and wholly owned direct Subsidiary of HTP (“Blocker Merger Sub I”), (iii) Picasso Merger Sub II, LLC, a Delaware limited liability company and wholly owned direct Subsidiary of HTP (“Blocker Merger Sub II” and together with Blocker Merger Sub I, “Blocker Merger Subs”), (iv) Picasso Merger Sub III, LLC, a Delaware limited liability company and a wholly owned direct Subsidiary of HTP (“Company Merger Sub”, and together with HTP and the Blocker Merger Subs, the “HTP Parties”), (v) Carlyle Partners VII Pacer Holdings, L.P., a Delaware limited partnership (“Pacer Holdings”), (vi) CP VII Pacer Corp., a Delaware corporation (“Pacer Corp. Blocker”), (vii)
SUBSCRIPTION AGREEMENTSubscription Agreement • September 9th, 2021 • Highland Transcend Partners I Corp. • Blank checks
This Subscription Agreement (this “Subscription Agreement”) is being entered into as of the date set forth on the signature page hereto, by and between Highland Transcend Partners I Corp., a Cayman Islands exempted company (including any successor thereto pursuant to the terms of the Transaction Agreement (as defined below), “Highland Transcend”), and the undersigned investor (the “Investor”), in connection with the proposed business combination (as further described in the Transaction Agreement, the “Transaction”) between Highland Transcend and Packable Holdings, LLC, a limited liability company incorporated under the laws of Delaware (the “Company”), pursuant to the Business Combination Agreement (as may be amended, supplemented or otherwise modified from time to time, the “Transaction Agreement”) to be entered into by and among Highland Transcend, the Company, CP VII Pacer Corp., a Delaware corporation and CP VII Pacer EU L.P., a Delaware limited partnership, pursuant to which, amon
