Tributum, L.P. c/o Vintage Capital Management, LLC 4705 S. Apopka Vineland Road, Suite 206 Orlando, FL 32819Letter Agreement • August 8th, 2019 • Vintage Capital Management LLC • Patent owners & lessors • Delaware
This letter agreement (this “Letter Agreement”) sets forth the commitment of Tributum, L.P., a Delaware limited partnership (the “Investor”), subject to the terms and conditions contained herein, to purchase, or cause the purchase, directly or indirectly, of, shares of common stock, par value $0.01 per share (“Parent Common Stock”), of Liberty Tax, Inc. (“Parent”). It is contemplated that, pursuant to the Agreement and Plan of Merger (as amended, restated, supplemented or otherwise modified from time to time pursuant to the terms thereof and hereof, the “Merger Agreement”) entered into concurrently herewith by and among Parent, Valor Acquisition, LLC, Delaware limited liability company (“Merger Sub”), and The Vitamin Shoppe, Inc., a Delaware corporation (the “Company”), subject to the terms and conditions set forth therein, Merger Sub will merge with and into the Company with the Company as the surviving company of such merger as a wholly owned subsidiary of Parent (the “Merger”). Each
