Agreement and Plan of Merger and Reorganization by and among Computer Programs and Systems, Inc., HHI Merger Sub I, Inc., HHI Merger Sub II, Inc., Healthland Holding Inc., and AHR Holdings, LLC, solely in its capacity as the Securityholder...Merger Agreement • December 1st, 2015 • Computer Programs & Systems Inc • Services-computer programming services • Delaware
This Agreement and Plan of Merger and Reorganization (this “Agreement”), dated as of November 25, 2015 (the “Execution Date”), is by and among Computer Programs and Systems, Inc., a Delaware corporation (“Parent”), HHI Merger Sub I, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (“Merger Sub”), HHI Merger Sub II, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (“Successor Sub”), Healthland Holding Inc., a Delaware corporation (the “Company”), and AHR Holdings, LLC, a Delaware limited liability company, solely in its capacity as the representative of the Company Securityholders (the “Securityholder Representative”).
SUPPORT AGREEMENTSupport Agreement • December 1st, 2015 • Computer Programs & Systems Inc • Services-computer programming services
This SUPPORT AGREEMENT (this “Agreement”), dated as of November 25, 2015 (the “Execution Date”), among Computer Programs and Systems, Inc., a Delaware corporation (“Parent”), HHI Merger Sub I, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), HHI Merger Sub II, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Successor Sub”), AHR Holdings, LLC, a Delaware limited liability company and a stockholder (the “Principal Stockholder”) of Healthland Holding Inc., a Delaware corporation (the “Company”), Francisco Partners II, L.P., a Delaware limited partnership (“FP Fund II”), and Francisco Partners Parallel Fund II, L.P., a Delaware limited partnership (“FP Parallel Fund II” and, together with FP Fund II, the “FP Funds”). Parent, Merger Sub, Successor Sub, the Principal Stockholder, FP Fund II and FP Parallel Fund II are each referred to in this Agreement as a “Party” and are collectively referred to in this Agreement as the “Parties”.
