SUBSCRIPTION AGREEMENTSubscription Agreement • December 1st, 2017 • Forum Merger Corp • Blank checks • New York
In connection with the proposed business combination (the “Transaction”) between Forum Merger Corporation, a Delaware corporation (the “Company”), and C1 Investment Corp., a Delaware corporation (“C1”), pursuant to a contemplated Agreement and Plan of Merger among the Company, C1 and the other parties thereto (as may be amended and/or restated, the “Transaction Agreement”), the Company is seeking commitments to purchase shares (the “Shares”) of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”) for a purchase price of $8.00 per share (the “Purchase Price”). The Company is offering the Shares in a private placement in which the Company expects to raise an aggregate of up to $100 million (subject to increase or decrease in the discretion of the Company) after consultation with the Placement Agents (as defined below)). In connection therewith, the undersigned and the Company agree as follows:
VOTING AGREEMENTVoting Agreement • December 1st, 2017 • Forum Merger Corp • Blank checks • New York
This Voting Agreement (this “Agreement”) is made as of November 30, 2017, by and among (i) Forum Merger Corporation, a Delaware corporation (including any successor entity thereto, “Parent”), (ii) C1 Investment Corp., a Delaware corporation (the “Company”), and (iii) Clearlake Capital Partners III (Master), L.P., a Delaware limited partnership (“Holder”), solely in Holder’s capacity as a Company Stockholder (and not in any other capacity). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement (as defined below).
