EQUITY AND ASSET PURCHASE AGREEMENT by and between SEARS HOMETOWN AND OUTLET STORES, INC., FRANCHISE GROUP NEWCO S, LLC and solely for purposes of Section 10.17, LIBERTY TAX, INC. Dated as of August 27, 2019Equity and Asset Purchase Agreement • August 27th, 2019 • Sears Hometown & Outlet Stores, Inc. • Retail-department stores • Delaware
This EQUITY AND ASSET PURCHASE AGREEMENT, dated as of August 27, 2019 (this “Agreement”), has been entered into by and between Sears Hometown and Outlet Stores, Inc., a Delaware corporation (the “Seller”), Franchise Group Newco S, LLC, a Delaware limited liability company (the “Purchaser”), and, solely for purposes of Section 10.17, Liberty Tax, Inc., a Delaware corporation (“Parent” and, together with the Seller and the Purchaser, the “Parties”, and each, a “Party”).
Sears Hometown and Outlet Stores, Inc. Hoffman Estates, Illinois 60192Agreement and Plan of Merger • August 27th, 2019 • Sears Hometown & Outlet Stores, Inc. • Retail-department stores
We refer to the Agreement and Plan of Merger, dated as of June 1, 2019 (as amended from time to time in accordance with its terms, the “Merger Agreement”), among Sears Hometown and Outlet Stores, Inc., a Delaware corporation (the “Company”), Transform Holdco LLC, a Delaware limited liability company (“Parent”), and Transform Merger Corporation, a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Subsidiary”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Merger Agreement.
