AGREEMENT AND PLAN OF MERGER AND REORGANIZATION by and among 23ANDME HOLDING CO. a Delaware corporation, LIFE MERGER SUB ONE, INC. a Delaware corporation, LIFE MERGER SUB TWO, INC. a Delaware corporation, LEMONAID HEALTH, INC. a Delaware corporation...Agreement and Plan of Merger and Reorganization • October 22nd, 2021 • 23andMe Holding Co. • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION, dated as of October 21, 2021 (this “Agreement”), is entered into by and among 23andMe Holding Co., a Delaware corporation (“Parent”), Life Merger Sub One, Inc., a Delaware corporation and direct wholly owned Subsidiary of Parent (“First Merger Sub”), Life Merger Sub Two, Inc., a Delaware corporation and direct, wholly owned Subsidiary of Parent (“Second Merger Sub” and, together with First Merger Sub, “Merger Subs”), Lemonaid Health, Inc., a Delaware corporation (the “Company”), and Fortis Advisors LLC, a Delaware limited liability company, in its capacity as representative of the Indemnifying Parties (the “Securityholder Representative”). Capitalized terms used in this Agreement but not otherwise defined shall have the meanings set forth in Exhibit A to this Agreement.
