AGREEMENT AND PLAN OF MERGER by and among SPECTRUM GLOBAL SOLUTIONS, INC. HW MERGER SUB, INC. HWN, INC., CERTAIN OF ITS STOCKHOLDERS and THE INVESTORS’ REPRESENTATIVE JANUARY 27, 2021Agreement and Plan of Merger • February 2nd, 2021 • Spectrum Global Solutions, Inc. • Telephone communications (no radiotelephone) • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated as of January 27, 2021, by and among Spectrum Global Solutions, Inc., a Nevada corporation (the “Buyer”), HW Merger Sub, Inc., a Delaware corporation (the “MergerCo”), HWN, Inc., a Delaware corporation (the “Company”), certain of the stockholders of the Company (each stockholder of the Company, a “Stockholder” and collectively, the “Stockholders”), and Mark Porter (the “Investors’ Representative”) (each a “Party” or collectively “Parties”). Certain terms used in this Agreement are defined in Section 10.6 hereof. An index of defined terms used in this Agreement is attached as Annex A hereto.
