SUBSCRIPTION AGREEMENTSubscription Agreement • May 10th, 2021 • Hennessy Capital Investment Corp. V • Blank checks • Delaware
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into this 7th day of May, 2021, by and among Hennessy Capital Investment Corp. V, a Delaware corporation (“HCIC”), Plus Inc., an exempted company incorporated with limited liability in the Cayman Islands (“PubCo”), and the undersigned investor (“Subscriber”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Transaction Agreement (as defined below).
MERGER AGREEMENT AND PLAN OF REORGANIZATION BY AND AMONG HENNESSY CAPITAL INVESTMENT CORP. V, PLUSAI CORP, PLUS INC., PRIME MERGER SUB I, INC., PRIME MERGER SUB II, INC., AND PLUS HOLDINGS LTD. DATED AS OF MAY 7, 2021Merger Agreement • May 10th, 2021 • Hennessy Capital Investment Corp. V • Blank checks • Delaware
This MERGER AGREEMENT AND PLAN OF REORGANIZATION, dated as of May 7, 2021 (this “Agreement”), is made by and among Hennessy Capital Investment Corp. V, a Delaware corporation (“HCIC”), PlusAI Corp, an exempted company incorporated with limited liability in the Cayman Islands (the “Company”), Plus Inc., an exempted company incorporated with limited liability in the Cayman Islands (“PubCo”), Prime Merger Sub I, Inc., an exempted company incorporated with limited liability in the Cayman Islands and a direct, wholly-owned subsidiary of PubCo (“First Merger Sub”), Prime Merger Sub II, Inc., a Delaware corporation and wholly-owned subsidiary of PubCo (“Second Merger Sub”) and Plus Holdings Ltd. (“Plus Holdings”) an exempted company incorporated with limited liability in the Cayman Islands (each a “Party” and collectively, the “Parties”).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • May 10th, 2021 • Hennessy Capital Investment Corp. V • Blank checks • Delaware
This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is entered into as of May 7, 2021, by and among PlusAI Corp, an exempted company incorporated with limited liability in the Cayman Islands (the “Company”), Plus Holdings Ltd., an exempted company incorporated with limited liability in the Cayman Islands (the “Plus Holdings”), Hennessy Capital Partners V LLC, a Delaware limited liability company (“Hennessy Capital Partners V”), and the other stockholders of HCIC (as defined below) set forth on Schedule I hereto (such individuals, together with Hennessy Capital Partners V, each a “Stockholder”, and collectively, the “Stockholders”). The Company, Plus Holdings and the Stockholders are sometimes referred to herein as a “Party” and collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
SHAREHOLDER SUPPORT AGREEMENTShareholder Support Agreement • May 10th, 2021 • Hennessy Capital Investment Corp. V • Blank checks • Delaware
This Shareholder Support Agreement (this “Agreement”) is made and entered into as of May 7, 2021, by and among Hennessy Capital Investment Corp. V, a Delaware corporation (“HCIC”), PlusAI Corp, an exempted company incorporated with limited liability in the Cayman Islands (the “Company”), Plus Holdings Ltd., an exempted company incorporated with limited liability in the Cayman Islands ( “Plus Holdings”) and the individuals whose names appear on the signature pages hereto who are or hereafter may become shareholders of the Company and/or Plus Holdings (each such shareholder, a “Requisite Shareholder” and, collectively, the “Requisite Shareholders”). HCIC, Company, Plus Holdings and the Requisite Shareholders are sometimes referred to herein as a “Party” and collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
