AGREEMENT AND PLAN OF MERGER BY AND AMONG FOX FACTORY, INC., MARUCCI MERGER SUB, INC., WHEELHOUSE HOLDINGS INC.. and, THE EQUITYHOLDERS’ REPRESENTATIVE NAMED HEREIN Dated as of November 1, 2023Merger Agreement • November 2nd, 2023 • Compass Group Diversified Holdings LLC • Apparel & other finishd prods of fabrics & similar matl • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of November 1, 2023, by and among Fox Factory, Inc., a California corporation (“Purchaser”), Marucci Merger Sub, Inc., a Delaware corporation (“Merger Sub”), and Wheelhouse Holdings Inc., a Delaware corporation (the “Company”), and, solely for purposes of Section 3.04, Section 3.05, Section 6.06, Section 6.10(a), Section 6.11, Section 8.04, and Section 9.16 hereof, Compass Group Diversified Holdings LLC, solely in its capacity as the Equityholders’ Representative (the “Equityholders’ Representative”).
