Agreement and Plan of Merger among ATLAS CAPITAL PARTNERS LIMITED and GCLMS Acquisition Corporation and LifeMap Sciences, Inc. and AgeX Therapeutics, Inc. dated as of March 6, 2021Merger Agreement • March 8th, 2021 • AgeX Therapeutics, Inc. • Pharmaceutical preparations • California
This Agreement and Plan of Merger (this “Agreement”), dated as of March 6, 2021, is entered into among Atlas Capital Partners Limited, a British Virgin Islands company limited by shares (“Parent”), GCLMS Acquisition Corporation, a Delaware corporation (“Merger Sub”), LifeMap Sciences, Inc., a California corporation (the “Company”), and AgeX Therapeutics, Inc., a Delaware corporation, in its capacity as Stockholder Representative (“Stockholder Representative” or “AgeX”) with respect to those provisions of this Agreement requiring performance by the Stockholder Representative and, with respect to Articles II, VI, VII and VIII only, in its capacity as the majority shareholder of the Company (the “Majority Shareholder”).
