MERGER AGREEMENT by and among FAZOLI HOLDINGS, LLC, FAT BRANDS, INC.,Merger Agreement • November 3rd, 2021 • Fat Brands, Inc • Retail-eating places • Delaware
THIS MERGER AGREEMENT (this “Agreement”), dated as of November 1, 2021 is made by and among (i) FAT Brands, Inc., a Delaware corporation (“Parent”); (ii) FAT Italian Merger Sub, LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (“Merger Sub”); (iii) Fazoli Holdings, LLC, a Delaware limited liability company (the “Company”); (iv) solely for purposes of agreeing to the covenants set forth in Section 5.8 Section 5.9 and Article 8, each of Sentinel Capital Partners, V, L.P., a Delaware limited partnership, Sentinel Capital Partners, V-A, L.P., a Delaware limited partnership, and Sentinel Capital Investors, V, L.P., a Delaware limited partnership; and (v) solely in its capacity as Representative in accordance with the terms of this Agreement and for purposes of agreeing to the covenants set forth in Section 5.8 and Section 5.9, Sentinel Capital Partners, L.L.C., a Delaware limited liability company. Capitalized terms used but not otherwise defined herein have
