AGREEMENT AND PLAN OF MERGERMerger Agreement • June 29th, 2023 • Semper Paratus Acquisition Corp • Blank checks • Delaware
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of June 28, 2023 by and among (i) Semper Paratus Acquisition Corporation, incorporated as a Cayman Islands exempted company (together with its successors, the “Purchaser”), (ii) Semper Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of the Purchaser (“Merger Sub”), (iii) SSVK Associates, LLC, a Delaware limited liability company, in the capacity as the representative from and after the Effective Time (as defined below) for the stockholders of the Purchaser (other than the Company Security Holders (as defined below) as of immediately prior to the Effective Time and their successors and assignees) in accordance with the terms and conditions of this Agreement (the “Purchaser Representative”), (iv) Ryan Saadi, in the capacity as the representative from and after the Effective Time for the Company Stockholders (as defined below) as of immediately prior to the Effective Time in accordance w
