RECITALS:Business Combination Agreement • June 15th, 2005 • International Coal Group, Inc. • Bituminous coal & lignite surface mining
BUSINESS COMBINATION AGREEMENT by and among FINNOVATE ACQUISITION CORP., as Purchaser, SCAGE FUTURE, as Pubco, HERO 1, as First Merger Sub, HERO 2, as Second Merger Sub, and SCAGE INTERNATIONAL LIMITED, as the Company Dated as of August 21, 2023Business Combination Agreement • August 25th, 2023 • Finnovate Acquisition Corp. • Blank checks • New York
This Business Combination Agreement (this “Agreement”) is made and entered into as of August 21, 2023 by and among: (i) Finnovate Acquisition Corp, an exempted company incorporated with limited liability in the Cayman Islands (the “Purchaser”), (ii) Scage Future, an exempted company incorporated with limited liability in the Cayman Islands, (“Pubco”), (iv) Hero 1, an exempted company incorporated with limited liability in the Cayman Islands and a wholly-owned subsidiary of Pubco (“First Merger Sub”); (iii) Hero 2, an exempted company incorporated with limited liability in the Cayman Islands and a wholly-owned subsidiary of Pubco (“Second Merger Sub”), and (iv) Scage International Limited, an exempted company incorporated with limited liability in the Cayman Islands (the “Company”). Purchaser, Pubco First Merger Sub, Second Merger Sub, and the Company are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”.
SECOND AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT by and between DIGITAL TRANSFORMATION OPPORTUNITIES CORP. and AMERICAN ONCOLOGY NETWORK, LLC Dated as of April 27, 2023Business Combination Agreement • July 13th, 2023 • Digital Transformation Opportunities Corp. • Services-health services • Delaware
THIS SECOND AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT (this “Agreement”) is made and entered into as of April 27, 2023, by and between Digital Transformation Opportunities Corp., a Delaware corporation (“Acquiror”), and American Oncology Network, LLC, a Delaware limited liability company (the “Company”). Acquiror and the Company are collectively referred to herein as the “Parties” and individually as a “Party.”
BUSINESS COMBINATION AGREEMENT BY AND AMONG ALPHAVEST ACQUISITION CORP., AV MERGER SUB AND AMC CORPORATION DATED AS OF August 16, 2024Business Combination Agreement • August 22nd, 2024 • AlphaVest Acquisition Corp. • Blank checks • New York
This BUSINESS COMBINATION AGREEMENT (this “Agreement”), dated August 16 2024, is made by and among AlphaVest Acquisition Corp., an exempted company incorporated in the Cayman Islands with limited liability (“SPAC”), AV Merger Sub, a Washington corporation (“Merger Sub”), and AMC Corporation, a Washington corporation (the “Company” and collectively with SPAC and Merger Sub, the “Parties”). Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 1.1.
BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • June 20th, 2021
This BUSINESS COMBINATION AGREEMENT (hereinafter referred to as this “Agreement”), dated March 9, 2020, is by and between Aon plc, a company incorporated under the laws of England and Wales, with registered company number 07876075 (“Aon UK”) and Willis Towers Watson Public Limited Company, an Irish public limited company (“WTW”). All capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Section 10.5 or as otherwise defined elsewhere in this Agreement unless the context clearly provides otherwise. Aon UK and WTW are referred to collectively herein as the “Parties”, and Aon UK, on the one hand, and WTW, on the other hand, are each sometimes referred to herein as a “Party”.
Footnotes to Form 3Business Combination Agreement • August 9th, 2021 • CCC Intelligent Solutions Holdings Inc. • Services-prepackaged software
DLA Piper LLP (US) 1251 Avenue of the Americas New York, New York 10020-1104Business Combination Agreement • December 18th, 2023 • Flexi Group Holdings LTD • Operators of nonresidential buildings
AGREEMENT between TPG CAPITAL CORPORATION ("TPG") and EREBUS CORPORATION (the "Company"). WHEREAS the Company is a development stage company that has no specific business plan and intends to merge, acquire or otherwise combine with an unidentified...Business Combination Agreement • November 16th, 1999 • Erebus Corp • Non-operating establishments
THIRD AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT BY AND AMONG DIGITAL HEALTH ACQUISITION CORP., DHAC MERGER SUB I, INC., DHAC MERGER SUB II, INC., VSEE LAB, INC., AND IDOC VIRTUAL TELEHEALTH SOLUTIONS, INC. DATED AS OF NOVEMBER 21, 2023Business Combination Agreement • November 22nd, 2023 • Digital Health Acquisition Corp. • Services-health services • Delaware
This THIRD AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT (this “Agreement”), dated as of November 21, 2023, is made by and among Digital Health Acquisition Corp., a Delaware corporation (“Parent”), DHAC Merger Sub I, Inc., a Delaware corporation (“Merger Sub I”), DHAC Merger Sub II, Inc., a Texas corporation (“Merger Sub II,” and together with Merger Sub I, the “Merger Subs”), VSee Lab, Inc., a Delaware corporation (“VSee”), and iDoc Virtual Telehealth Solutions, Inc., a Texas corporation (“iDoc,” and together with VSee, the “Company Parties”). Parent, Merger Subs and the Company Parties shall be referred to herein from time to time collectively as the “Parties”. Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 1.1.
CORTÉS, ABOGADOSBusiness Combination Agreement • November 29th, 2010 • Promotora De Informaciones Sa /Fi • Cable & other pay television services
Amended and restated business combination agreement by and among Promotora de Informaciones, S.A., Liberty Acquisition Holdings Corp., and Liberty Acquisition Holdings Virginia, Inc., dated as of 4 August 2010, as amended by Amendment No. 1 thereto dated as of 13 August 2010 (the ARBCA)
AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT BY AND AMONG HL ACQUISITIONS CORP., FUSION WELCOME – FUEL, S.A.,Business Combination Agreement • December 22nd, 2020 • Numberbubble, S.A. • Gas & other services combined • New York
THIS AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT is made and entered into as of August 25, 2020, by and among HL Acquisitions Corp., a British Virgin Islands business company (“HL”), Fusion Welcome – Fuel, S.A., a public limited company domiciled in Portugal, sociedade anónima (the “Company”), Fusion Fuel Green Limited, formerly known as Dolya Holdco 3 Limited, a private limited company domiciled in Ireland (“Parent”), Fusion Fuel Atlantic Limited, a British Virgin Islands business company and wholly owned subsidiary of Parent (“Merger Sub”), and the shareholders of the Company set forth on the signature pages hereto (“Company Shareholders”). The term “Agreement” as used herein refers to this Amended and Restated Business Combination Agreement, as the same may be amended from time to time, and all schedules hereto (including the Company Schedule and the HL Schedule, as defined in the preambles to Articles III and V hereof, respectively). Each of Parent, HL, Merger Sub, the Comp
BUSINESS COMBINATION AGREEMENT BY AND AMONG ACHARI VENTURES HOLDINGS CORP. I, ACHARI MERGER SUB, INC. AND VASO CORPORATION DATED AS OF DECEMBER 6, 2023Business Combination Agreement • December 8th, 2023 • VASO Corp • Electromedical & electrotherapeutic apparatus • New York
This Business Combination Agreement (this “Agreement”) is made and entered into as of December 6, 2023 (the “Execution Date”) by and among (a) Achari Ventures Holdings Corp. I, a Delaware corporation (the “SPAC”), (b) Achari Merger Sub, Inc., a Delaware corporation and a wholly‑owned subsidiary of the SPAC (“Merger Sub”, and together with the SPAC, the “SPAC Parties”), and (c) Vaso Corporation, a Delaware corporation (the “Company”). The SPAC, Merger Sub and the Company shall each also be referred to herein from time to time as a “Party” and collectively as the “Parties”. Capitalized terms used but not otherwise defined herein have the respective meanings as set forth in Section 1.1.
BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • June 21st, 2023 • Prime Number Holding LTD • Miscellaneous electrical machinery, equipment & supplies • Delaware
This Business Combination Agreement, dated as of December 29, 2022 (this “Agreement”), is made and entered into by and among Prime Number Acquisition I Corp., a Delaware corporation (“Acquiror”), PubCo (as defined below and upon the delivery of its signature page pursuant to Section 13.19), Prime Number Merger Sub Inc., a Delaware corporation formed to become a wholly-owned subsidiary of PubCo (the “Merger Sub”), New SubCo (as defined below and upon the delivery of its signature page pursuant to Section 13.18), NOCO-NOCO PTE. LTD., a Singapore private company limited by shares, with its Unique Entity Number being 201924194K (the “Company”), and the shareholders of the Company named on Annex I hereto as of the date hereof (each of which is a Company Insider (as defined below), such shareholders, the “Signing Sellers”) and the shareholders of the Company that join this Agreement pursuant to Section 10.10 after the date hereof (such shareholders, the “Joining Sellers”, together with the S
BUSINESS COMBINATION AGREEMENT by and among PURE ACQUISITION CORP., HIGHPEAK ENERGY, INC., PURE ACQUISITION MERGER SUB, INC., HIGHPEAK ENERGY, LP, HIGHPEAK ENERGY II, LP, HIGHPEAK ENERGY III, LP, HPK ENERGY, LLC, and, solely for limited purposes...Business Combination Agreement • May 4th, 2020 • HighPeak Energy, Inc. • Drilling oil & gas wells • Delaware
This Business Combination Agreement (this “Agreement”) is entered into as of May 4, 2020, by and among (i) Pure Acquisition Corp., a Delaware corporation (“Parent”), (ii) HighPeak Energy, Inc., a Delaware corporation and wholly-owned subsidiary of Parent (the “Company”), (iii) Pure Acquisition Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of the Company (“Merger Sub” and together with Parent and the Company, the “Parent Parties”), (iv) HighPeak Energy, LP, a Delaware limited partnership (“HighPeak I”), (v) HighPeak Energy II, LP, a Delaware limited partnership (“HighPeak II”), (vi) HighPeak Energy III, LP, a Delaware limited partnership (“HighPeak III”), (vii) HPK Energy, LLC, a Delaware limited liability company (“HPK Energy GP”, and together with HighPeak I, HighPeak II and HighPeak III, collectively, “Contributor”, unless the context clearly requires a reference to one of such Persons, then each such Person is separately referred to as a “Contributor”), and (v
AMENDMENT NO. 6 TO THE BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • January 9th, 2024 • Quantum FinTech Acquisition Corp • Blank checks • Delaware
This AMENDMENT NO. 6 (this “Amendment”), dated as of January 8, 2024, to the Business Combination Agreement, dated as of November 16, 2022 (as amended, the “Business Combination Agreement”), is by and between Quantum FinTech Acquisition Corporation, a company incorporated in Delaware (together with its successors, the “Purchaser”) and AtlasClear, Inc., a Wyoming corporation (the “Company”). Purchaser and the Company are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties.” Capitalized terms not otherwise defined in this Amendment have the meanings given such terms in the Business Combination Agreement.
BUSINESS COMBINATION AGREEMENT by and among AI TRANSPORTATION ACQUISITION CORP., as Purchaser, ELECTRIFIED MATERIALS CORPORATION, as Pubco, AITR Merger Sub 1 Corp, as Merger Sub 1, AITR Merger Sub 2 Corp. Corp., as Merger Sub 2, AMERICAN METALS LLC,...Business Combination Agreement • July 2nd, 2024 • American Resources Corp • Bituminous coal & lignite mining • New York
This Business Combination Agreement (this “Agreement”) is made and entered into as of June 28, 2024 by and among (i) AI Transportation Acquisition Corp., a Cayman Islands exempted company (together with its successors, “Purchaser”), (ii) Electrified Materials Corporation, a Delaware corporation (“Pubco”), (iii) AITR Merger Sub 1 Corp, a Delaware corporation and a wholly-owned subsidiary of Pubco (“Merger Sub 1”), (iv) AITR Merger Sub 2 Corp, a Delaware corporation and a wholly-owned subsidiary of Pubco (“Merger Sub 2”), and (v) American Metals LLC, an Indiana limited liability company (the “Company.) Purchaser, Pubco, Merger Sub 1, Merger Sub 2 and the Company are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”.
BUSINESS COMBINATION AGREEMENT by and amongBusiness Combination Agreement • September 1st, 2022 • Apexigen, Inc. • Pharmaceutical preparations • Delaware
Brookline Capital Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), does hereby certify as follows:
Archer, A Leading Urban Air Mobility Company, To List On NYSE Through Merger With Atlas Crest Investment CorpBusiness Combination Agreement • February 10th, 2021
• Archer, a leader in the Urban Air Mobility (“UAM”) space commercializing electric vertical takeoff and landing (“eVTOL”) aircraft, has entered into a business combination agreement with Atlas Crest Investment Corp. (NYSE: ACIC); the newly combined company will be listed on the NYSE under the new ticker symbol “ACHR.”
CONFIDENTIAL EXECUTION VERSION business combinatIon agreement between THERMO FISHER SCIENTIFIC INC. and QIAGEN N.V. Dated 3 March 2020Business Combination Agreement • March 9th, 2020 • Thermo Fisher Scientific Inc. • Measuring & controlling devices, nec
conditions and the mutual understanding of the Company and the Buyer with respect to the Transactions, including the Offer, are set out in this Business Combination Agreement (this "Agreement").
BUSINESS COMBINATION AGREEMENT by and among Maquia Capital Acquisition Corporation, Maquia Merger Sub, Inc., and Velocium Inc. Dated as of July 15, 2024Business Combination Agreement • July 22nd, 2024 • Maquia Capital Acquisition Corp • Services-prepackaged software • Delaware
BUSINESS COMBINATION AGREEMENT, dated as of July 15, 2024 (this “Agreement”), by and among Maquia Capital Acquisition Corporation, a Delaware corporation (“SPAC”), Maquia Merger Sub, Inc., a Delaware corporation (“Merger Sub”), and Velocium Inc., a Delaware corporation (the “Company”). SPAC, Merger Sub and the Company are sometimes referred to individually as a “Party” and, collectively, as “Parties”.
Amendment No. 1 to BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • February 17th, 2023 • Digerati Technologies, Inc. • Services-computer processing & data preparation
This Amendment No. 1 to Business Combination Agreement (this “Amendment”) is entered into as of February 14, 2023 (the “Amendment Effective Date”), by and among Minority Equality Opportunities Acquisition Inc., a Delaware corporation (“MEOA”), MEOA Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of MEOA (“Merger Sub”), and Digerati Technologies, Inc., a Nevada corporation (the “Company”).
Definitive Business Combination Agreement Expected to Provide up to $100 Million in Capital to Wejo and $11.25 per Share for TKB Shareholders Company to Provide a Business Update on Tuesday, January 10, 2023 at 10:00 am ESTBusiness Combination Agreement • January 10th, 2023
leader in Smart Mobility for Good™ cloud and software analytics for connected, electric and autonomous mobility, today announced that it has entered into a definitive business combination agreement to combine with TKB Critical Technologies 1 (NASDAQ: USCT) (“TKB”). The proposed business combination is subject to a number of closing conditions and the parties anticipate that the transaction will close in the second quarter of 2023. Upon closing of the business combination, the combined company will retain Wejo’s ticker symbol and will continue to trade on the Nasdaq Stock Market LLC.
BUSINESS COMBINATION AGREEMENT by and among ATHENA TECHNOLOGY ACQUISITION CORP. II, ATHENA TECHNOLOGY SPONSOR II, LLC, air water ventures lTD, Project Hydro Merger sub inc., THE AIR WATER COMPANY, and THE COMPANY shareholderS Dated as of April 19, 2023Business Combination Agreement • April 20th, 2023 • Air Water Co • Delaware
This Business Combination Agreement (this “Agreement”) is made and entered into as of April 19, 2023, by and among Athena Technology Acquisition Corp. II, a Delaware corporation (“SPAC”), Athena Technology Sponsor II, LLC, a Delaware limited liability company, solely for purposes of Section 9.24 (“Sponsor”), The Air Water Company, a Cayman Islands exempted company (“Holdings”), Project Hydro Merger Sub Inc., a Delaware corporation (“Merger Sub”), Air Water Ventures Ltd, a private company formed under the Laws of England and Wales (the “Company”), and those shareholders of the Company set forth on the signature pages hereto as a “Company Shareholder” to this Agreement (collectively, the “Company Shareholders”). SPAC, Holdings, Merger Sub, the Company and the Company Shareholders are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”.
MICHICANN MEDICAL INC. and TIDAL ROYALTY CORP. and 2690229 ONTARIO INC. AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT MARCH 12, 2020Business Combination Agreement • April 2nd, 2020 • Tidal Royalty Corp. • Finance services • Ontario
AND WHEREAS pursuant to an amended and restated letter of intent between the Parties dated February 12, 2019 and a business combination agreement dated May 8, 2019 (as amended June 28, 2019 and July 30, 2019), MichiCann and Tidal propose to combine the business and assets of MichiCann with those of Tidal;
CONSENT AND AMENDMENT NO. 1Business Combination Agreement • August 6th, 2024 • Adagio Medical Holdings, Inc. • Surgical & medical instruments & apparatus
This CONSENT AND AMENDMENT NO. 1 to the BUSINESS COMBINATION AGREEMENT, dated as of June 25, 2024 (this “Consent and Amendment”), is made by and between ARYA Sciences Acquisition Corp IV, a Cayman Islands exempted company (“ARYA”) and Adagio Medical, Inc., a Delaware corporation (the “Company”). ARYA and the Company shall each be referred to herein from time to time individually as a “Party” and collectively as the “Parties”.
BUSINESS COMBINATION AGREEMENT by and among ADARA ACQUISITION CORP., ADARA MERGER SUB, INC., and ALLIANCE ENTERTAINMENT HOLDING CORPORATION Dated as of June 22, 2022Business Combination Agreement • March 13th, 2023 • Walker Jeffrey Clinton • Wholesale-durable goods, nec • Delaware
BUSINESS COMBINATION AGREEMENT, dated as of June 22, 2022 (this “Agreement”), by and among Adara Acquisition Corp., a Delaware corporation (“Adara”), Adara Merger Sub, Inc., a Delaware corporation (“Merger Sub”), and Alliance Entertainment Holding Corporation, a Delaware corporation (the “Company”).
Dated January 17, 2023 Business Combination AgreementBusiness Combination Agreement • January 18th, 2023 • APRINOIA Therapeutics Holdings LTD • Blank checks • Delaware
AMENDMENT NO. 1 TO BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • June 5th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled
AMENDMENT NO.1 TO BUSINESS COMBINATION AGREEMENT, dated as of September 1, 2022 (this “Amendment”), by and among Tuscan Holdings Corp. II, a Delaware corporation (“SPAC”), Surf Air Global Limited, a BVI business company formed under the laws of the British Virgin Islands (the “Company”), Surf Air Mobility Inc., a Delaware corporation and wholly-owned subsidiary of the Company (“Parentco”), THCA Merger Sub Inc., a Delaware corporation and wholly-owned subsidiary of Parentco (“Merger Sub I”), and SAGL Merger Sub Limited, a BVI business company formed under the laws of the British Virgin Islands and wholly-owned subsidiary of Parentco (“Merger Sub II” and together with the Company, Parentco and Merger Sub I, the “Surf Entities”).
BUSINESS COMBINATION AGREEMENT by and among CHENGHE ACQUISITION II CO., POLIBELI MERGER ONE LIMITED, and POLIBELI GROUP LTD, dated as of September 16, 2024Business Combination Agreement • September 17th, 2024 • Chenghe Acquisition II Co. • Blank checks • New York
This Business Combination Agreement, dated as of September 16, 2024 (as amended, restated, modified or supplemented in accordance with its terms, this “Agreement”), is made and entered into by and among Chenghe Acquisition II Co., a Cayman Islands exempted company (“SPAC”), Polibeli Group Ltd, a Cayman Islands exempted company limited by shares (the “Company”) and Polibeli Merger One Limited, a Cayman Islands exempted company limited by shares and a direct wholly owned subsidiary of the Company (“Merger Sub” and together with the Company, the “Company Parties”). Each Company Party and SPAC will individually be referred to herein as a “Party” and, collectively, as the “Parties.”
FIRST AMENDMENT TO BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • November 18th, 2024 • Insight Acquisition Corp. /DE • Patent owners & lessors
This FIRST AMENDMENT TO BUSINESS COMBINATION AGREEMENT (this “Amendment”) is entered into as of June 12, 2024 (the “Effective Date”), by and between Alpha Modus, Corp., a Florida corporation (“Company”), Insight Acquisition Corp., a Delaware corporation (“IAC”), IAC Merger Sub Inc., a Florida corporation (“Merger Sub” and together with Company and IAC, the “Parties”), and amends that certain Business Combination Agreement, dated as of October 13, 2023, by and among the Company, IAC and Merger Sub (the “Business Combination Agreement”). Capitalized terms used and not otherwise defined in this Amendment shall have the meanings set forth in the Business Combination Agreement.
BUSINESS COMBINATION AGREEMENT AND PLAN OF MERGER by and amongBusiness Combination Agreement • December 5th, 2023 • Zalatoris II Acquisition Corp • Blank checks • New York
THIS BUSINESS COMBINATION AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of December 5, 2023, by and among:
EXHIBIT 10.2 47 AGREEMENT between Urag Corporation ("Urag") and JOREN LLC. ("JOREN"). WHEREAS Urag is a development stage company that has no specific business plan and intends to merge, acquire or otherwise combine with an unidentified company (the...Business Combination Agreement • November 15th, 1999 • Urag Corp • Non-operating establishments
FOURTH AMENDMENT TO BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • June 2nd, 2021 • GigCapital2, Inc. • Blank checks • Delaware
This Fourth Amendment to Business Combination Agreement (the “Amendment”) is effective as of May 30, 2021, by and among UpHealth Holdings, Inc., a Delaware corporation (“Holdings”), GigCapital2, Inc., a Delaware corporation (“GigCapital2”) and UpHealth Merger Sub, Inc., a Delaware corporation (“Merger Sub,” and together with Holdings and GigCapital2, the “Parties,” and individually, a “Party”). Certain capitalized terms used in this Amendment and not otherwise defined herein shall have the meaning ascribed to such terms in the BCA (as defined below).
AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT by and among Futbol Club Barcelona, Barça Produccions S.L., and Mountain & Co. I Acquisition Corp. Dated as of October 26, 2023Business Combination Agreement • October 26th, 2023 • Mountain & Co. I Acquisition Corp. • Blank checks • Delaware
This AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT (this “Agreement”), dated as of October 26, 2023, is made by and among Futbol Club Barcelona, a sport association (asociación deportiva) (“FCB”), Barça Produccions S.L., a Spanish limited liability corporation wholly owned by FCB (“BP”), and Mountain & Co. I Acquisition Corp., a Cayman Islands exempted company (“Mountain”). FCB, BP and Mountain shall be referred to herein from time to time collectively as the “Parties”. Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 1.1.
BUSINESS COMBINATION AGREEMENT by and amongBusiness Combination Agreement • February 27th, 2023 • Mercato Partners Acquisition Corp • Blank checks • Delaware
This BUSINESS COMBINATION AGREEMENT is made and entered into as of February 26, 2023 (this “Agreement”), by and among Nuvini Holdings Limited, an exempted company incorporated with limited liability in the Cayman Islands (the “Company”), Nvni Group Limited, an exempted company incorporated with limited liability in the Cayman Islands (“New PubCo”), Nuvini Merger Sub, Inc., a Delaware corporation (“Merger Sub” and, together with the Company and New PubCo, the “Company Parties”), and Mercato Partners Acquisition Corporation, a Delaware corporation (“SPAC”). Each Company Party and SPAC will individually be referred to herein as a “Party” and, collectively, as the “Parties”. Capitalized terms used herein without definition have the meanings set forth in Article I.
