SHAREHOLDER SUPPORT AGREEMENTShareholder Support Agreement • April 18th, 2023 • Anzu Special Acquisition Corp I • Blank checks
This SHAREHOLDER SUPPORT AGREEMENT (this “Agreement”), dated as of April 17, 2023, is made by and among Anzu Special Acquisition Corp I, a Delaware corporation (“SPAC”), Envoy Medical Corporation, a Minnesota corporation (the “Company”), and the holder of Company Capital Stock listed on Schedule A hereto (each, a “Holder” and, collectively, the “Holders”). SPAC, the Company, and the Holders shall be referred to herein from time to time collectively as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Business Combination Agreement (as defined below).
SUBSCRIPTION AGREEMENTSubscription Agreement • April 18th, 2023 • Anzu Special Acquisition Corp I • Blank checks
This Subscription Agreement (this “Subscription Agreement”) is being entered into as of the date set forth on the signature page hereto, by and between Anzu Special Acquisition Corp I, a Delaware corporation (“Anzu”), and the undersigned investor (the “Investor”) in connection with the Business Combination Agreement, dated as of the date hereof (as may be amended, supplemented or otherwise modified from time to time, the “Business Combination Agreement”), by and among Anzu, Envoy Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of Anzu (“Merger Sub”), and Envoy Medical Corporation, a Minnesota corporation (the “Company”), pursuant to which, among other things, Merger Sub will merge with and into the Company, with the Company surviving the merger and becoming a wholly owned direct subsidiary of Anzu, on the terms and subject to the conditions therein (the “Merger”).
SPONSOR SUPPORT AND FORFEITURE AGREEMENTSponsor Support and Forfeiture Agreement • April 18th, 2023 • Anzu Special Acquisition Corp I • Blank checks
This Sponsor Support and Forfeiture Agreement (this “Agreement”), dated as of April 17, 2023, is entered into by and among Anzu SPAC GP I LLC, a Delaware limited liability company (the “Sponsor”), Anzu Special Acquisition Corp I, a Delaware corporation (the “SPAC”), and Envoy Medical Corporation, a Minnesota corporation (the “Company”).
BUSINESS COMBINATION AGREEMENT by and among ANZU SPECIAL ACQUISITION CORP I, ENVOY MERGER SUB, INC., and ENVOY MEDICAL CORPORATION Dated as of April 17, 2023Business Combination Agreement • April 18th, 2023 • Anzu Special Acquisition Corp I • Blank checks • Delaware
This BUSINESS COMBINATION AGREEMENT, dated as of April 17, 2023 (this “Agreement”), by and among Anzu Special Acquisition Corp I, a Delaware corporation (the “SPAC”), Envoy Merger Sub, Inc., a Delaware corporation (“Merger Sub”), and Envoy Medical Corporation, a Minnesota corporation (the “Company”). The SPAC, Merger Sub and the Company are sometimes referred to herein individually as a “party” and, collectively, as the “parties.” Capitalized terms used but not defined elsewhere herein shall have the meanings assigned to them in Section 1.01.
