0001104659-25-059703 Sample Contracts
AGREEMENT AND PLAN OF MERGER dated as of June 15, 2025 by and among CANTALOUPE, INC., 365 Retail Markets, LLC, CATALYST HOLDCO I, INC., CATALYST HOLDCO II, INC. and CATALYST MERGERSUB INC.Merger Agreement • June 16th, 2025 • Cantaloupe, Inc. • Calculating & accounting machines (no electronic computers) • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of June 15, 2025, by and among Cantaloupe, Inc., a Pennsylvania corporation (the “Company”), 365 Retail Markets, LLC, a Delaware limited liability company (“Parent”), Catalyst Holdco I, Inc., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Holdco”), Catalyst Holdco II, Inc., a Delaware corporation and a wholly-owned Subsidiary of Holdco (“Holdco II”), and Catalyst MergerSub Inc., a Delaware corporation and a wholly-owned Subsidiary of Holdco II (“Merger Subsidiary”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • June 16th, 2025 • Cantaloupe, Inc. • Calculating & accounting machines (no electronic computers) • Delaware
This Voting and Support Agreement (this “Agreement”) is entered into as of June 15, 2025, by and between 365 Retail Markets, LLC a Delaware limited liability company (“Parent”), and [●] (“Shareholder”). Capitalized terms used but not otherwise defined in this Agreement have the meanings assigned to such terms in the Merger Agreement (as defined below).