AGREEMENT AND PLAN OF MERGER by and among M3-BRIGADE ACQUISITION II CORP., BLUE STEEL MERGER SUB INC., and SYNIVERSE CORPORATION dated as of August 16, 2021Joinder Agreement • August 17th, 2021 • M3-Brigade Acquisition II Corp. • Blank checks • Delaware
This Agreement and Plan of Merger, dated as of August 16, 2021 (this “Agreement”), is made and entered into by and among M3-Brigade Acquisition II Corp., a Delaware corporation (“Acquiror”), Blue Steel Merger Sub Inc., a Delaware corporation and a direct wholly owned subsidiary of Acquiror (“Merger Sub”), and Syniverse Corporation, a Delaware corporation (the “Company”).
SUBSCRIPTION AGREEMENTSubscription Agreement • August 17th, 2021 • M3-Brigade Acquisition II Corp. • Blank checks • Delaware
This SUBSCRIPTION AGREEMENT is entered into as of August 16, 2021 (this “Subscription Agreement”), by and between M3-Brigade Acquisition II Corp., a Delaware corporation (the “Company”), and the undersigned (“Subscriber”).
SUBSCRIPTION AGREEMENTSubscription Agreement • August 17th, 2021 • M3-Brigade Acquisition II Corp. • Blank checks • Delaware
This SUBSCRIPTION AGREEMENT is entered into as of August 16, 2021 (this “Subscription Agreement”), by and between M3-Brigade Acquisition II Corp., a Delaware corporation (the “Company”), and the undersigned (“Subscriber”).
SPONSOR AGREEMENTSponsor Agreement • August 17th, 2021 • M3-Brigade Acquisition II Corp. • Blank checks • Delaware
This SPONSOR AGREEMENT (this “Agreement”) is dated as of August 16, 2021, by and among M3-Brigade Sponsor II LP, a Delaware limited partnership (“Sponsor Holdco”), the other Person identified on Schedule I hereto (“Individual Sponsor” and together with Sponsor Holdco, “Sponsors,” and each, a “Sponsor”), M3-Brigade Acquisition II Corp., a Delaware corporation (“Acquiror”), and Syniverse Corporation, a Delaware corporation (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
