AGREEMENT AND PLAN OF MERGER by and among COMMODORE PARENT 2022, LLC, COMMODORE MERGER SUB 2022, INC. and CONVEY HEALTH SOLUTIONS HOLDINGS, INC. Dated as of June 20, 2022Agreement and Plan of Merger • July 25th, 2022 • Convey Health Solutions Holdings, Inc. • Services-misc health & allied services, nec • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of June 20, 2022, is by and among Commodore Parent 2022, LLC, a Delaware limited liability company (“Parent”), Commodore Merger Sub 2022, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and Convey Health Solutions Holdings, Inc., a Delaware corporation (the “Company”). Parent, the Company and Merger Sub are referred to herein as the “Parties” and each, a “Party.”
ROLLOVER AND SUPPORT AGREEMENTRollover and Support Agreement • July 25th, 2022 • Convey Health Solutions Holdings, Inc. • Services-misc health & allied services, nec
ROLLOVER AND SUPPORT AGREEMENT (this “Agreement”) is dated as of [•], 2022 by and among Commodore Parent 2022, LLC, a Delaware limited liability company (“Parent”) and the stockholder of Convey Health Solutions Holdings, Inc., a Delaware corporation (the “Company”) that is or may become a party to this Agreement by virtue of executing a counterpart or joinder hereto (including, to the extent applicable, in such Person’s capacity as a holder of Company Equity Awards, the “Stockholder”). For purposes of this Agreement, Parent and the Stockholder are each a “Party” and collectively the “Parties”. Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
