Extracted from this filing and checked against the source text.
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
Integrated Wellness Acquisition Corp entered into Agreement and Plan of Merger with Refreshing USA, LLC valued at $160,000,000 aggregate value of Pubco Common Stock for Refreshing Units, subject to adjustments; ear (effective 2023-02-10).
- Action
- entry
- Agreement
- merger
- Counterparty
- Refreshing USA, LLC
- Value
- $160,000,000 aggregate value of Pubco Common Stock for Refreshing Units, subject to adjustments; ear
- Effective
- 2023-02-10
Exact text from the filing
On February 10, 2023, Integrated Wellness Acquisition Corp., a Cayman Islands exempted company ( “IWAC” or “Integrated Wellness” ) entered into an Agreement and Plan of Merger (as it may be amended or supplemented from time to time, the “ Merger Agreement ”) with Refreshing USA, LLC, a Washington limited liability company (“ Refreshing ”), IWAC Holdings Inc., a Delaware corporation and wholly-owned subsidiary of IWAC (“ Pubco ”), IWAC Purchaser Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of Pubco (“ Purchaser Merger Sub ”), Refreshing USA Merger Sub LLC, a Washington limited liability company and a wholly-owned subsidiary of Pubco (“ Company Merger Sub ” and together with Purchaser Merger Sub, the “ Merger Subs ”), IWH Sponsor LP, a Delaware limited partnership, as the representative from and after the Effective Time (as defined below) of the stockholders of Pubco (other than the Sellers and their successors and assignees) (the “ Purchaser Representative ”), a
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