MMA Capital Holdings, LLC Watch

from 8-K 70 pages Agreement and Plan of Merger by and Among Fp Acquisition Parent, LLC, Fp Acquisition Merger Sub, LLC and MMA Capital Holdings, Inc., Dated as of May 24, 2021

from 8-K 38 pages § 1. Definitions. 4 § 2. Purchase and Sale of Common Shares. 9 (A) Basic Transaction. 9 (B) Purchase Price. 9 (C) Distributable Securities. 9 (D) Closing. 9 (E) Deliveries at Closing. 9 § 3. Representations and Warranties Concerning Transaction. 10 (A) Seller Parties’ Representations and Warranties. 10 (B) Buyer’s Representations and Warranties. 11 § 4. Representations and Warranties Concerning Target and Its Subsidiaries. 12 (A) Organization, Qualification, and Corporate Power. 12 (B) Capitalization. 13 (C) Non-Contravention. 13 (D) Brokers’ Fees. 13 (E) Title to Assets: No Change. 13 (F) Subsidiaries. 14 (G) Financial Statements. 14 (H) Events Subsequent to Most Recent Fiscal Year End. 14 (I) Undisclosed Liabilities. 16 (J) Legal Compliance. 16 (K) Tax Matters. 16 (L) Real Property. 18 (M) Intellectual Property. 18 (N) Tangible Assets. 20 (O) Contracts. 20 (P) Notes and Accounts Receivable. 20 (Q) Powers of Attorney. 20 (R) Insurance. 20 (S) Litigation. 20 (T) Employees. 21 (U) Employee Benefits. 21 (V) Guaranties. 21 (W) Environmental, Health, and Safety Matters. 21 (X) Business Operations and Records. 22 (Y) Computer and Technology Security. 22 (Z) Certain Business Relationships With Target and Its Subsidiaries. 22 (Aa) Data Privacy. 22 (Bb) Certain Financial Agreement. 22 § 5. Pre-Closing Covenants. 22 (A) General. 22 (B) Notices and Consents. 22 (C) Operation of Business. 22 (D) Preservation of Business. 23 (E) Reasonable Access. 23 (F) Notice of Developments. 23 (G) Leases. 23 (H) New Transaction Documents. 23 (I) Tax Matters. 23 § 6. Post-Closing Covenants. 23 (A) General. 23 (B) Litigation Support. 23 (C) Transition. 24 (D) Confidentiality. 24 (E) Intellectual Property. 24 (F) Reasonable Access. 25 (G) Directors' and Officers' Indemnification. 25 (H) True-Up Provision 25

from 8-K ~5 pages Purchase and Sale Agreement

from 10-Q 3 pages Amendment No. 1 to the Stock Purchase Agreement

from 8-K >50 pages Purchase and Sale Agreement