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  Orbit Private Holdings I Ltd ( OPHI ), a wholly owned subsidiary of Orbit Private Investments, L.P. ( OPI ) (the ultimate parent undertaking of Bidco and a Cayman Islands exempted limited partnership), entered into that certain Agreement and Plan of Merger (the Merger Agreement ), dated as of July 4, 2021, by and among OPI, Asteroid Private Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of OPHI ( Merger Sub ), Armor Holdco, Inc., a Delaware corporation ( AHI ) and the ultimate parent company of American Stock Transfer & Trust Company, LLC, Armor Acquisition LLC, a Delaware limited liability company, and Armor Investment Holdings L.P., a Cayman Islands exempted limited partnership, the limited partners of which will be the stockholders of AHI immediately prior to the closing of the Merger (as later defined) ( Armor Investment ). 

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