Termination Notice of Agreement and Plan of Merger between Kairous Acquisition Corp. Limited and Wellous Group Limited
Kairous Acquisition Corp. Limited and Wellous Group Limited, along with their respective boards of directors, have mutually agreed to terminate their previously signed Agreement and Plan of Merger dated December 9, 2022. This termination is effective as of June 22, 2023, and is made in accordance with the terms set out in the original merger agreement. The notice confirms that all necessary corporate approvals for the termination have been obtained.
Exhibit 2.1
Termination Notice
Date: June 22, 2023
Pursuant to Section 12.1(a) of the Agreement and Plan of Merger dated December 9, 2022, by and among Kairous Acquisition Corp. Limited, KAC Merger Sub 1, KAC Merger Sub 2, Wellous Group Limited, and certain shareholders and principal owners of Wellous Group Limited (the “Merger Agreement” ), Kairous Acquisition Corp. Limited and Wellous Group Limited mutually agree to terminate the Merger Agreement, effective as of the date hereof. Each of Parent and Company represents that this termination notice has been duly authorized by its board of directors, as provided in Section 12.1(a) of the Merger Agreement.
Capitalized terms in this termination notice shall have the same meaning as set forth in the Merger Agreement.
[Signature Page Follows]
| KAIROUS ACQUISITION CORP. LIMITED | ||
| By: | /s/ Joseph Lee Moh Hon | |
| Name: | Joseph Lee Moh Hon | |
| Title: | CEO | |
| WELLOUS GROUP LIMITED | ||
| By: | /s/ Tan Wee Kuan | |
| Name: | Tan Wee Kuan | |
| Title: | Director | |
| By: | /s/ Henry Chin | |
| Name: | Henry Chin | |
| Title: | Director | |
[Signature Page to Termination Agreement]
