CVON / ConvergeOne Holdings, Inc. - SEC फाइलिंग, वार्षिक रिपोर्ट, प्रॉक्सी स्टेटमेंट

कन्वर्जवन होल्डिंग्स, इंक.
US ˙ NASDAQ
यह प्रतीक अब सक्रिय नहीं है

मूलभूत आँकड़े
CIK 1697152
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to ConvergeOne Holdings, Inc.
SEC Filings (Chronological Order)
यह पृष्ठ SEC फाइलिंग की एक पूरी, कालानुक्रमिक सूची प्रदान करता है, ओनरशिप फाइलिंग को छोड़कर, जो हम अन्यत्र प्रदान करते हैं।
February 14, 2019 SC 13G/A

CVON / ConvergeOne Holdings, Inc. / K2 PRINCIPAL FUND, L.P. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G/A Amendment No. 2 (Rule 13d-102) Under the Securities Exchange Act of 1934 ConvergeOne Holdings, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 212481105 (CUSIP Number) December 31 ,2018 (Date of Event which Requires Filing of this Statement) Check the appropriate bo

January 14, 2019 15-12B

CVON / ConvergeOne Holdings, Inc. Class A 15-12B

15-12B 1 d689301d1512b.htm 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-38053 CONVERGEONE HOLDINGS, INC. (Exa

January 14, 2019 EX-99.1

DIRECTORS AND EXECUTIVE OFFICERS PVKG INTERMEDIATE HOLDINGS INC., PVKG INVESTMENT HOLDINGS INC. AND CVC CAPITAL PARTNERS VII LIMITED

Exhibit 1 EXHIBIT 1 DIRECTORS AND EXECUTIVE OFFICERS PVKG INTERMEDIATE HOLDINGS INC.

January 14, 2019 EX-99.2

JOINT FILING AGREEMENT

Exhibit 2 Exhibit 2 JOINT FILING AGREEMENT Each of the undersigned hereby agrees that the Statement on Schedule 13D, dated January 14, 2019 (the “Schedule 13D”), with respect to the common stock of ConvergeOne Holdings, Inc.

January 14, 2019 SC 13D

CVON / ConvergeOne Holdings, Inc. / Cvc Capital Partners Vii(a) L.p. - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Information to be Included in Statements Filed Pursuant to § 240.13d-1(a) and Amendments Thereto Filed Pursuant to § 240.13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. )* ConvergeOne Holdings, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class o

January 4, 2019 S-8 POS

CVON / ConvergeOne Holdings, Inc. Class A S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on January 4, 2019 Registration No.

January 4, 2019 POS AM

CVON / ConvergeOne Holdings, Inc. Class A POS AM

POS AM As filed with the Securities and Exchange Commission on January 4, 2019 Registration No.

January 4, 2019 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 4, 2019 ConvergeOne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporation)

January 4, 2019 EX-3.1

Amended and Restated Certificate of Incorporation of the Company.

EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CONVERGEONE HOLDINGS, INC. FIRST: The name of the Corporation (the “Corporation”) is ConvergeOne Holdings, Inc. SECOND: The registered office of the Corporation in the State of Delaware is located at Maples Fiduciary Services (Delaware) Inc., Suite 302, 4001 Kennett Pike, County of New Castle, Wilmington, Delaware, 19807. The

January 4, 2019 EX-99.1

Affiliates of CVC Fund VII Complete Tender Offer for All Outstanding Shares of ConvergeOne

EX-99.1 Exhibit 99.1 Affiliates of CVC Fund VII Complete Tender Offer for All Outstanding Shares of ConvergeOne Eagan, MN – January 4, 2019 – On January 4, 2019, ConvergeOne Holdings, Inc. (Nasdaq: CVON) (“ConvergeOne” or the “Company”) and PVKG Merger Sub, Inc. (“Offeror”) announced that Offeror has successfully completed its offer to purchase all outstanding shares of common stock of ConvergeOne

January 4, 2019 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 4, 2019 ConvergeOne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction (Commission (I.R.

January 4, 2019 EX-3.2

Amended and Restated Bylaws of the Company.

EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BY-LAWS OF CONVERGEONE HOLDINGS, INC. (the “Corporation”) ARTICLE I STOCKHOLDERS Section 1. Annual Meeting. The annual meeting of the stockholders of the Corporation (the “Stockholders”) shall be held either within or without the State of Delaware, at such place as the board of directors of the Corporation (the “Board of Directors”) may designate in the call

January 4, 2019 SC 14D9/A

CVON / ConvergeOne Holdings, Inc. Class A SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 4) ConvergeOne Holdings, Inc. (Name of Subject Company) ConvergeOne Holdings, Inc. (Name of Person Filing Statement) Common Stock, $0.0001 par value per share (Title of Clas

January 4, 2019 EX-99.(A)(5)(D)

Affiliates of CVC Fund VII Complete Tender Offer for All Outstanding Shares of ConvergeOne

Exhibit (a) (5) (D) Affiliates of CVC Fund VII Complete Tender Offer for All Outstanding Shares of ConvergeOne Eagan, MN ? January 4, 2019 ? On January 4, 2019, ConvergeOne Holdings, Inc.

January 4, 2019 SC 13D/A

CVON / ConvergeOne Holdings, Inc. / Clearlake Capital Partners Iii (master), L.p. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13D-1(A) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13D-2(A) (Amendment No. 2)* ConvergeOne Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 212481 105 (CUSIP Number) Behdad Eg

January 4, 2019 SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Amendment No. 3 Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 ConvergeOne Holdings, Inc. (Name of Subject Com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Amendment No. 3 Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 ConvergeOne Holdings, Inc. (Name of Subject Company) PVKG Merger Sub, Inc. (Offeror) a wholly owned subsidiary of PVKG Intermediate Holdings Inc. (Parent of Offeror) CVC Capital Partners VII (A) L.

December 19, 2018 SC 14D9/A

CVON / ConvergeOne Holdings, Inc. Class A SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 3) ConvergeOne Holdings, Inc. (Name of Subject Company) ConvergeOne Holdings, Inc. (Name of Person Filing Statement) Common Stock, $0.0001 par value per share (Title of Clas

December 19, 2018 SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Amendment No. 2 Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 ConvergeOne Holdings, Inc. (Name of Subject Com

SC TO-T/A 1 d661255dsctota.htm SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Amendment No. 2 Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 ConvergeOne Holdings, Inc. (Name of Subject Company) PVKG Merger Sub, Inc. (Offeror) a wholly owned subsidiary of PVKG Intermediate Holdings Inc. (Parent of

December 19, 2018 EX-99.(D)(8)

ASSIGNMENT AND ASSUMPTION AGREEMENT DECEMBER 19, 2018

Exhibit (d)(8) ASSIGNMENT AND ASSUMPTION AGREEMENT DECEMBER 19, 2018 This Assignment and Assumption Agreement (this ?Agreement?), dated as of the date first set forth above, is entered into by and between CVC Capital Partners VII (A) L.

December 19, 2018 EX-99.(A)(5)(C)

2

Exhibit (a)(5)(C) Affiliates of CVC Fund VII Announce Extension of Tender Offer for All Outstanding Shares of ConvergeOne London ? December 19, 2018 ? On December 19, 2018, PVKG Merger Sub, Inc.

December 12, 2018 SC 14D9/A

CVON / ConvergeOne Holdings, Inc. Class A SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 2) ConvergeOne Holdings, Inc. (Name of Subject Company) ConvergeOne Holdings, Inc. (Name of Person Filing Statement) Common Stock, $0.0001 par value per share (Title of Clas

December 11, 2018 EX-99.1

ConvergeOne Announces Planned Strategic Acquisition of Venture Technologies ConvergeOne Expands Collaboration Capabilities and National Footprint with Acquisition

EX-99.1 Exhibit 99.1 ConvergeOne Announces Planned Strategic Acquisition of Venture Technologies ConvergeOne Expands Collaboration Capabilities and National Footprint with Acquisition EAGAN, Minn., December 11, 2018 — ConvergeOne Holdings, Inc. (Nasdaq: CVON), a leading global IT services provider of collaboration and technology solutions, today announced that it has signed an agreement to acquire

December 11, 2018 8-K

Financial Statements and Exhibits, Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 7, 2018 ConvergeOne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporation

December 6, 2018 SC 14D9/A

CVON / ConvergeOne Holdings, Inc. Class A SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 1) ConvergeOne Holdings, Inc. (Name of Subject Company) ConvergeOne Holdings, Inc. (Name of Person Filing Statement) Common Stock, $0.0001 par value per share (Title of Clas

December 6, 2018 SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Amendment No. 1 Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 ConvergeOne Holdings, Inc. (Name of Subject Com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Amendment No. 1 Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 ConvergeOne Holdings, Inc. (Name of Subject Company) PVKG Merger Sub, Inc. (Offeror) a wholly owned subsidiary of PVKG Intermediate Holdings Inc. (Parent of Offeror) CVC Capital Partners VII (A) L.

November 21, 2018 EX-99.(E)(14)

[Signature page follows.]

EX-99.(e)(14) Exhibit (e)(14) November 3, 2018 Confidential CVC Advisors (U.S.) Inc. One Maritime Plaza Suite 1610 San Francisco CA, 94111 Attention: Chris Colpitts, Dear Chris: Re: Possible Transaction ConvergeOne Holdings, Inc. (the “Company”) and CVC Advisors (U.S.) Inc. (“Buyer”) are currently in negotiations related to a possible transaction between the Company and Buyer involving the acquisi

November 21, 2018 EX-99.(E)(13)

CONFIDENTIALITY AGREEMENT

EX-99.(e)(13) Exhibit (e)(13) CONFIDENTIALITY AGREEMENT THIS CONFIDENTIALITY AGREEMENT (“Agreement”) is being entered into as of August 31, 2018 between ConvergeOne Holdings Corp (the “Company”) and CVC Advisers (U.S.) Inc. (“Interested Party”). In order to facilitate the consideration and negotiation of a possible negotiated transaction involving a newly incorporated company (“New co”) to be inve

November 21, 2018 SC 14D9

CVON / ConvergeOne Holdings, Inc. Class A SC 14D9

SC 14D9 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 21, 2018 EX-99.(E)(15)

ROLLOVER AGREEMENT

EX-99.(e)(15) Exhibit (e)(15) ROLLOVER AGREEMENT This Rollover Agreement (this “Agreement”) dated as of November 6, 2018, is made by and among PVKG Investment Holdings, Inc., a Delaware corporation (“Holdings”), and the undersigned person (collectively, the “Investors” and, each individually, an “Investor”), each a stockholder of ConvergeOne Holdings, Inc., a Delaware corporation (the “Company”).

November 21, 2018 EX-99.(B)(2)

PVKG Merger Sub, Inc. c/o CVC Advisors (U.S.), Inc. 712 Fifth Avenue, 43rd Floor New York, New York 10019 Attention: Adil Seetal and Emma Barrier

Exhibit (b)(2) PVKG Merger Sub, Inc. c/o CVC Advisors (U.S.), Inc. 712 Fifth Avenue, 43rd Floor New York, New York 10019 Attention: Adil Seetal and Emma Barrier CONFIDENTIAL November 20, 2018 DEUTSCHE BANK SECURITIES INC. DEUTSCHE BANK AG NEW YORK BRANCH 60 Wall Street New York, New York 10005 UBS AG, STAMFORD BRANCH 600 Washington Boulevard Stamford, Connecticut 06901 UBS SECURITIES LLC 1285 Aven

November 21, 2018 EX-99.(D)(4)

ROLLOVER AGREEMENT

Exhibit (d)(4) ROLLOVER AGREEMENT This Rollover Agreement (this ?Agreement?) dated as of November 6, 2018, is made by and among PVKG Investment Holdings, Inc.

November 21, 2018 EX-99.(A)(1)(F)

Notice of Offer to Purchase All Outstanding Shares of Common Stock ConvergeOne Holdings, Inc. $12.50 Per Share, Net in Cash, Pursuant to the Offer to Purchase dated November 21, 2018 PVKG Merger Sub, Inc., a wholly owned subsidiary of PVKG Intermedia

Exhibit (a)(1)(F) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below).

November 21, 2018 EX-99.(A)(1)(D)

Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees with Respect to the Offer to Purchase All Outstanding Shares of Common Stock ConvergeOne Holdings, Inc. $12.50 Per Share, Net in Cash, Pursuant to the Offer to Purchase

Exhibit (a)(1)(D) Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees with Respect to the Offer to Purchase All Outstanding Shares of Common Stock of ConvergeOne Holdings, Inc.

November 21, 2018 EX-99.(D)(3)

[Signature page follows.]

Exhibit (d)(3) November 3, 2018 Confidential CVC Advisors (U.S.) Inc. One Maritime Plaza Suite 1610 San Francisco CA, 94111 Attention: Chris Colpitts, Dear Chris: Re: Possible Transaction ConvergeOne Holdings, Inc. (the ?Company?) and CVC Advisors (U.S.) Inc. (?Buyer?) are currently in negotiations related to a possible transaction between the Company and Buyer involving the acquisition (a ?Possib

November 21, 2018 EX-99.(D)(5)

[Remainder of page intentionally left blank]

Exhibit (d)(5) November 6, 2018 Re: Equity Commitment Letter Ladies and Gentlemen: Reference is hereby made to that certain Agreement and Plan of Merger, dated as of November 6, 2018 (as may be amended from time to time, the ?Merger Agreement?), by and among PVKG Intermediate Holdings Inc.

November 21, 2018 EX-99.(D)(2)

CONFIDENTIALITY AGREEMENT

Exhibit (d)(2) CONFIDENTIALITY AGREEMENT THIS CONFIDENTIALITY AGREEMENT (?Agreement?) is being entered into as of August 31, 2018 between ConvergeOne Holdings Corp (the ?Company?) and CVC Advisers (U.

November 21, 2018 EX-99.(A)(1)(E)

Letter to Clients with Respect to the Offer to Purchase All Outstanding Shares of Common Stock ConvergeOne Holdings, Inc. $12.50 Per Share, Net in Cash, Pursuant to the Offer to Purchase dated November 21, 2018 PVKG Merger Sub, Inc. a wholly owned su

Exhibit (a)(1)(E) Letter to Clients with Respect to the Offer to Purchase All Outstanding Shares of Common Stock of ConvergeOne Holdings, Inc.

November 21, 2018 EX-99.(A)(1)(C)

Notice of Guaranteed Delivery Offer to Purchase All Outstanding Shares of Common Stock ConvergeOne Holdings, Inc. $12.50 Per Share, Net in Cash, Pursuant to the Offer to Purchase dated November 21, 2018 PVKG Merger Sub, Inc. a wholly owned subsidiary

Exhibit (a)(1)(C) Notice of Guaranteed Delivery for Offer to Purchase All Outstanding Shares of Common Stock of ConvergeOne Holdings, Inc.

November 21, 2018 EX-99.(A)(1)(B)

Letter of Transmittal To Tender Shares of Common Stock ConvergeOne Holdings, Inc. $12.50 Per Share, Net in Cash, Pursuant to the Offer to Purchase dated November 21, 2018 PVKG Merger Sub, Inc. a wholly owned subsidiary of PVKG Intermediate Holdings I

Exhibit (a)(1)(B) Letter of Transmittal To Tender Shares of Common Stock of ConvergeOne Holdings, Inc.

November 21, 2018 EX-99.(A)(1)(A)

Offer to Purchase for Cash All Outstanding Shares of Common Stock ConvergeOne Holdings, Inc. $12.50 per Share, Net in Cash, PVKG Merger Sub, Inc. a wholly owned subsidiary of PVKG Intermediate Holdings Inc.

Table of Contents Exhibit (a)(1)(A) Offer to Purchase for Cash All Outstanding Shares of Common Stock of ConvergeOne Holdings, Inc.

November 21, 2018 SC TO-T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 ConvergeOne Holdings, Inc. (Name of Subject Company) PVKG Merger Sub,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 ConvergeOne Holdings, Inc. (Name of Subject Company) PVKG Merger Sub, Inc. (Offeror) a wholly owned subsidiary of PVKG Intermediate Holdings Inc. (Parent of Offeror) CVC Capital Partners VII (A) L.P. (Other Person) CVC

November 21, 2018 EX-99.(D)(6)

LIMITED GUARANTEE

Exhibit (d)(6) LIMITED GUARANTEE This LIMITED GUARANTEE, dated as of November 6, 2018 (this ?Limited Guarantee?), is made by the parties listed as ?Guarantors? on the signature pages hereto (each, a ?Guarantor? and, collectively, the ?Guarantors?), in favor of ConvergeOne Holdings, Inc.

November 21, 2018 EX-99.(B)(1)

DEUTSCHE BANK SECURITIES INC. DEUTSCHE BANK AG NEW YORK BRANCH 60 Wall Street New York, New York 10005

Exhibit (b)(1) DEUTSCHE BANK SECURITIES INC. DEUTSCHE BANK AG NEW YORK BRANCH 60 Wall Street New York, New York 10005 UBS AG, STAMFORD BRANCH 600 Washington Boulevard Stamford, Connecticut 06901 UBS SECURITIES LLC 1285 Avenue of the Americas New York, New York 10019 Wells Fargo Bank, N.A. 100 Park Avenue Suite 1400 New York, New York 10017 CONFIDENTIAL November 6, 2018 PVKG Merger Sub, Inc. c/o CV

November 7, 2018 EX-99.1

TENDER AND SUPPORT AGREEMENT

EX-99.1 3 d648824dex991.htm EX-99.1 Exhibit 99.1 TENDER AND SUPPORT AGREEMENT This TENDER AND SUPPORT AGREEMENT (this “Agreement”), is made and entered into as of November 6, 2018, by and among PVKG Intermediate Holdings Inc., a Delaware corporation (“Parent”), PVKG Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Purchaser”), and each of the Persons set forth on

November 7, 2018 EX-2.1

Agreement and Plan of Merger, dated as of November 6, 2018, by and among ConvergeOne Holdings, Inc., PVKG Intermediate Holdings Inc. and PVKG Merger Sub, Inc. (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K filed by ConvergeOne Holdings, Inc. on November 7, 2018).

EX-2.1 Table of Contents Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among: CONVERGEONE HOLDINGS, INC., a Delaware corporation; PVKG INTERMEDIATE HOLDINGS INC., a Delaware corporation; and PVKG MERGER SUB, INC., a Delaware corporation Dated as of November 6, 2018 Table of Contents Table of Contents Page SECTION 1.  THE OFFER 2 1.1   The Offer 2 1.2   Company Actions 4 SECTION 2.  MERGER TRANSACTION 5

November 7, 2018 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2018 ConvergeOne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporation

November 6, 2018 EX-99.3

Viking Partner Letter V5

EX-III Exhibit iii Viking Partner Letter V5 Email Subject Line: ConvergeOne to be Acquired by CVC Capital Partners Dear Valued Partner, Today, ConvergeOne announced that it has entered into a definitive agreement to be acquired by CVC Capital Partners.

November 6, 2018 EX-99.1

CONVERGEONE AGREES TO BE ACQUIRED BY CVC CAPITAL PARTNERS

EX-I Exhibit i CONVERGEONE AGREES TO BE ACQUIRED BY CVC CAPITAL PARTNERS What was announced this morning? Today, ConvergeOne announced that it has entered into a merger agreement with wholly owned subsidiaries of CVC Capital Partners (CVC) under which CVC has agreed to acquire ConvergeOne following the conclusion of a cash tender offer to purchase all of ConvergeOne’s common stock for $12.

November 6, 2018 EX-99.5

Field Talking Points

EX-V Exhibit v Field Talking Points What has happened? Today, ConvergeOne announced that it has entered into a definitive agreement to be acquired by affiliates of CVC Capital Partners (CVC) under which CVC has agreed to acquire ConvergeOne following the conclusion of a cash tender offer to purchase all of ConvergeOne’s common stock for $12.

November 6, 2018 EX-99.4

November 06, 2018

EX-IV Exhibit iv DRAFT November 06, 2018 Dear Colleagues, Today, the board of directors from ConvergeOne unanimously approved entry into a definitive agreement for the sale of ConvergeOne to CVC Capital Partners (CVC).

November 6, 2018 EX-99.2

Viking Customer Letter V5

EX-II Exhibit ii Viking Customer Letter V5 Email Subject Line: ConvergeOne to be Acquired by CVC Capital Partners Dear (FIRST NAME), Today, ConvergeOne announced that it has entered into a definitive agreement to be acquired by CVC Capital Partners.

November 6, 2018 SC14D9C

CVON / ConvergeOne Holdings, Inc. Class A SC 14D9C

SC 14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 ConvergeOne Holdings, Inc. (Name of Subject Company) ConvergeOne Holdings, Inc. (Name of Person Filing Statement) Common Stock, $0.0001 par value per share (Title of Class of Securities) 21

November 6, 2018 EX-99.I

ConvergeOne Agrees to be Acquired by CVC Fund VII for $1.8 Billion Holders of Common Stock to Receive $12.50 per Share in Cash; Majority Shareholder, Private Equity Firm Clearlake Capital Group, Agrees to Tender Its Shares

EX-99.I 2 d603577dex99i.htm EX-99.I Exhibit I ConvergeOne Agrees to be Acquired by CVC Fund VII for $1.8 Billion Holders of Common Stock to Receive $12.50 per Share in Cash; Majority Shareholder, Private Equity Firm Clearlake Capital Group, Agrees to Tender Its Shares Eagan, MN and London – November 6, 2018 – ConvergeOne Holdings, Inc. (Nasdaq: CVON, “ConvergeOne” or the “Company”), a leading glob

November 6, 2018 SC14D9C

CVON / ConvergeOne Holdings, Inc. Class A SC 14D9C

SC 14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 ConvergeOne Holdings, Inc. (Name of Subject Company) ConvergeOne Holdings, Inc. (Name of Person Filing Statement) Common Stock, $0.0001 par value per share (Title of Class of Securities) 21

November 6, 2018 SC TO-C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ConvergeOne Holdings, Inc. (Name of Subject Company (Issuer)) PVKG Me

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ConvergeOne Holdings, Inc. (Name of Subject Company (Issuer)) PVKG Merger Sub, Inc. (Offeror) a direct wholly owned subsidiary of PVKG Intermediate Holdings Inc. (Parent of Offeror) CVC Capital Partners VII (A) L.P. (Ot

November 2, 2018 10-Q

CVON / ConvergeOne Holdings, Inc. Class A FORM 10-Q (Quarterly Report)

Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

October 30, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2018 ConvergeOne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporation) (Co

October 30, 2018 EX-99.1

ConvergeOne Announces Third Quarter 2018 Financial Results Third quarter 2018 revenue of $404.8 million Adjusted EBITDA per credit agreement of $47.6 million Adjusted earnings per diluted share of $0.31 Raises Full Year 2018 Guidance Range

EX-99.1 Exhibit 99.1 ConvergeOne Announces Third Quarter 2018 Financial Results Third quarter 2018 revenue of $404.8 million Adjusted EBITDA per credit agreement of $47.6 million Adjusted earnings per diluted share of $0.31 Raises Full Year 2018 Guidance Range EAGAN, Minn., October 30, 2018 — ConvergeOne Holdings, Inc. (NASDAQ: CVON) (“ConvergeOne” or the “Company”), a leading global IT services p

August 9, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2018 ConvergeOne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporation) (Comm

August 9, 2018 EX-99.1

ConvergeOne Announces Second Quarter 2018 Financial Results Second quarter 2018 revenue of $391.0 million Adjusted EBITDA per credit agreement of $45.1 million Adjusted earnings per diluted share of $0.28 Reaffirms Full Year 2018 Guidance

EX-99.1 Exhibit 99.1 ConvergeOne Announces Second Quarter 2018 Financial Results Second quarter 2018 revenue of $391.0 million Adjusted EBITDA per credit agreement of $45.1 million Adjusted earnings per diluted share of $0.28 Reaffirms Full Year 2018 Guidance EAGAN, Minn., August 9, 2018 — ConvergeOne Holdings, Inc. (NASDAQ: CVON) (“ConvergeOne” or the “Company”), a leading global IT services prov

August 9, 2018 10-Q

CVON / ConvergeOne Holdings, Inc. Class A 10-Q (Quarterly Report)

10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

August 9, 2018 EX-10.1

Amended and Restated 2018 Employee Stock Purchase Plan

EX-10.1 2 d570312dex101.htm EX-10.1 Exhibit 10.1 CONVERGEONE HOLDINGS, INC. (FORMERLY FORUM MERGER CORPORATION) 2018 EMPLOYEE STOCK PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: FEBRUARY 1, 2018 APPROVED BY THE STOCKHOLDERS: FEBRUARY 20, 2018 AMENDED AND RESTATED AS OF JULY 1, 2018 1. GENERAL; PURPOSE. (a) The Plan provides a means by which Eligible Employees of the Company and certain designat

August 9, 2018 EX-10.2

Amendment No. 2 to the Systems Integrator Agreement dated June 30, 2016 between Cisco Systems, Inc. and ConvergeOne, Inc.

EX-10.2 [***] = Portions of this exhibit have been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment requested under 17 C.F.R. Section 240.24b-2. Exhibit 10.2 AMENDMENT NO. 2 TO THE SYSTEMS INTEGRATOR AGREEMENT (RENEWAL) This Amendment No. 2 (the “Amendment”) to the Systems Integrator Agreement (the “Agreement”) by and between Cisco Systems, Inc., a C

June 20, 2018 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 19, 2018 ConvergeOne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporation) (Commi

June 20, 2018 EX-99.1

CONVERGEONE HOLDINGS, INC. ANNOUNCES DELISTING OF ITS WARRANTS FROM THE NASDAQ CAPITAL MARKET

EX-99.1 Exhibit 99.1 CONVERGEONE HOLDINGS, INC. ANNOUNCES DELISTING OF ITS WARRANTS FROM THE NASDAQ CAPITAL MARKET • ConvergeOne Common Stock to Continue Trading on The Nasdaq Global Market Eagan, MN – June 20, 2018 – ConvergeOne Holdings, Inc. (NASDAQ: CVON) (“ConvergeOne”) today announced that it has received a letter, dated June 19, 2018 (the “Delisting Notice”), from the Listing Qualifications

May 25, 2018 SC 13D/A

CVON / ConvergeOne Holdings, Inc. / Clearlake Capital Partners Iii (master), L.p. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Amendment No. 1 (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13D-1(A) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13D-2(A) ConvergeOne Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 212481 105 (CUSIP Number) Behdad Eghba

May 23, 2018 8-K

Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2018 ConvergeOne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporation) (Commis

May 14, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2018 ConvergeOne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporation) (Commiss

May 10, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2018 ConvergeOne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction (Commission File Number)

May 10, 2018 EX-99.1

ConvergeOne Announces First Quarter 2018 Financial Results First quarter 2018 revenue of $306.3 million Adjusted EBITDA per credit agreement of $28.9 million Adjusted earnings per diluted share of $0.19 Reaffirms Full Year 2018 Guidance

EX-99.1 Exhibit 99.1 ConvergeOne Announces First Quarter 2018 Financial Results First quarter 2018 revenue of $306.3 million Adjusted EBITDA per credit agreement of $28.9 million Adjusted earnings per diluted share of $0.19 Reaffirms Full Year 2018 Guidance EAGAN, Minn., May 10, 2018 — ConvergeOne Holdings, Inc. (NASDAQ: CVON, CVONW) (“ConvergeOne” or the “Company”), a leading global IT services p

May 10, 2018 10-Q

CVON / ConvergeOne Holdings, Inc. Class A 10-Q (Quarterly Report)

10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

April 27, 2018 8-K

Unregistered Sales of Equity Securities, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2018 ConvergeOne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporation) (Comm

April 26, 2018 424B3

23,497,060 Shares of Common Stock 263,750 Warrants to Purchase Common Stock

424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration Statement No.

April 24, 2018 EX-21.1

List of Subsidiaries

EX-21.1 Exhibit 21.1 LIST OF SUBSIDIARIES OF CONVERGEONE HOLDINGS, INC. Subsidiary Jurisdiction C1 Investment LLC Delaware C1 Intermediate Corp. Delaware C1 Holdings Corp. Delaware ConvergeOne, Inc. Minnesota Annese & Associates, Inc. New York ConvergeOne Unified Technology Solutions, Inc. Delaware ConvergeOne Technology Utilities, Inc. Delaware SPS Holdco, LLC Delaware Strategic Products and Serv

April 24, 2018 S-1/A

CVON / ConvergeOne Holdings, Inc. Class A S-1/A

S-1/A Table of Contents As filed with the U.S. Securities and Exchange Commission on April 24, 2018 Registration No. 333-223837 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ConvergeOne Holdings, Inc. (Exact name of registrant as specified in our charter) Delaware 7372 81-4619427 (State or

April 24, 2018 CORRESP

CVON / ConvergeOne Holdings, Inc. Class A CORRESP

SEC Acceleration Request CONVERGEONE HOLDINGS, INC. 3344 Highway 149 Eagan, MN 55121 April 24, 2018 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: ConvergeOne Holdings, Inc. Registration Statement on Form S-1 File No. 333-223837 Acceleration Request Requested Date: April 25, 2018 Requested Time: 5:30 p.m., Eastern Day

April 23, 2018 SC TO-I/A

CVON / ConvergeOne Holdings, Inc. Class A SC TO-I/A

SC TO-I/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 3) CONVERGEONE HOLDINGS, INC. (Name of Subject Company (Issuer) and Name of Filing Person (Issuer)) Warrants to Purchase Common Stock (Title of Class of Securities) 212481 113 (CU

April 20, 2018 CORRESP

CVON / ConvergeOne Holdings, Inc. Class A CORRESP

CORRESP JOHN T. MCKENNA +1 650 843 5059 [email protected] April 20, 2018 United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Nicholas P. Panos Re: ConvergeOne Holdings, Inc. Amendment No. 2 to Schedule TO-I Filed April 13, 2018 File No. 005-89952 Ladies and Gentlemen: On behalf of ConvergeOne Holdings, Inc. (“ConvergeOne” or the “Company”), the f

April 13, 2018 EX-99.(A).(5).(C)

CONVERGEONE HOLDINGS, INC. ANNOUNCES IMPORTANT INFORMATION WITH RESPECT TO PREVIOUSLY ANNOUNCED CASH TENDER OFFER FOR ITS WARRANTS

EX-(a)(5)(C) Exhibit (a)(5)(C) CONVERGEONE HOLDINGS, INC. ANNOUNCES IMPORTANT INFORMATION WITH RESPECT TO PREVIOUSLY ANNOUNCED CASH TENDER OFFER FOR ITS WARRANTS Eagan, MN – April 13, 2018 – ConvergeOne Holdings, Inc. (NASDAQ: CVON, CVONW) (“ConvergeOne”) today announced that it is extending the scheduled expiration of its previously announced cash tender offer to purchase ConvergeOne warrants to

April 13, 2018 SC TO-I/A

CVON / ConvergeOne Holdings, Inc. Class A SC TO-I/A

SC TO-I/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 2) CONVERGEONE HOLDINGS, INC. (Name of Subject Company (Issuer) and Name of Filing Person (Issuer)) Warrants to Purchase Common Stock (Title of Class of Securities) 212481 113 (CU

April 13, 2018 CORRESP

CVON / ConvergeOne Holdings, Inc. Class A CORRESP

CORRESP JOHN T. MCKENNA +1 650 843 5059 [email protected] April 13, 2018 United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Nicholas P. Panos Re: ConvergeOne Holdings, Inc. Amendment No. 1 to Schedule TO-I Filed March 23, 2018 File No. 005-89952 Ladies and Gentlemen: On behalf of ConvergeOne Holdings, Inc. (“ConvergeOne” or the “Company”), the f

April 11, 2018 EX-10.1

Term Loan Agreement, dated as of April 10, 2018, among C1 Holdings Corp., C1 Intermediate Corp., the Lenders party thereto and Credit Suisse AG, Cayman Islands Branch

EX-10.1 2 d545779dex101.htm EX-10.1 Exhibit 10.1 Execution Version $670,000,000 TERM LOAN AGREEMENT dated as of April 10, 2018 among C1 HOLDINGS CORP., as the Borrower, C1 INTERMEDIATE CORP., as Holdings THE LENDERS PARTY HERETO, CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Administrative Agent and as Collateral Agent CREDIT SUISSE SECURITIES (USA) LLC, as Sole Lead Arranger and Sole Bookrunner TAB

April 11, 2018 EX-10.3

Third Amendment to Revolving Loan Credit Agreement, dated April 10, 2018, among C1 Intermediate Corp., C1 Holdings Corp., ConvergeOne, Inc., Annese & Associates, Inc., SPS Holdco, LLC, Strategic Products and Services, LLC, Providea Conferencing, LLC, ConvergeOne Unified Technology Solutions, Inc., ConvergeOne Technology Utilities, Inc., Alexander Open Systems, Inc., Arrow Systems Integration, Inc., ASI Dedicated Services, LLC, ASI Electrical Services, LLC, and Wells Fargo Commercial Distribution Finance, LLC

EX-10.3 4 d545779dex103.htm EX-10.3 Exhibit 10.3 THIRD AMENDMENT TO REVOLVING LOAN CREDIT AGREEMENT This THIRD AMENDMENT TO REVOLVING LOAN CREDIT AGREEMENT (this “Amendment”), dated as of April 10, 2018 (the “Amendment Effective Date”) is among C1 INTERMEDIATE CORP., a Delaware corporation (“Holdings”), C1 HOLDINGS CORP., a Delaware corporation (“C1H”), CONVERGEONE, INC., a Minnesota corporation (

April 11, 2018 EX-10.2

Guarantee and Collateral Agreement, dated as of April 10, 2018, among C1 Intermediate Corp., C1 Holdings Corp., the subsidiaries of C1 Holdings Corp. from time to time party thereto, and Credit Suisse AG, Cayman Islands Branch

EX-10.2 3 d545779dex102.htm EX-10.2 Exhibit 10.2 Execution Version GUARANTEE AND COLLATERAL AGREEMENT dated as of April 10, 2018 among C1 INTERMEDIATE CORP., C1 HOLDINGS CORP., the Subsidiaries of C1 Holdings Corp. from time to time party hereto and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Collateral Agent TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 SECTION 1.01. Credit Agreement 1 SECTION 1

April 11, 2018 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 10, 2018 ConvergeOne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporation) (Comm

March 23, 2018 SC TO-I/A

CVON / ConvergeOne Holdings, Inc. Class A SC TO-I/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) CONVERGEONE HOLDINGS, INC. (Name of Subject Company (Issuer) and Name of Filing Person (Issuer)) Warrants to Purchase Common Stock (Title of Class of Securities) 212481 113 (CUSIP Number

March 23, 2018 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 22, 2018 ConvergeOne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporation) (Comm

March 23, 2018 EX-99.1

CONVERGEONE HOLDINGS, INC. ANNOUNCES IMPORTANT INFORMATION WITH RESPECT TO PREVIOUSLY ANNOUNCED CASH TENDER OFFER FOR ITS WARRANTS AND POSSIBLE DELISTING OF ITS WARRANTS FROM THE NASDAQ CAPITAL MARKET

EX-99.1 Exhibit 99.1 CONVERGEONE HOLDINGS, INC. ANNOUNCES IMPORTANT INFORMATION WITH RESPECT TO PREVIOUSLY ANNOUNCED CASH TENDER OFFER FOR ITS WARRANTS AND POSSIBLE DELISTING OF ITS WARRANTS FROM THE NASDAQ CAPITAL MARKET Eagan, MN – March 23, 2018 – ConvergeOne Holdings, Inc. (NASDAQ: CVON, CVONW) (“ConvergeOne”) today announced that it is increasing the price of, and extending the scheduled expi

March 23, 2018 CORRESP

CVON / ConvergeOne Holdings, Inc. Class A CORRESP

CORRESP John T. McKenna +1 650 843 5059 [email protected] March 23, 2018 United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Daniel F. Duchovny Re: ConvergeOne Holdings, Inc. Schedule TO-I Filed February 26, 2018 File No. 005-89952 Ladies and Gentlemen: On behalf of ConvergeOne Holdings, Inc. (“ConvergeOne” or the “Company”), the following inform

March 22, 2018 S-1

CVON / ConvergeOne Holdings, Inc. Class A S-1

S-1 1 d507706ds1.htm S-1 Table of Contents As filed with the U.S. Securities and Exchange Commission on March 22, 2018 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ConvergeOne Holdings, Inc. (Exact name of registrant as specified in our charter) Delaware 7372 81-4619427 (State or Other

March 22, 2018 EX-4.3

Specimen Common Stock Certificate

EX-4.3 Exhibit 4.3 SEE REVERSE FOR IMPORTANT NOTICE REGARDING OWNERSHIP AND TRANSFER RESTRICTIONS AND CERTAIN OTHER INFORMATION ZQ INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CUSIP 212481 1 05 COMMON STOCK SEE REVERSE FOR CERTAIN DEFINITIONS FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK, PAR VALUE OF $0.0001 PER SHARE, OF CONVERGEONE HOLDINGS, INC. transferable on the books of the

March 20, 2018 S-8

CVON / ConvergeOne Holdings, Inc. Class A S-8

S-8 1 d498220ds8.htm S-8 As filed with the U.S. Securities and Exchange Commission on March 21, 2018 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ConvergeOne Holdings, Inc. (Exact name of Registrant as specified in its charter) Delaware 81-4619427 (State or other jurisdiction of incorp

March 20, 2018 EX-99.5

C1 INVESTMENT CORP. Consolidated Financial Statements December 31, 2017 C1 INVESTMENT CORP. INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page Report of Independent Registered Public Accounting Firm 2 Consolidated Balance Sheets 3 Consolidated Statement

EX-99.5 Exhibit 99.5 C1 INVESTMENT CORP. Consolidated Financial Statements December 31, 2017 C1 INVESTMENT CORP. INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page Report of Independent Registered Public Accounting Firm 2 Consolidated Balance Sheets 3 Consolidated Statements of Income 4 Consolidated Statements of Stockholders’ Equity 5 Consolidated Statements of Cash Flows 6 Notes to the Consolidated

March 20, 2018 EX-99.6

CONVERGEONE HOLDINGS, INC. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

EX-99.6 Exhibit 99.6 CONVERGEONE HOLDINGS, INC. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION INTRODUCTION AND BASIS OF PRO FORMA PRESENTATION On February 22, 2018, C1 Investment Corp. (“C1”) and Forum Merger Corporation (“Forum”) consummated the transactions contemplated by the Agreement and Plan of Merger (as described below) (the “Business Combination”). In connection with the cl

March 20, 2018 8-K/A

Financial Statements and Exhibits

8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2018 ConvergeOne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdictio

March 20, 2018 8-K

CVON / ConvergeOne Holdings, Inc. Class A 8-K (Current Report)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2018 ConvergeOne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporation) (Comm

March 20, 2018 EX-99.1

ConvergeOne Announces Fourth Quarter and Full Year 2017 Financial Results Fourth quarter 2017 revenue of $299.2 million, Full Year 2017 revenue of $918.9 million Provides 2018 Financial Outlook Board of Directors authorizes annual cash dividend of $0

EX-99.1 Exhibit 99.1 ConvergeOne Announces Fourth Quarter and Full Year 2017 Financial Results Fourth quarter 2017 revenue of $299.2 million, Full Year 2017 revenue of $918.9 million Provides 2018 Financial Outlook Board of Directors authorizes annual cash dividend of $0.08 per share EAGAN, Minn., March 20, 2018 — ConvergeOne Holdings, Inc. (NASDAQ: CVON, CVONW) (“ConvergeOne” or the “Company”), a

March 9, 2018 SC 13G/A

CVON / ConvergeOne Holdings, Inc. / Polar Asset Management Partners Inc. - SC 13G/A Passive Investment

Polar Asset Management Partners Inc. - Schedule 13G/A - Filed by newsfilecorp.com UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* ConvergeOne Holdings, Inc. (f/k/a Forum Merger Corp.) (Name of Issuer) Common stock (Title of Class of Securities) 212481105 (CUSIP Number) February 28, 2018 (Date of Eve

March 5, 2018 EX-99.B

FORM OF LOCK-UP AGREEMENT

EX-B Exhibit B FORM OF LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of February 22, 2018 by and between (i) Forum Merger Corporation, a Delaware corporation (including any successor entity thereto, “Parent”) and (ii) the undersigned stockholder and/or optionholder (“Holder”) of the Company.

March 5, 2018 EX-99.A

Joint Filing Agreement

EX-A Exhibit A Joint Filing Agreement In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Report on Schedule 13D (including amendments thereto) with respect to the common stock of ConvergeOne Holdings, Inc.

March 5, 2018 SC 13D

CVON / ConvergeOne Holdings, Inc. / Clearlake Capital Partners Iii (master), L.p. - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13D-1(A) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13D-2(A) ConvergeOne Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 212481 105 (CUSIP Number) Behdad Eghbali Clearlake Capit

March 2, 2018 SC 13D/A

CVON / ConvergeOne Holdings, Inc. / Forum Investors I, Llc - SC 13D/A Activist Investment

SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* ConvergeOne Holdings, Inc (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 212481 113 (CUSIP Number) 135 East 57th Street 8th Floor New York, New York 10022 (Name, Address and Telephone Number of Person Authorized to Rec

March 2, 2018 SC 13G

CVON / ConvergeOne Holdings, Inc. / Owl Creek Asset Management, L.P. - 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 26, 2018 EX-24.1

EX-24.1

POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints each John A.

February 26, 2018 EX-24.2

EX-24.2

POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints each John A.

February 26, 2018 EX-24.5

EX-24.5

POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints each John A.

February 26, 2018 EX-24.4

EX-24.4

POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints each John A.

February 26, 2018 EX-24.3

EX-24.3

POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints each John A.

February 26, 2018 EX-99.(A)(1)(B)

LETTER OF TRANSMITTAL Offer to Purchase for Cash CONVERGEONE HOLDINGS, Inc. Up to 8,936,250 of its Warrants to Purchase Common Stock at a Purchase Price of $0.95 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY

EX-99.(A)(1)(B) 3 d536575dex99a1b.htm EX-99.(A)(1)(B) Exhibit (a)(1)(B) LETTER OF TRANSMITTAL Offer to Purchase for Cash by CONVERGEONE HOLDINGS, Inc. of Up to 8,936,250 of its Warrants to Purchase Common Stock at a Purchase Price of $0.95 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON MARCH 23, 2018, OR SUCH LATER TIME AND D

February 26, 2018 EX-99.(A)(1)(E)

GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION NUMBER ON SUBSTITUTE FORM W-9

EX-99.(a)(1)(E) Exhibit (a)(1)(E) GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION NUMBER ON SUBSTITUTE FORM W-9 Guidelines for Determining the Proper Identification Number for the Payee (You) to Give the Payor—Social security numbers have nine digits separated by two hyphens (i.e., 000-00-0000). Employer identification numbers have nine digits separated by only one hyphen (i.e., 00-0000000

February 26, 2018 EX-99.(A)(1)(D)

LETTER TO CLIENTS Offer to Purchase for Cash CONVERGEONE HOLDINGS, INC. Up to 8,936,250 of its Warrants to Purchase Common Stock at a Purchase Price of $0.95 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIM

EX-99.(A)(1)(D) 5 d536575dex99a1d.htm EX-99.(A)(1)(D) Exhibit (a)(1)(D) LETTER TO CLIENTS Offer to Purchase for Cash by CONVERGEONE HOLDINGS, INC. of Up to 8,936,250 of its Warrants to Purchase Common Stock at a Purchase Price of $0.95 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON MARCH 23, 2018, OR SUCH LATER TIME AND DATE

February 26, 2018 EX-99.(A)(1)(A)

Offer to Purchase for Cash CONVERGEONE HOLDINGS, INC. Up to 8,936,250 of its Warrants to Purchase Common Stock At a Purchase Price of $0.95 Per Warrant THIS OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF

EX-99.(A)(1)(A) 2 d536575dex99a1a.htm EX-99.(A)(1)(A) Table of Contents Exhibit (a)(1)(A) Offer to Purchase for Cash by CONVERGEONE HOLDINGS, INC. of Up to 8,936,250 of its Warrants to Purchase Common Stock At a Purchase Price of $0.95 Per Warrant THIS OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON MARCH 23, 2018, OR SUCH LATER TIME AND DATE

February 26, 2018 SC TO-I

FMCI / Forum Merger Corporation SC TO-I

SC TO-I 1 d536575dsctoi.htm SC TO-I UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CONVERGEONE HOLDINGS, INC. (Name of Subject Company (Issuer) and Name of Filing Person (Issuer)) Warrants to Purchase Common Stock (Title of Class of Securities) 212481

February 26, 2018 EX-99.(A)(1)(C)

LETTER TO BROKERS, DEALERS, COMMERCIAL BANKS, TRUST COMPANIES AND OTHER NOMINEES Offer to Purchase for Cash CONVERGEONE HOLDINGS, INC. Up to 8,936,250 of its Warrants to Purchase Common Stock at a Purchase Price of $0.95 Per Warrant THE OFFER AND WIT

EX-99.(A)(1)(C) 4 d536575dex99a1c.htm EX-99.(A)(1)(C) Exhibit (a)(1)(C) LETTER TO BROKERS, DEALERS, COMMERCIAL BANKS, TRUST COMPANIES AND OTHER NOMINEES Offer to Purchase for Cash by CONVERGEONE HOLDINGS, INC. of Up to 8,936,250 of its Warrants to Purchase Common Stock at a Purchase Price of $0.95 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE

February 26, 2018 EX-10.5

2018 Equity Incentive Plan

EX-10.5 Exhibit 10.5 FORUM MERGER CORPORATION 2018 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: FEBRUARY 1, 2018 APPROVED BY THE STOCKHOLDERS: FEBRUARY 20, 2018 EFFECTIVE DATE: FEBRUARY 22, 2018 1. GENERAL. (a) Eligible Award Recipients. Employees, Directors and Consultants are eligible to receive Awards. (b) Available Awards. The Plan provides for the grant of the following types of A

February 26, 2018 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Change in Shell Company Status, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant, Results of Operations and Financial Condition, Completion of Acquisition or Disposition of Assets, Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2018 ConvergeOne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporatio

February 26, 2018 EX-3.2

Amended and Restated Certificate of Incorporation

EX-3.2 3 d519248dex32.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF FORUM MERGER CORPORATION John A. McKenna, Jr. hereby certifies that: ONE: The name of this company is Forum Merger Corporation and date of filing the original Certificate of Incorporation of this corporation with the Secretary of State of Delaware was November 17, 2016. TWO: He is the duly elected and

February 26, 2018 EX-99.1

Contents Independent auditor’s report 1 Financial statements Consolidated balance sheets 2 Consolidated statements of operations 3 Consolidated statements of members’ equity 4 Consolidated statements of cash flows 5-6 Notes to consolidated financial

EX-99.1 11 d519248dex991.htm EX-99.1 Exhibit 99.1 SPS Holdco, LLC and Subsidiaries Consolidated Financial Report June 30, 2017 Contents Independent auditor’s report 1 Financial statements Consolidated balance sheets 2 Consolidated statements of operations 3 Consolidated statements of members’ equity 4 Consolidated statements of cash flows 5-6 Notes to consolidated financial statements 7-18 Indepen

February 26, 2018 EX-99.2

AOS, Inc. and Subsidiaries Auditor’s Report and Consolidated Financial Statements December 25, 2016 and December 27, 2015 AOS, Inc. and Subsidiaries December 25, 2016 and December 27, 2015

EX-99.2 Exhibit 99.2 AOS, Inc. and Subsidiaries Auditor?s Report and Consolidated Financial Statements December 25, 2016 and December 27, 2015 AOS, Inc. and Subsidiaries December 25, 2016 and December 27, 2015 Contents Independent Auditor?s Report 1 Consolidated Financial Statements Balance Sheets 3 Statements of Operations 4 Statements of Stockholders? Equity 5 Statements of Cash Flows 6 Notes to

February 26, 2018 EX-16.1

Letter re Change in Certifying Accountant

EX-16.1 9 d519248dex161.htm EX-16.1 Exhibit 16.1 February 26, 2017 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by ConvergeOne Holdings, Inc. (formerly known as Forum Merger Corp.) under Item 4.01 of its Form 8-K dated February 22, 2017. We agree with the statements concerning our Firm in such Form 8-K; we are not in a p

February 26, 2018 EX-10.4

Amended and Restated Registration Rights Agreement by and among Forum, Forum Investors I, LLC, Clearlake Capital Management III, L.P. and other stockholders

EX-10.4 Exhibit 10.4 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is entered into as of the 22nd day of February, 2018, by and among FORUM MERGER CORPORATION, a Delaware corporation (the ?Company?), and the parties set forth on Exhibit A hereto (collectively the ?Investors?). WHEREAS, the Company, C1 Investment Corp.,

February 26, 2018 EX-4.2

Warrant Agreement, dated February 22, 2018, between Continental Stock Transfer & Trust Company and ConvergeOne Holdings, Inc.

EX-4.2 4 d519248dex42.htm EX-4.2 Exhibit 4.2 WARRANT AGREEMENT THIS WARRANT AGREEMENT (“Agreement”) dated as of February 22, 2018 is between ConvergeOne Holdings, Inc., a Delaware corporation, (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation (“Warrant Agent”). WHEREAS, the Company has received a binding commitment from its sponsor to purchase an aggregate of 555,

February 26, 2018 EX-10.21

Second Amendment to Revolving Loan Credit Agreement dated February 13, 2018 among C1 Intermediate Corp., C1 Holdings Corp., ConvergeOne, Inc., Annese & Associates, Inc., SPS Holdco, LLC, Strategic Products and Services, LLC, Providea Conferencing, LLC, RGTS, Inc., RGT Utilities, Inc., and Wells Fargo Commercial Distribution Finance, LLC

EX-10.21 8 d519248dex1021.htm EX-10.21 Exhibit 10.21 SECOND AMENDMENT TO REVOLVING LOAN CREDIT AGREEMENT This SECOND AMENDMENT TO REVOLVING LOAN CREDIT AGREEMENT (this “Amendment”), dated as of February 13, 2018 (the “Amendment Effective Date”) is among C1 INTERMEDIATE CORP., a Delaware corporation (“Holdings”), CONVERGEONE HOLDINGS CORP., a Delaware corporation (“C1H”), CONVERGEONE, INC., a Minne

February 26, 2018 EX-21.1

List of Subsidiaries

EX-21.1 Exhibit 21.1 LIST OF SUBSIDIARIES OF CONVERGEONE HOLDINGS, INC. Subsidiary Jurisdiction C1 Intermediate Corp. Delaware C1 Holdings Corp. Delaware ConvergeOne, Inc. Minnesota Annese & Associates, Inc. New York ConvergeOne Unified Technology Solutions, Inc. Delaware ConvergeOne Technology Utilities, Inc. Delaware SPS Holdco, LLC Delaware Strategic Products and Services, LLC Delaware Providea

February 26, 2018 EX-10.8

2018 Employee Stock Purchase Plan

EX-10.8 7 d519248dex108.htm EX-10.8 Exhibit 10.8 FORUM MERGER CORPORATION 2018 EMPLOYEE STOCK PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: FEBRUARY 1, 2018 APPROVED BY THE STOCKHOLDERS: FEBRUARY 20, 2018 1. GENERAL; PURPOSE. (a) The Plan provides a means by which Eligible Employees of the Company and certain designated Related Corporations may be given an opportunity to purchase shares of Comm

February 26, 2018 EX-99.3

AOS, Inc. and Subsidiaries Condensed Consolidated Financial Statements October 1, 2017 AOS, Inc. and Subsidiaries October 1, 2017

EX-99.3 13 d519248dex993.htm EX-99.3 Exhibit 99.3 AOS, Inc. and Subsidiaries Condensed Consolidated Financial Statements October 1, 2017 AOS, Inc. and Subsidiaries October 1, 2017 Contents Condensed Consolidated Financial Statements Balance Sheets 1 Statements of Operations 3 Statements of Stockholders’ Equity 4 Statements of Cash Flows 5 Notes to Financial Statements 6 AOS, Inc. and Subsidiaries

February 26, 2018 EX-3.1

Certificate of Amendment of Certificate of Incorporation

EX-3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF FORUM MERGER CORPORATION. FORUM MERGER CORPORATION., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), by its Chief Executive Officer, does hereby certify as follows: FIRST: The date of filing the original Certificate of Incorporation of the Company wi

February 26, 2018 EX-99.4

CONVERGEONE HOLDINGS, INC. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

EX-99.4 14 d519248dex994.htm EX-99.4 Exhibit 99.4 CONVERGEONE HOLDINGS, INC. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION INTRODUCTION AND BASIS OF PRO FORMA PRESENTATION On February 22, 2018, C1 Investment Corp. (“C1”) and Forum Merger Corporation (“Forum”) announced the consummation of the transactions contemplated by the Agreement and Plan of Merger (as described below) (the “Bu

February 26, 2018 EX-99.1

CONVERGEONE HOLDINGS, INC. ANNOUNCES CASH TENDER OFFER FOR ITS WARRANTS

EX-99.1 Exhibit 99.1 CONVERGEONE HOLDINGS, INC. ANNOUNCES CASH TENDER OFFER FOR ITS WARRANTS Eagan, MN ? February 26, 2018 ? ConvergeOne Holdings, Inc. (Nasdaq: CVON, CVONW) (?ConvergeOne?) today announced that it intends to commence a tender offer to purchase up to 8,936,250 of its outstanding warrants at a purchase price of $0.95 per warrant, in cash, without interest, representing a 36% premium

February 26, 2018 SC TO-C

FMCI / Forum Merger Corporation SC TO-C

SC TO-C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CONVERGEONE HOLDINGS, INC. (Name of Subject Company (Issuer) and Name of Filing Person (Issuer)) Warrants to Purchase Common Stock (Title of Class of Securities) 212481 113 (CUSIP Number of Class

February 23, 2018 8-K

Financial Statements and Exhibits, Other Events

8-K 1 d514051d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2018 ConvergeOne Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdi

February 23, 2018 EX-99.1

ConvergeOne and Forum Merger Corporation Complete Business Combination Combined company renamed ConvergeOne and will trade on the Nasdaq Stock Market under “CVON”

EX-99.1 Exhibit 99.1 ConvergeOne and Forum Merger Corporation Complete Business Combination Combined company renamed ConvergeOne and will trade on the Nasdaq Stock Market under ?CVON? Eagan, MN and New York, NY ? February 23, 2018 ? Forum Merger Corporation (?Forum?), and ConvergeOne, Inc., a leading global IT services provider of collaboration and technology solutions, today announced that they h

February 20, 2018 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 d502395d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2018 FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdict

February 20, 2018 10-K

FMCI / Forum Merger Corporation ANNUAL REPORT (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38053 FORUM MERGER CORPORATION (Ex

February 15, 2018 8-K

Financial Statements and Exhibits, Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2018 FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorp

February 15, 2018 EX-99.1

CONVERGEONE ANNOUNCES STRATEGIC ACQUISITION OF ARROW ELECTRONICS’ SYSTEMS INTEGRATION BUSINESS

EX-99.1 Exhibit 99.1 CONVERGEONE ANNOUNCES STRATEGIC ACQUISITION OF ARROW ELECTRONICS? SYSTEMS INTEGRATION BUSINESS Clearlake Capital-Backed ConvergeOne Expands Collaboration Footprint and Portfolio of Services Capabilities with Acquisition EAGAN, Minn., February 15, 2018 ? ConvergeOne, a leading global IT services provider of collaboration and technology solutions, today announced that it has sig

February 15, 2018 425

FMCI / Forum Merger Corporation FORM 8-K (Prospectus)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2018 FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporation o

February 15, 2018 EX-99.1

CONVERGEONE ANNOUNCES STRATEGIC ACQUISITION OF ARROW ELECTRONICS’ SYSTEMS INTEGRATION BUSINESS

EX-99.1 Exhibit 99.1 CONVERGEONE ANNOUNCES STRATEGIC ACQUISITION OF ARROW ELECTRONICS? SYSTEMS INTEGRATION BUSINESS Clearlake Capital-Backed ConvergeOne Expands Collaboration Footprint and Portfolio of Services Capabilities with Acquisition EAGAN, Minn., February 15, 2018 ? ConvergeOne, a leading global IT services provider of collaboration and technology solutions, today announced that it has sig

February 14, 2018 SC 13G

FMCI / Forum Merger Corporation / Westchester Capital Management, LLC - FILING SUBMITTED BY M. MOSTOW ON 1-31 FOR FILING ON 2-14 BETWEEN WESTCHESTER CAPITAL MANAGEMENT LLC AND FORUM MERGER CORP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. )* FORUM MERGER CORPORATION (Name of Issuer) Class A Common Stock (Title of Class of Securities) 34985B103 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this St

February 14, 2018 SC 13G/A

CVON / ConvergeOne Holdings, Inc. / Karpus Management, Inc. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13 G Under the Securities Exchange Act of 1934 (Amendment No. 1) Forum Merger Corp (FMCI) (Name of Issuer) Common Stock (Title of Class of Securities) 34985b103 (CUSIP Number) December 31, 2017 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

February 12, 2018 SC 13G/A

FMCI / Forum Merger Corporation / BOOTHBAY FUND MANAGEMENT, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Forum Merger Corporation (Name of Issuer) Class A Common Stock (Title of Class of Securities) 34985B202 (CUSIP Number) December 31, 2017 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w

February 9, 2018 SC 13G/A

FMCI / Forum Merger Corporation / K2 PRINCIPAL FUND, L.P. - 3G/A (Passive Investment)

SC 13G/A 1 sc13gForum.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G/A (Rule 13d-102) Amendment No.1 Under the Securities Exchange Act of 1934 FORUM MERGER CORPORATION (Name of Issuer) Class A common stock, $.0001 par value (Title of Class of Securities) 34985B103 (CUSIP Number) February 8, 2018 (Date of Event which Requires Filing of this Statement) Check

February 5, 2018 424B3

Forum Merger Corporation 135 East 57th Street 8th Floor New York, New York 10022 NOTICE OF SPECIAL MEETING OF STOCKHOLDERS OF FORUM MERGER CORPORATION TO BE HELD ON FEBRUARY 20, 2018

424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration Statement No.

February 2, 2018 425

FMCI / Forum Merger Corporation 425 (Prospectus)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 2, 2018 FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporation or

February 2, 2018 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 2, 2018 FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorpo

February 2, 2018 EX-99.1

Forum Merger Corporation Announces Transfer of Listing to NYSE in Connection with Business Combination with ConvergeOne

EX-99.1 Exhibit 99.1 Forum Merger Corporation Announces Transfer of Listing to NYSE in Connection with Business Combination with ConvergeOne NEW YORK and EAGAN, Minn., Feb. 2, 2018 /PRNewswire/ ? Forum Merger Corporation (Nasdaq: FMCI) (?Forum? or the ?Company?) announced today that Forum intends to transfer the listing of its common stock and warrants to the New York Stock Exchange (the ?NYSE?) (

February 2, 2018 S-4/A

As filed with the U.S. Securities and Exchange Commission on February 2, 2018

S-4/A 1 d475387ds4a.htm AMENDMENT NO. 5 TO FORM S-4 Table of Contents As filed with the U.S. Securities and Exchange Commission on February 2, 2018 Registration No. 333-221848 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 5 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FORUM MERGER CORPORATION (Exact name of registrant as specified in i

February 2, 2018 CORRESP

FMCI / Forum Merger Corporation CORRESP

Acceleration Request FORUM MERGER CORPORATION 135 East 57th Street, 8th Floor New York, New York February 2, 2018 VIA EDGAR U.

February 1, 2018 425

FMCI / Forum Merger Corporation 425 (Prospectus)

425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2018 FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporatio

February 1, 2018 EX-99.1

Leading Provider of Collaboration Services & Solutions

EX-99.1 Exhibit 99.1 Leading Provider of Collaboration Services & Solutions January 2018 DISCLAIMER About this Presentation This presentation (the ?Presentation?) contemplates the purchase by Forum Merger Corporation (?Forum?) of C1 Investment Corp. (?ConvergeOne? or the ?Company?) by which ConvergeOne will become a subsidiary of Forum (the ?Transaction?). Advisors The company has engaged capital

February 1, 2018 8-K

FMCI / Forum Merger Corporation 8-K (Current Report)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2018 FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporatio

February 1, 2018 EX-10.17

Form of Restricted Stock Unit Grant Notice and Restricted Stock Unit Award Agreement under the 2018 Equity Incentive Plan

EX-10.17 5 d475387dex1017.htm EX-10.17 EXHIBIT 10.17 FORUM MERGER CORPORATION RESTRICTED STOCK UNIT GRANT NOTICE (2018 EQUITY INCENTIVE PLAN) Forum Merger Corporation (the “Company”), pursuant to its 2018 Equity Incentive Plan (the “Plan”), hereby awards to Participant a Restricted Stock Unit Award for the number of shares of the Company’s Common Stock (“Restricted Stock Units”) set forth below (t

February 1, 2018 EX-4.7

Specimen Common Stock Certificate

Exhibit 4.7 NUMBER SHARES CONVERGEONE HOLDINGS, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE COMMON STOCK SEE REVERSE FOR CERTAIN DEFINITIONS This Certifies that CUSIP 212481 105 is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.0001 EACH OF THE COMMON STOCK OF CONVERGEONE HOLDINGS, INC. (THE ?CORPORATION?) transferable on the books of the Corporation in pers

February 1, 2018 EX-10.23

Form of Indemnity Agreement

Exhibit 10.23 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (the ?Agreement?) is made and entered into as of , 201, between ConvergeOne Holdings, Inc., a Delaware corporation (the ?Company?), and (?Indemnitee?). RECITALS A. Highly competent persons have become more reluctant to serve corporations as directors or officers or in other capacities unless they are provided with adequate protection throu

February 1, 2018 EX-10.16

Form of Stock Option Agreement, Notice of Exercise and Stock Option Grant Notice under the 2018 Equity Incentive Plan

EXHIBIT 10.16 FORUM MERGER CORPORATION STOCK OPTION GRANT NOTICE (2018 EQUITY INCENTIVE PLAN) Forum Merger Corporation (the “Company”), pursuant to its 2018 Equity Incentive Plan (the “Plan”), hereby grants to Optionholder an option to purchase the number of shares of the Company’s Common Stock set forth below. This option is subject to all of the terms and conditions as set forth in this Stock Op

February 1, 2018 S-4/A

As filed with the U.S. Securities and Exchange Commission on February 1, 2018

Amendment No. 4 to Form S-4 Table of Contents As filed with the U.S. Securities and Exchange Commission on February 1, 2018 Registration No. 333-221848 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 677

February 1, 2018 EX-3.5

Amended and Restated Bylaws

Exhibit 3.5 AMENDED AND RESTATED BYLAWS OF CONVERGEONE HOLDINGS, INC. (A DELAWARE CORPORATION) AMENDED AND RESTATED BYLAWS OF CONVERGEONE HOLDINGS, INC. (A DELAWARE CORPORATION) ARTICLE I OFFICES Section 1. Registered Office. The registered office of the corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle. Section 2. Other Offices. The corporation shall al

February 1, 2018 CORRESP

FMCI / Forum Merger Corporation CORRESP

CORRESP FORUM MERGER CORPORATION 135 East 57th Street, 8th Floor New York, New York 10022 February 1, 2018 VIA EDGAR U.

January 29, 2018 EX-99.1

Forum Merger Corporation Announces Record and Meeting Dates for Special Meeting Relating to the Announced Business Combination with C1

EX-99.1 2 d377923dex991.htm EX-99.1 Exhibit 99.1 Forum Merger Corporation Announces Record and Meeting Dates for Special Meeting Relating to the Announced Business Combination with C1 New York, NY and Eagan, MN – January 29, 2018 – Forum Merger Corporation (Nasdaq: FMCI) (“Forum” or the “Company”), a special purpose acquisition company, today announced that it has set a record date of February 1,

January 29, 2018 8-K

Financial Statements and Exhibits, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 29, 2018 FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporatio

January 29, 2018 425

FMCI / Forum Merger Corporation 8-K (Prospectus)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 29, 2018 FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporatio

January 29, 2018 EX-99.1

Forum Merger Corporation Announces Record and Meeting Dates for Special Meeting Relating to the Announced Business Combination with C1

EX-99.1 Exhibit 99.1 Forum Merger Corporation Announces Record and Meeting Dates for Special Meeting Relating to the Announced Business Combination with C1 New York, NY and Eagan, MN ? January 29, 2018 ? Forum Merger Corporation (Nasdaq: FMCI) (?Forum? or the ?Company?), a special purpose acquisition company, today announced that it has set a record date of February 1, 2018 (the ?Record Date?) and

January 26, 2018 EX-4.7

Specimen Common Stock Certificate of the Combined Entity

EX-4.7 2 d475387dex47.htm EX-4.7 Exhibit 4.7 NUMBER SHARES CONVERGEONE, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE COMMON STOCK SEE REVERSE FOR CERTAIN DEFINITIONS This Certifies that CUSIP 212481 105 is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.0001 EACH OF THE COMMON STOCK OF CONVERGEONE, INC. (THE “CORPORATION”) transferable on the books of the Corp

January 26, 2018 CORRESP

FMCI / Forum Merger Corporation CORRESP

CORRESP FORUM MERGER CORPORATION 135 East 57th Street, 8th Floor New York, New York 10022 January 26, 2018 VIA EDGAR U.

January 26, 2018 EX-10.30

First Amendment to Revolving Loan Credit Agreement dated January 18, 2018 among C1 Intermediate Corp., ConvergeOne Holdings Corp., ConvergeOne, Inc., Annese & Associates, Inc., SPS Holdco, LLC, Strategic Products and Services, LLC, Providea Conferencing, LLC, RGTS, Inc., RGT Utilities, Inc., and Wells Fargo Commercial Distribution Finance, LLC

EXHIBIT 10.30 FIRST AMENDMENT TO REVOLVING LOAN CREDIT AGREEMENT This FIRST AMENDMENT TO REVOLVING LOAN CREDIT AGREEMENT (this ?Amendment?), dated as of January 18, 2018, is among C1 INTERMEDIATE CORP., a Delaware corporation (?Holdings?), CONVERGEONE HOLDINGS CORP., a Delaware corporation (the (?C1H?), CONVERGEONE, INC., a Minnesota corporation (?ConvergeOne?), ANNESE & ASSOCIATES, INC., a New Yo

January 26, 2018 EX-10.16

Form of Stock Option Agreement, Notice of Exercise and Stock Option Grant Notice under the 2018 Equity Incentive Plan

EXHIBIT 10.16 CONVERGEONE, INC. STOCK OPTION GRANT NOTICE (2018 EQUITY INCENTIVE PLAN) ConvergeOne, Inc. (the ?Company?), pursuant to its 2018 Equity Incentive Plan (the ?Plan?), hereby grants to Optionholder an option to purchase the number of shares of the Company?s Common Stock set forth below. This option is subject to all of the terms and conditions as set forth in this Stock Option Grant Not

January 26, 2018 EX-99.3

Consent of Keith W. F. Bradley to be named as director

Exhibit 99.3 January 20, 2018 Forum Merger Corporation c/o Forum Investors I, LLC 135 East 57th Street, 8th Floor New York, New York 10022 Consent to Reference in Proxy Statement/Prospectus/Information Statement Forum Merger Corporation (the ?Company?) has filed a Registration Statement on Form S-4 (Registration No. 333-221848) with the Securities and Exchange Commission under the Securities Act o

January 26, 2018 EX-99.5

Consent of José E. Feliciano to be named as director

Exhibit 99.5 January 19, 2018 Forum Merger Corporation c/o Forum Investors I, LLC 135 East 57th Street, 8th Floor New York, New York 10022 Consent to Reference in Proxy Statement/Prospectus/Information Statement Forum Merger Corporation (the “Company”) has filed a Registration Statement on Form S-4 (Registration No. 333-221848) with the Securities and Exchange Commission under the Securities Act o

January 26, 2018 EX-99.6

Consent of Christopher Jurasek to be named as director

Exhibit 99.6 January 19, 2018 Forum Merger Corporation c/o Forum Investors I, LLC 135 East 57th Street, 8th Floor New York, New York 10022 Consent to Reference in Proxy Statement/Prospectus/Information Statement Forum Merger Corporation (the ?Company?) has filed a Registration Statement on Form S-4 (Registration No. 333-221848) with the Securities and Exchange Commission under the Securities Act o

January 26, 2018 EX-10.23

Form of Indemnity Agreement

Exhibit 10.23 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (the ?Agreement?) is made and entered into as of , 201, between ConvergeOne, Inc., a Delaware corporation (the ?Company?), and (?Indemnitee?). RECITALS A. Highly competent persons have become more reluctant to serve corporations as directors or officers or in other capacities unless they are provided with adequate protection through insura

January 26, 2018 EX-99.1

Form of Forum Proxy Card

EX-99.1 12 d475387dex991.htm EX-99.1 Exhibit 99.1 PRELIMINARY COPY—SUBJECT TO COMPLETION, DATED JANUARY 26, 2018 PROXY CARD FORUM MERGER CORPORATION c/o Forum Investors I, LLC 135 East 57th Street 8th Floor New York, New York 10022 SPECIAL MEETING OF STOCKHOLDERS THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF FORUM MERGER CORPORATION The undersigned appoints David Boris and Marshal

January 26, 2018 EX-10.17

Form of Restricted Stock Unit Grant Notice and Restricted Stock Unit Award Agreement under the 2018 Equity Incentive Plan

EXHIBIT 10.17 CONVERGEONE, INC. RESTRICTED STOCK UNIT GRANT NOTICE (2018 EQUITY INCENTIVE PLAN) ConvergeOne, Inc. (the ?Company?), pursuant to its 2018 Equity Incentive Plan (the ?Plan?), hereby awards to Participant a Restricted Stock Unit Award for the number of shares of the Company?s Common Stock (?Restricted Stock Units?) set forth below (the ?Award?). The Award is subject to all of the terms

January 26, 2018 EX-99.9

Consent of Timothy J. Pawlenty to be named as director

Exhibit 99.9 January 21, 2018 Forum Merger Corporation c/o Forum Investors I, LLC 135 East 57th Street, 8th Floor New York, New York 10022 Consent to Reference in Proxy Statement/Prospectus/Information Statement Forum Merger Corporation (the ?Company?) has filed a Registration Statement on Form S-4 (Registration No. 333-221848) with the Securities and Exchange Commission under the Securities Act o

January 26, 2018 EX-99.2

Consent of John A. McKenna, Jr. to be named as director

Exhibit 99.2 January 21, 2018 Forum Merger Corporation c/o Forum Investors I, LLC 135 East 57th Street, 8th Floor New York, New York 10022 Consent to Reference in Proxy Statement/Prospectus/Information Statement Forum Merger Corporation (the ?Company?) has filed a Registration Statement on Form S-4 (Registration No. 333-221848) with the Securities and Exchange Commission under the Securities Act o

January 26, 2018 EX-99.7

Consent of Prashant Mehrotra to be named as director

Exhibit 99.7 January 19, 2018 Forum Merger Corporation c/o Forum Investors I, LLC 135 East 57th Street, 8th Floor New York, New York 10022 Consent to Reference in Proxy Statement/Prospectus/Information Statement Forum Merger Corporation (the “Company”) has filed a Registration Statement on Form S-4 (Registration No. 333-221848) with the Securities and Exchange Commission under the Securities Act o

January 26, 2018 S-4/A

As filed with the U.S. Securities and Exchange Commission on January 26, 2018

Amendment No. 3 to Form S-4 Table of Contents As filed with the U.S. Securities and Exchange Commission on January 26, 2018 Registration No. 333-221848 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 677

January 26, 2018 EX-10.31

First Amendment to Term Loan Agreement dated January 18, 2018 among C1 Intermediate Corp., ConvergeOne Holdings Corp., the Guarantors party thereto, and JPMorgan Chase Bank, N.A.

Exhibit 10.31 Execution Version FIRST AMENDMENT TO TERM LOAN AGREEMENT This FIRST AMENDMENT TO TERM LOAN AGREEMENT (this ?Amendment?), dated as of January 18, 2018, is among C1 INTERMEDIATE CORP., a Delaware corporation (?Holdings?), CONVERGEONE HOLDINGS CORP., a Delaware corporation (the ?Borrower?), the Guarantors party hereto (together with Holdings and the Borrower, the ?Loan Parties?), JPMORG

January 26, 2018 EX-99.4

Consent of Behdad Eghbali to be named as director

Exhibit 99.4 January 19, 2018 Forum Merger Corporation c/o Forum Investors I, LLC 135 East 57th Street, 8th Floor New York, New York 10022 Consent to Reference in Proxy Statement/Prospectus/Information Statement Forum Merger Corporation (the ?Company?) has filed a Registration Statement on Form S-4 (Registration No. 333-221848) with the Securities and Exchange Commission under the Securities Act o

January 26, 2018 EX-99.8

Consent of James Pade to be named as director

EX-99.8 19 d475387dex998.htm EX-99.8 Exhibit 99.8 January 19, 2018 Forum Merger Corporation c/o Forum Investors I, LLC 135 East 57th Street, 8th Floor New York, New York 10022 Consent to Reference in Proxy Statement/Prospectus/Information Statement Forum Merger Corporation (the “Company”) has filed a Registration Statement on Form S-4 (Registration No. 333-221848) with the Securities and Exchange

January 17, 2018 SC 13G

FMCI / Forum Merger Corporation / K2 PRINCIPAL FUND, L.P. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G (Rule 13d-102) Under the Securities Exchange Act of 1934 FORUM MERGER CORPORATION (Name of Issuer) Class A common stock, $.0001 par value (Title of Class of Securities) 34985B103 (CUSIP Number) January 9, 2018 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule p

January 12, 2018 EX-10.35

Systems Integrator Agreement dated June 20, 2016 between Cisco Systems, Inc. and ConvergeOne, Inc.

EX-10.35 EXHIBIT 10.35 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, IS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED. SYSTEMS INTEGRATOR AGREEMENT This Systems Integrator Agreement (the ?Agreement?) between Cisco Systems, Inc., a California corporation, having its principal place of bu

January 12, 2018 EX-10.31

Third Amendment to Avaya Inc. Reseller Master Terms and Conditions dated November 3, 2004 by and between Avaya Inc. and North American Communications Resource, Inc.

EX-10.31 3 d475387dex1031.htm EX-10.31 EXHIBIT 10.31 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, IS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIRD AMENDMENT TO AVAYA INC. RESELLER MASTER TERMS AND CONDITIONS BY AND BETWEEN AVAYA INC. AND NORTH AMERICAN COMMUNICATIONS RESOURCE, I

January 12, 2018 EX-10.32

Fourth Amendment to Avaya Inc. Reseller Master Terms and Conditions dated March 7, 2007 by and between Avaya Inc. and North American Communications Resource, Inc.

EX-10.32 EXHIBIT 10.32 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, IS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED. FOURTH AMENDMENT TO AVAYA INC. RESELLER MASTER TERMS AND CONDITIONS BY AND BETWEEN AVAYA INC. AND NORTH AMERICAN COMMUNICATIONS RESOURCE, INC. THIS FOURTH AMENDMENT (?F

January 12, 2018 S-4/A

FMCI / Forum Merger Corporation AMENDMENT NO. 2 TO FORM S-4

S-4/A 1 d475387ds4a.htm AMENDMENT NO. 2 TO FORM S-4 As filed with the U.S. Securities and Exchange Commission on January 12, 2018 Registration No. 333-221848 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delawa

January 12, 2018 EX-10.33

Fifth Amendment to Avaya Inc. Reseller Master Terms and Conditions by and between Avaya Inc. and North American Communications Resource, Inc., dated May 14, 2007

EX-10.33 EXHIBIT 10.33 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, IS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED. FIFTH AMENDMENT TO AVAYA INC. RESELLER MASTER TERMS AND CONDITIONS BY AND BETWEEN AVAYA INC. AND NORTH AMERICAN COMMUNICATIONS RESOURCE, INC. This Fifth Amendment (?Fif

January 12, 2018 EX-10.34

Sixth Amendment to Avaya Inc. Reseller Master Terms and Conditions by and between Avaya Inc. and North American Communications Resource, Inc., dated September 28, 2007

EX-10.34 EXHIBIT 10.34 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, IS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED. SIXTH AMENDMENT TO AVAYA INC. RESELLER MASTER TERMS AND CONDITIONS BY AND BETWEEN AVAYA INC. AND NORTH AMERICAN COMMUNICATIONS RESOURCE, INC. This Sixth Amendment (“Six

January 12, 2018 EX-10.30

Avaya Inc. Reseller Master Terms and Conditions dated July 3, 2002 by and between Avaya Inc. and North American Communications Resource, Inc. dba NACR, Inc.

EX-10.30 2 d475387dex1030.htm EX-10.30 Exhibit 10.30 AGREEMENT NO. VNERA1 02 05 15 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, IS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED. AVAYA INC. RESELLER MASTER TERMS AND CONDITIONS This Reseller Agreement (“Agreement”) is made effective as o

January 12, 2018 EX-10.36

Amendment No. 1 to the Systems Integrator Agreement dated June 30, 2016 between Cisco Systems, Inc. and ConvergeOne, Inc.

EX-10.36 EXHIBIT 10.36 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, IS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED. AMENDMENT NO. 1 TO THE SYSTEMS INTEGRATOR AGREEMENT This Amendment No. 1 (the ?Amendment?) to the Systems Integrator Agreement (the ?Agreement?), between Cisco Systems,

January 8, 2018 EX-99.1

Form of Forum Proxy Card

Exhibit 99.1 PRELIMINARY COPY?SUBJECT TO COMPLETION, DATED JANUARY 8, 2018 PROXY CARD FORUM MERGER CORPORATION c/o Forum Investors I, LLC 135 East 57th Street 8th Floor New York, New York 10022 SPECIAL MEETING OF STOCKHOLDERS THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF FORUM MERGER CORPORATION The undersigned appoints and as proxies, and each of them with full power to act witho

January 8, 2018 CORRESP

FMCI / Forum Merger Corporation CORRESP

CORRESP FORUM MERGER CORPORATION 135 East 57th Street, 8th Floor New York, New York 10022 January 8, 2018 VIA EDGAR U.

January 8, 2018 S-4/A

Agreement and Plan of Merger, dated as of November 30, 2017, by and among Forum Merger Corporation, FMC Merger Subsidiary Corp., FMC Merger Subsidiary LLC, Clearlake Capital Management III, L.P., and C1 Investment Corp. (Included as Annex A to the proxy statement/prospectus forming a part of this Registration Statement)

S-4/A 1 d475387ds4a.htm AMENDMENT NO. 1 TO FORM S-4 Table of Contents As filed with the U.S. Securities and Exchange Commission on January 8, 2018 Registration No. 333-221848 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FORUM MERGER CORPORATION (Exact name of registrant as specified in it

December 18, 2017 425

Clearlake Capital-Backed ConvergeOne Acquires AOS Strategic Acquisition Extends ConvergeOne’s Midwest Footprint and Broadens its Portfolio of Collaboration Services and Solutions Capabilities

Form 425 Filed by Forum Merger Corporation Pursuant to Rule 425 under the Securities Act of 1933 and Deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Forum Merger Corporation Registration Statement Number: 333-221848 News Release Clearlake Capital-Backed ConvergeOne Acquires AOS Strategic Acquisition Extends ConvergeOne’s Midwest Footprint and Broadens its Portfolio of Collaboration Services and Solutions Capabilities EAGAN, Minn.

December 1, 2017 EX-10.26

Term Loan Agreement dated June 20, 2017 among ConvergeOne Holdings Corp., C1 Intermediate Corp., the Lenders party thereto, and JPMorgan Chase Bank, N.A.

EX-10.26 9 d475387dex1026.htm EX-10.26 Exhibit 26 Execution Version $430,000,000 TERM LOAN AGREEMENT dated as of June 20, 2017 among CONVERGEONE HOLDINGS CORP., as the Borrower, C1 INTERMEDIATE CORP., as Holdings THE LENDERS PARTY HERETO, JPMORGAN CHASE BANK, N.A., as Administrative Agent and as Collateral Agent JPMORGAN CHASE BANK, N.A., CREDIT SUISSE SECURITIES (USA) LLC, WELLS FARGO SECURITIES,

December 1, 2017 EX-4.1

Form of Registration Rights Agreement

Exhibit 4.1 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is entered into as of the day of , 2018, by and among FORUM MERGER CORPORATION, a Delaware corporation (the ?Company?), and the parties set forth on Exhibit A hereto (collectively the ?Investors?). WHEREAS, the Company, C1 Investment Corp., a Delaware corporatio

December 1, 2017 EX-10.21

Offer letter dated June 16, 2014 between ConvergeOne Holdings Corp. and John Lyons

EX-10.21 5 d475387dex1021.htm EX-10.21 Exhibit 10.21 CONVERGEONE HOLDINGS CORP. June 16, 2014 John Lyons 66 Vine Road Larchmont, New York 10538 Re: Employment Terms Dear John: On behalf of ConvergeOne Holdings Corp. (the “Company”), I am pleased to confirm your employment terms agreement (the “Agreement”) with the Company. The effective date of this Agreement (the “Start Date”) will be the Closing

December 1, 2017 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 1, 2017 FORUM ME

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 1, 2017 FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporation or

December 1, 2017 EX-99.1

Good day, ladies and gentlemen, and welcome to the Forum Merger Corporation, ConvergeOne transaction conference call. At this time all participants are in a listen-only mode. If anyone should require operator assistance, please press star and then ze

EX-99.1 2 d504726dex991.htm EX-99.1 Exhibit 99.1 12/1/17 Operator: Good day, ladies and gentlemen, and welcome to the Forum Merger Corporation, ConvergeOne transaction conference call. At this time all participants are in a listen-only mode. If anyone should require operator assistance, please press star and then zero on your touchtone telephone. As a reminder, this conference call is being record

December 1, 2017 EX-99.1

ConvergeOne Announces Combination with Forum Merger Corporation to Become Publicly Listed Company Positions ConvergeOne to Execute on the Compelling Growth Opportunities in the Rapidly Evolving IT and Managed Services Markets Joint Investor Conferenc

Exhibit 99.1 ConvergeOne Announces Combination with Forum Merger Corporation to Become Publicly Listed Company Positions ConvergeOne to Execute on the Compelling Growth Opportunities in the Rapidly Evolving IT and Managed Services Markets Joint Investor Conference Call to be held on December 1, 2017 at 9am EST Eagan, MN and New York, NY ? December 1, 2017 ? ConvergeOne, a leading global IT service

December 1, 2017 EX-10.29

Guarantee and Collateral Agreement dated June 20, 2017 among C1 Intermediate Corp., ConvergeOne Holdings Corp., the Subsidiaries of ConvergeOne Holdings Corp. from time to time party thereto, and JPMorgan Chase Bank, N.A.

Exhibit 10.29 Execution Version GUARANTEE AND COLLATERAL AGREEMENT dated as of June 20, 2017 among C1 INTERMEDIATE CORP., CONVERGEONE HOLDINGS CORP., the Subsidiaries of ConvergeOne Holdings Corp. from time to time party hereto and JPMORGAN CHASE BANK, N.A., as Collateral Agent TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 SECTION 1.01. Credit Agreement 1 SECTION 1.02. Other Defined Terms 1 ARTIC

December 1, 2017 EX-10.24

Revolving Loan Credit Agreement dated June 20, 2017 among C1 Intermediate Corp., ConvergeOne Holdings Corp., ConvergeOne, Inc., the Lenders party thereto, Wells Fargo Commercial Distribution Finance, LLC, and Wells Fargo Bank, N.A.

Exhibit 10.24 Execution Version REVOLVING LOAN CREDIT AGREEMENT dated as of June 20, 2017, among C1 INTERMEDIATE CORP., as Holdings CONVERGEONE HOLDINGS CORP., as the Lead Borrower, CONVERGEONE, INC., as a Borrower, The other Borrowers from time to time party thereto as Borrowers THE LENDERS PARTY HERETO and WELLS FARGO COMMERCIAL DISTRIBUTION FINANCE, LLC, as Administrative Agent and Collateral A

December 1, 2017 EX-10.19

Offer letter dated June 16, 2014 between ConvergeOne Holdings Corp. and John A. McKenna, Jr.

Exhibit 10.19 CONVERGEONE HOLDINGS CORP. June 16, 2014 John A. McKenna, Jr. 19 Verna Field Road Fairfield, Connecticut 06430 Re: Employment Terms Dear John: On behalf of ConvergeOne Holdings Corp. (the ?Company?), I am pleased to confirm your employment terms agreement (the ?Agreement?) with the Company. The effective date of this Agreement (the ?Start Date?) will be the Closing Date as defined in

December 1, 2017 EX-10.2

Voting Agreement, dated November 30, 2017

EX-10.2 5 d486613dex102.htm EX-10.2 Exhibit 10.2 FINAL FORM VOTING AGREEMENT This Voting Agreement (this “Agreement”) is made as of November 30, 2017, by and among (i) Forum Merger Corporation, a Delaware corporation (including any successor entity thereto, “Parent”), (ii) C1 Investment Corp., a Delaware corporation (the “Company”), and (iii) Clearlake Capital Partners III (Master), L.P., a Delawa

December 1, 2017 EX-10.20

Offer letter dated June 16, 2014 between ConvergeOne Holdings Corp. and Jeffrey Nachbor

Exhibit 10.20 CONVERGEONE HOLDINGS CORP. June 16, 2014 Jeffrey Nachbor 3344 Highway 149 Eagan, MN 55121 Re: Employment Terms Dear Jeff: On behalf of ConvergeOne Holdings Corp. (the ?Company?), I am pleased to confirm your employment terms agreement (the ?Agreement?) with the Company. The effective date of this Agreement (the ?Start Date?) will be the Closing Date as defined in that certain Stock P

December 1, 2017 EX-10.22

Offer letter dated June 16, 2014 between ConvergeOne Holdings Corp. and Paul Maier

EX-10.22 Exhibit 10.22 CONVERGEONE HOLDINGS CORP. June 16, 2014 Paul Maier 160 Hillcrest Road Marshfield, Massachusetts 02050 Re: Employment Terms Dear Paul: On behalf of ConvergeOne Holdings Corp. (the “Company”), I am pleased to confirm your employment terms agreement (the “Agreement”) with the Company. The effective date of this Agreement (the “Start Date”) will be the Closing Date as defined i

December 1, 2017 EX-10.3

Sponsor Earnout Letter and Amendment to Escrow Agreement, dated November 30, 2017, by and among the Sponsor, Forum, C1, and the Seller Representative

Exhibit 10.3 FINAL FORM Forum Investors I, LLC 135 East 57th Street, 8th Floor, New York, New York November 30, 2017 Forum Merger Corporation c/o Forum Investors I, LLC 135 East 57th Street, 8th Floor New York, New York Attn: Chief Executive Officer C1 Investment Corp. 3344 Highway 149 Eagan, MN 55121 Attn: John McKenna, Chief Executive Officer Clearlake Capital Management III, L.P. 233 Wilshire B

December 1, 2017 EX-99.2

About this Presentation This presentation (the “Presentation”) contemplates the purchase by Forum Merger Corporation (“Forum”) of C1 Investment Corp. (“ConvergeOne” or the “Company”) by which ConvergeOne will become a subsidiary of Forum (the “Transa

Overview of the ConvergeOne Business Combination with Forum Merger Corporation December 1, 2017 Confidential Exhibit 99.

December 1, 2017 EX-4.1

Form of Registration Rights Agreement

Exhibit 4.1 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is entered into as of the day of , 2018, by and among FORUM MERGER CORPORATION, a Delaware corporation (the ?Company?), and the parties set forth on Exhibit A hereto (collectively the ?Investors?). WHEREAS, the Company, C1 Investment Corp., a Delaware corporatio

December 1, 2017 EX-2.1

Agreement and Plan of Merger, dated as of November 30, 2017, by and among Forum Merger Corporation, FMC Merger Subsidiary Corp., FMC Merger Subsidiary LLC, Clearlake Capital Management III, L.P., and C1 Investment Corp.

Exhibit 2.1 ANNEX A CONFIDENTIAL AGREEMENT AND PLAN OF MERGER by and among FORUM MERGER CORPORATION, as the Parent, FMC MERGER SUBSIDIARY CORP., as Merger Sub I, FMC MERGER SUBSIDIARY LLC, as Merger Sub II, CLEARLAKE CAPITAL MANAGEMENT III, L.P., in the capacity as the Seller Representative, and C1 INVESTMENT CORP., as the Company Dated as of November 30, 2017 TABLE OF CONTENTS Page I. MERGER 2 1.

December 1, 2017 EX-10.4

Form of Lock-up Agreement

Exhibit 10.4 FINAL FORM FORM OF LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this ?Agreement?) is made and entered into as of [?] 2018 by and between (i) Forum Merger Corporation, a Delaware corporation (including any successor entity thereto, ?Parent?) and (ii) the undersigned stockholder and/or optionholder (?Holder?) of the Company. Capitalized terms used but not otherwise defined in this Agreemen

December 1, 2017 EX-10.4

Form of Lock-Up Agreement

Exhibit 10.4 FINAL FORM FORM OF LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of [●] 2018 by and between (i) Forum Merger Corporation, a Delaware corporation (including any successor entity thereto, “Parent”) and (ii) the undersigned stockholder and/or optionholder (“Holder”) of the Company. Capitalized terms used but not otherwise defined in this Agreemen

December 1, 2017 EX-10.25

Guarantee and Collateral Agreement dated June 20, 2017 among C1 Intermediate Corp., ConvergeOne, Inc., ConvergeOne Holdings Corp., the Subsidiaries of ConvergeOne Holdings Corp. from time to time party thereto, and Wells Fargo Commercial Distribution Finance, LLC

Exhibit 10.25 GUARANTEE AND COLLATERAL AGREEMENT dated as of June 20, 2017 among C1 INTERMEDIATE CORP., CONVERGEONE, INC., CONVERGEONE HOLDINGS CORP., the Subsidiaries of ConvergeOne Holdings Corp. from time to time party hereto and WELLS FARGO COMMERCIAL DISTRIBUTION FINANCE, LLC, as Administrative Agent TABLE OF CONTENTS Page PRELIMINARY STATEMENT 1 ARTICLE I Definitions 1 SECTION 1.01. Credit A

December 1, 2017 EX-10.1

Form of Subscription Agreement

Exhibit 10.1 SUBSCRIPTION AGREEMENT Forum Merger Corporation c/o Forum Investors I, LLC 135 East 57th Street 8th Floor New York, New York 10022 November [ ], 2017 Ladies and Gentlemen: In connection with the proposed business combination (the “Transaction”) between Forum Merger Corporation, a Delaware corporation (the “Company”), and C1 Investment Corp., a Delaware corporation (“C1”), pursuant to

December 1, 2017 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 30, 2017 FORUM M

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 30, 2017 FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporati

December 1, 2017 EX-3.5

Form of Amended and Restated Bylaws

Exhibit 3.5 AMENDED AND RESTATED BYLAWS OF CONVERGEONE, INC. (A DELAWARE CORPORATION) AMENDED AND RESTATED BYLAWS OF CONVERGEONE, INC. (A DELAWARE CORPORATION) ARTICLE I OFFICES Section 1. Registered Office. The registered office of the corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle. Section 2. Other Offices. The corporation shall also have and mainta

December 1, 2017 EX-2.1

Agreement and Plan of Merger, dated as of November 30, 2017, by and among Forum, Merger Subs, Seller Representative, and C1

Exhibit 2.1 ANNEX A CONFIDENTIAL AGREEMENT AND PLAN OF MERGER by and among FORUM MERGER CORPORATION, as the Parent, FMC MERGER SUBSIDIARY CORP., as Merger Sub I, FMC MERGER SUBSIDIARY LLC, as Merger Sub II, CLEARLAKE CAPITAL MANAGEMENT III, L.P., in the capacity as the Seller Representative, and C1 INVESTMENT CORP., as the Company Dated as of November 30, 2017 TABLE OF CONTENTS Page I. MERGER 2 1.

December 1, 2017 EX-10.2

Voting Agreement, dated as of November 30, 2017, by and among the Company, C1 Investment Corp. and Clearlake Capital Partners III (Master), L.P. (4)

Exhibit 10.2 FINAL FORM VOTING AGREEMENT This Voting Agreement (this ?Agreement?) is made as of November 30, 2017, by and among (i) Forum Merger Corporation, a Delaware corporation (including any successor entity thereto, ?Parent?), (ii) C1 Investment Corp., a Delaware corporation (the ?Company?), and (iii) Clearlake Capital Partners III (Master), L.P., a Delaware limited partnership (?Holder?), s

December 1, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 1, 2017 FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporation or

December 1, 2017 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 30, 2017 FORUM M

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 30, 2017 FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporation o

December 1, 2017 EX-10.1

Form of Subscription Agreement

Exhibit 10.1 SUBSCRIPTION AGREEMENT Forum Merger Corporation c/o Forum Investors I, LLC 135 East 57th Street 8th Floor New York, New York 10022 November [ ], 2017 Ladies and Gentlemen: In connection with the proposed business combination (the “Transaction”) between Forum Merger Corporation, a Delaware corporation (the “Company”), and C1 Investment Corp., a Delaware corporation (“C1”), pursuant to

December 1, 2017 EX-10.27

Incremental Amendment dated July 28, 2017 among C1 Intermediate Corp., ConvergeOne Holdings Corp., the Guarantors party thereto, Credit Suisse AG, Cayman Islands Branch and JPMorgan Chase Bank, N.A.

EX-10.27 10 d475387dex1027.htm EX-10.27 Exhibit 10.27 Execution Version $75,000,000 INCREMENTAL AMENDMENT Dated as of July 28, 2017 among C1 INTERMEDIATE CORP., as Holdings CONVERGEONE HOLDINGS CORP., as Borrower THE GUARANTORS PARTY HERETO, CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH as Incremental Term Lender and JPMORGAN CHASE BANK, N.A. as Administrative Agent and Collateral Agent CREDIT SUISSE SE

December 1, 2017 S-4

As filed with the U.S. Securities and Exchange Commission on December 1, 2017

Table of Contents As filed with the U.S. Securities and Exchange Commission on December 1, 2017 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 6770 81-4619427 (State or Other Jurisdiction of Incorpor

December 1, 2017 EX-99.1

Form of Forum Proxy Card

Exhibit 99.1 PRELIMINARY COPY?SUBJECT TO COMPLETION, DATED DECEMBER 1, 2017 PROXY CARD FORUM MERGER CORPORATION c/o Forum Investors I, LLC 135 East 57th Street 8th Floor New York, New York 10022 SPECIAL MEETING OF STOCKHOLDERS THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF FORUM MERGER CORPORATION The undersigned appoints and as proxies, and each of them with full power to act with

December 1, 2017 EX-10.3

Sponsor Earnout Letter and Amendment to Escrow Agreement, dated November 30, 2017

Exhibit 10.3 FINAL FORM Forum Investors I, LLC 135 East 57th Street, 8th Floor, New York, New York November 30, 2017 Forum Merger Corporation c/o Forum Investors I, LLC 135 East 57th Street, 8th Floor New York, New York Attn: Chief Executive Officer C1 Investment Corp. 3344 Highway 149 Eagan, MN 55121 Attn: John McKenna, Chief Executive Officer Clearlake Capital Management III, L.P. 233 Wilshire B

December 1, 2017 EX-99.1

ConvergeOne Announces Combination with Forum Merger Corporation to Become Publicly Listed Company Positions ConvergeOne to Execute on the Compelling Growth Opportunities in the Rapidly Evolving IT and Managed Services Markets Joint Investor Conferenc

Exhibit 99.1 ConvergeOne Announces Combination with Forum Merger Corporation to Become Publicly Listed Company Positions ConvergeOne to Execute on the Compelling Growth Opportunities in the Rapidly Evolving IT and Managed Services Markets Joint Investor Conference Call to be held on December 1, 2017 at 9am EST Eagan, MN and New York, NY ? December 1, 2017 ? ConvergeOne, a leading global IT service

December 1, 2017 EX-99.2

About this Presentation This presentation (the “Presentation”) contemplates the purchase by Forum Merger Corporation (“Forum”) of C1 Investment Corp. (“ConvergeOne” or the “Company”) by which ConvergeOne will become a subsidiary of Forum (the “Transa

Overview of the ConvergeOne Business Combination with Forum Merger Corporation December 1, 2017 Confidential Exhibit 99.

December 1, 2017 EX-21.1

List of Subsidiaries

EX-21.1 Exhibit 21.1 LIST OF SUBSIDIARIES OF FORUM MERGER CORP. Subsidiary Jurisdiction FMC Merger Subsidiary Corp. Delaware FMC Merger Subsidiary LLC Delaware LIST OF SUBSIDIARIES OF C1 INVESTMENT CORP. Subsidiary Jurisdiction C1 Intermediate Corp. Delaware ConvergeOne Holdings Corp. Delaware ConvergeOne, Inc. Minnesota Annese & Associates, Inc. New York RGTS, Inc. Delaware RGT Utilities, Inc. De

December 1, 2017 EX-10.28

Incremental Amendment dated October 25, 2017 among C1 Intermediate Corp., ConvergeOne Holdings Corp., the Guarantors party thereto, Credit Suisse AG, Cayman Islands Branch and JPMorgan Chase Bank, N.A.

EX-10.28 11 d475387dex1028.htm EX-10.28 Exhibit 10.28 Execution Version $60,000,000 INCREMENTAL AMENDMENT Dated as of October 25, 2017 among C1 INTERMEDIATE CORP., as Holdings CONVERGEONE HOLDINGS CORP., as Borrower THE GUARANTORS PARTY HERETO, CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH as Incremental Term Lender and JPMORGAN CHASE BANK, N.A. as Administrative Agent and Collateral Agent CREDIT SUISSE

November 13, 2017 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 ☐ TRANSITION REPO

10-Q 1 f10q0917forummerger.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fr

August 14, 2017 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-38053 FORUM MERGER CORP

June 9, 2017 SC 13G

CVON / ConvergeOne Holdings, Inc. / Karpus Management, Inc. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13 G Under the Securities Exchange Act of 1934 Forum Merger Corporation (FMCI) (Name of Issuer) Common Stock (Title of Class of Securities) 34985b103 (CUSIP Number) May 31, 2017 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is fi

May 19, 2017 10-Q

CVON / ConvergeOne Holdings, Inc. 10-Q - Quarterly Report - QUARTERLY REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-38053 FORUM MERGER COR

May 10, 2017 SC 13G

FMCI / Forum Merger Corporation / Polar Asset Management Partners Inc. - SC 13G Passive Investment

Polar Asset Management Partners Inc. - Schedule 13G - Filed by newsfilecorp.com UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* FORUM MERGER CORP. (Name of Issuer) Class A Common stock, $0.0001 par value (Title of Class of Securities) 34985B103 (CUSIP Number) April 30, 2017 (Date of Event Which Require

April 28, 2017 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2017 FORUM MERG

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2017 FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of incorporation or o

April 28, 2017 EX-99.1

FORUM MERGER CORPORATION CLASS A COMMON STOCK, WARRANTS AND RIGHTS TO COMMENCE TRADING SEPARATELY ON MAY 2, 2017

Exhibit 99.1 FORUM MERGER CORPORATION CLASS A COMMON STOCK, WARRANTS AND RIGHTS TO COMMENCE TRADING SEPARATELY ON MAY 2, 2017 NEW YORK, NY, April 28, 2017 ? Forum Merger Corporation (the ?Company?) (NASDAQ: FMCIU) today announced that the holders of the Company?s units may elect to separately trade the Class A common stock, warrants and rights underlying the units commencing on May 2, 2017. No fra

April 24, 2017 EX-99.1

FORUM MERGER CORPORATION BALANCE SHEET

Exhibit 99.1 FORUM MERGER CORPORATION BALANCE SHEET April 12, Pro Forma Pro Forma 2017 Adjustments Totals (unaudited) (unaudited) ASSETS Current assets: Cash $ 578,490 $ - $ 578,490 Prepaid expenses and other current assets 24,400 - 24,400 Total Current Assets 602,890 - 602,890 Cash held in Trust Account 151,500,000 22,725,000 174,225,000 Total Assets $ 152,102,890 $ 22,725,000 $ 174,827,890 LIABI

April 24, 2017 EX-99.1

Joint Filing Agreement, by and among the Reporting Persons.

Exhibit 99.1 JOINT FILING AGREEMENT AGREEMENT dated as of April 24, 2017, by and between Forum Investors I, LLC, a Delaware limited liability company and Forum Capital Management, LLC, a Delaware limited liability company (together, the “Parties”). Each Party hereto represents to the other Party that it is eligible to use Schedule 13D to report its beneficial ownership of Common Stock, $0.0001 par

April 24, 2017 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2017 (April 18, 2017) FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of i

April 24, 2017 SC 13D

CVON / ConvergeOne Holdings, Inc. / Forum Investors I, Llc - SCHEDULE 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Forum Merger Corporation (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 34985B 103 (CUSIP Number) 135 East 57th Street 8th Floor New York, New York 10022 (Name, Address and Telephone Number of Person Authorized to Receive Notice

April 18, 2017 EX-99.1

FORUM MERGER CORPORATION INDEX TO BALANCE SHEET

Exhibit 99.1 FORUM MERGER CORPORATION INDEX TO BALANCE SHEET Page Report of Independent Registered Public Accounting Firm 2 Balance Sheet 3 Notes to the Balance Sheet 4 1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Audit Committee of the Board of Directors and Shareholders of Forum Merger Corporation We have audited the accompanying balance sheet of Forum Merger Corporation (the

April 18, 2017 8-K

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2017 (April 12, 2017) FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of i

April 17, 2017 SC 13G

FMCI / Forum Merger Corporation / BOOTHBAY FUND MANAGEMENT, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. N/A)* Forum Merger Corporation (Name of Issuer) Class A Common Stock (Title of Class of Securities) 34985B202 (CUSIP Number) April 7, 2017 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whi

April 12, 2017 EX-99.2

Forum Merger Corporation Completes $150,000,000 Initial Public Offering

Exhibit 99.2 Forum Merger Corporation Completes $150,000,000 Initial Public Offering NEW YORK, NY, April 12, 2017 / Forum Merger Corporation (Nasdaq: FMCIU) ("Forum" or the "Company"), a company formed for the purpose of entering into a merger, share exchange, asset acquisition or other similar business combination with one or more businesses or entities, today announced the closing of its initial

April 12, 2017 EX-10.3

Stock Escrow Agreement, dated April 6, 2017 between Forum, Forum Investors I, LLC and Continental Stock Transfer & Trust Company

Exhibit 10.3 STOCK ESCROW AGREEMENT STOCK ESCROW AGREEMENT, dated as of April 6, 2017 (?Agreement?), by and among FORUM MERGER CORPORATION, a Delaware corporation (?Company?), FORUM INVESTORS I, LLC, a Delaware limited liability company (the ?Founder?) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (?Escrow Agent?). WHEREAS, the Company has entered into an Underwriting Agre

April 12, 2017 EX-10.4

Registration Rights Agreement among Forum and Forum Investors I, LLC

Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is entered into as of the 6th day of April, 2017, by and between Forum Merger Corporation, a Delaware corporation (the ?Company?), and Forum Investors I, LLC (the ?Investor?). WHEREAS, the Investor currently holds all of the issued and outstanding securities of the Company; WHEREAS, the Investor and th

April 12, 2017 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 12, 2017 (April 6,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 12, 2017 (April 6, 2017) FORUM MERGER CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38053 81-4619427 (State or other jurisdiction of in

April 12, 2017 EX-1.1

Underwriting Agreement between the Company and EarlyBirdCapital, Inc.

Exhibit 1.1 15,000,000 Units FORUM MERGER CORPORATION UNDERWRITING AGREEMENT New York, New York April 6, 2017 EarlyBirdCapital, Inc. 366 Madison Avenue New York, New York 10017 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: Forum Merger Corporation, a Delaware corporation (the ?Company?), hereby confirms its agreement with EarlyBirdCapital, Inc. (the ?Repres

April 12, 2017 EX-10.10

Form of Unit Purchase Option between Forum and EBC and it designees

Exhibit 10.10 THE REGISTERED HOLDER OF THIS PURCHASE OPTION BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE OPTION EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE OPTION AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE OPTION FOR A PERIOD OF 180 DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYO

April 12, 2017 EX-10.1

Investment Management Trust Account Agreement, dated April 6, 2017, between Continental Stock Transfer & Trust Company and Forum

Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Agreement is made as of April 6, 2017 by and between Forum Merger Corporation (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”). WHEREAS, the Company’s registration statements on Form S-1, Nos. 333-216842 and 333-217187 (collectively, the “Registration Statement”), for its initial public offering of securities (“IPO”)

April 12, 2017 EX-10.7

Second Amended and Restated Unit Subscription Agreement dated April 6, 2017 among Forum and Forum Investors I, LLC

Exhibit 10.7 AMENDED AND RESTATED UNIT SUBSCRIPTION AGREEMENT This AMENDED AND RESTATED UNIT SUBSCRIPTION AGREEMENT (this ?Agreement?) is made as of the 6th day of April 2017, by and between Forum Merger Corporation, a Delaware corporation (the ?Company?), having its principal place of business at 135 East 57th Street, 8th Floor, New York, NY 10022, and Forum Investors I, LLC, a Delaware limited l

April 12, 2017 EX-99.1

Forum Merger Corporation Announces Pricing of $150 Million Initial Public Offering

Exhibit 99.1 Forum Merger Corporation Announces Pricing of $150 Million Initial Public Offering New York, April 6, 2017 / Forum Merger Corporation (NASDAQ: FMCIU, the “Company” or “Forum”) announced today that it priced its initial public offering of 15,000,000 units at $10.00 per unit. The units are expected to be listed in on The NASDAQ Capital Market (“NASDAQ”) and trade under the ticker symbol

Fintel data has been cited in the following publications:
Daily Mail Fox Business Business Insider Wall Street Journal The Washington Post Bloomberg Financial Times Globe and Mail
NASDAQ.com Reuters The Guardian Associated Press FactCheck.org Snopes Politifact
Federal Register The Intercept Forbes Fortune Magazine TheStreet Time Magazine Canadian Broadcasting Corporation International Business Times
Cambridge University Press Investopedia MarketWatch NY Daily News Entrepreneur Newsweek Barron's El Economista