Open Lending Corporation Merger Agreement

Open Lending Corporation has entered into an Agreement and Plan of Merger with ANV Group Holdings Ltd. and Lakers Acquisition Sub, Inc. The agreement outlines a tender offer where Merger Sub will purchase all outstanding shares of Open Lending for $3.15 per share. Following the tender offer, a merger will occur, making Open Lending an indirect wholly owned subsidiary of ANV Group Holdings Ltd. The deal is subject to customary closing conditions, including antitrust approvals and a minimum tender condition. Key executives and stockholders have entered into support agreements, committing to tender their shares. The transaction is expected to close by October 15, 2026, with potential extensions. The merger agreement includes provisions for accelerated vesting of stock options and restricted stock units, with holders receiving cash consideration. The board of directors of Open Lending has unanimously approved the merger and recommends that stockholders tender their shares.