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Digital World Acquisition Corp (DWAC) enters retention bonus agreement with TMTG

February 12, 2024 7:06 AM EST

Digital World Acquisition Corp (NASDAQ: DWAC) announced

In support of Digital World Acquisition Corp.’s (“Digital World” or “Company”) proposed initial business combination (the “Business Combination”) with Trump Media & Technology Group Corp. (“TMTG”), Digital World entered into a retention bonus agreement with TMTG (the “Retention Bonus Agreement”), effective as of February 12, 2024.

The Retention Bonus Agreement is consistent with the objective of attracting and retaining the employees and other personnel associated with TMTG (“Affiliates”) to ensure the continuity of TMTG’s ongoing business. Digital World agrees that it shall be liable for the payment of certain cash bonuses in the cumulative amount of up to $6,380,000.00 (the “Cash Retention Bonuses”) to the Affiliates, as set forth on Schedule A of the Retention Bonus Agreement. The Cash Retention Bonuses will be payable concurrently with the consummation of the Business Combination.

The Affiliates will be eligible to receive a Cash Retention Bonus if: (1) he or she is employed by or otherwise contractually affiliated with TMTG on the date the Cash Retention Bonus is payable as set forth in the definition of “Retention Period”, and (2) he or she has not forfeited the Cash Retention Bonus as set forth in the Retention Bonus Agreement. “Retention Period” is the period between the date of the Retention Bonus Agreement and the date of closing of the Business Combination. TMTG will pay the Cash Retention Bonus on the next regularly scheduled pay date after closing of the Business Combination and satisfaction of all conditions set forth in the Retention Bonus Agreement. The obligation of Digital World to pay the Cash Retention Bonuses is exclusively a responsibility to TMTG and does not establish any form of direct or indirect liability, nor does it imply any constructive legal duty, to the Affiliates who are recipients of the Cash Retention Bonuses.

This summary of the Retention Bonus Agreement is qualified in its entirety by reference to the Retention Bonus Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K.



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