EXECUTION COPY AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among: ROVI CORPORATION., a Delaware corporation; SPARTA ACQUISITION SUB, INC., a California corporation; and SONIC SOLUTIONS, a California corporation Dated as of December 22, 2010Agreement and Plan of Merger and Reorganization • December 27th, 2010 • Rovi Corp • Periodicals: publishing or publishing & printing • California
THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (“Agreement”) is made and entered into as of December 22, 2010, by and among: ROVI CORPORATION, a Delaware corporation (“Parent”); SPARTA ACQUISITION SUB, INC., a California corporation and a wholly-owned direct or indirect subsidiary of Parent (“Acquisition Sub”); and SONIC SOLUTIONS, a California corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
