AGREEMENT AND PLAN OF MERGER BY AND AMONG ELECTRONIC ARTS INC., PLUMPJACK ACQUISITION CORPORATION, POPCAP GAMES, INC., DAVID L. ROBERTS, AS EARNOUT REPRESENTATIVE, DAVID L. ROBERTS, AS SHAREHOLDER REPRESENTATIVE, AND, WITH RESPECT TO ARTICLES VII,...Merger Agreement • July 12th, 2011 • Electronic Arts Inc. • Services-prepackaged software • Delaware
THIS AGREEMENT AND PLAN OF MERGER (the “Agreement”) is made and entered into as of July 11, 2011 by and among Electronic Arts Inc., a Delaware corporation (“Parent”), Plumpjack Acquisition Corporation, a Washington corporation and a wholly owned subsidiary of Parent (“Sub”), PopCap Games, Inc., a Washington corporation (the “Company”), David L. Roberts as Earnout Representative, David L. Roberts as shareholder representative (the “Shareholder Representative”), and, with respect to Article VII, Article VIII and Article IX hereof only, U.S. Bank National Association as Escrow Agent.
STOCK CONSIDERATION AGREEMENTStock Consideration Agreement • July 12th, 2011 • Electronic Arts Inc. • Services-prepackaged software • Delaware
This Stock Consideration Agreement (this “Agreement”) is dated as of July 11, 2011, and is between Electronic Arts Inc., a Delaware corporation (“Parent”), and [ ] (“Shareholder”).
