0001193125-19-322860 Sample Contracts

AGREEMENT AND PLAN OF MERGER AND REORGANIZATION by and among XPERI CORPORATION, TIVO CORPORATION, XRAY-TWOLF HOLDCO CORPORATION, XRAY MERGER SUB CORPORATION and TWOLF MERGER SUB CORPORATION December 18, 2019

Agreement and Plan of Merger and Reorganization • December 24th, 2019 • Xperi Corp • Semiconductors & related devices • Delaware

• Contract Type
  Agreement and Plan of Merger and Reorganization
• Filed
  December 24th, 2019
• Company
  Xperi Corp
• Industry
  Semiconductors & related devices
• Jurisdiction
  Delaware

This AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Agreement”), is made and entered into as of December 18, 2019 (the “Agreement Date”), by and among Xperi Corporation, a Delaware corporation (“XRAY”), TiVo Corporation, a Delaware corporation (“TWOLF”), XRAY-TWOLF HoldCo Corporation, a Delaware corporation (“Holdco”), XRAY Merger Sub Corporation, a Delaware corporation and wholly owned subsidiary of Holdco (“XRAY Merger Sub”), and TWOLF Merger Sub Corporation, a Delaware corporation and wholly owned subsidiary of Holdco (“TWOLF Merger Sub” and together with XRAY Merger Sub, the “Merger Subs”).