AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • November 19th, 2012 • Viggle Inc. • Services-computer programming, data processing, etc. • New York
This AGREEMENT AND PLAN OF MERGER is made and entered into as of November 16, 2012, by and among VIGGLE INC., a Delaware corporation (“Parent”), VX ACQUISITION CORP., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), ADAPTIVEBLUE, INC., a Delaware corporation (the “Company”) and SHAREHOLDER REPRESENTATIVE SERVICES LLC, a Colorado limited liability company, solely in its capacity as the Stockholders’ Agent. Certain other capitalized terms used in this Agreement are defined in Annex I.
