O.K., this is not a huge deal, but I felt like it was still worth noting. According to the U.S. Security Exchange Commission filing that covered Google’s finalized acquisition of Motorola Mobility, it was revealed that Google actually bought the company for $12.9 billion, and not $12.5 billion as first estimated when the buyout was announced last August.
On May 22, 2012, pursuant to the terms of the Agreement and Plan of Merger, dated as of August 15, 2011 (the “Merger Agreement”), by and among Google Inc. (the “Company”), RB98 Inc. (“Merger Sub”) and Motorola Mobility Holdings, Inc. (“Motorola Mobility”), the Company completed the acquisition of Motorola Mobility through the merger of Merger Sub with and into Motorola Mobility, with Motorola Mobility continuing as the surviving corporation (the “Merger”). As a result of the Merger, Motorola Mobility became a wholly owned subsidiary of the Company and each share of Motorola Mobility’s common stock, par value $0.01 per share, other than shares owned directly or indirectly by the Company or Merger Sub or held by Motorola Mobility as treasury stock immediately prior to the effective time of the Merger and shares held by stockholders that have properly exercised their appraisal rights in accordance with Delaware law, was canceled and converted into the right to receive $40.00 in cash, without interest and less any applicable tax withholdings. Based on the aggregate number, immediately prior to the effective time of the Merger, of the (A) shares of Motorola Mobility common stock, (B) options to purchase shares of Motorola Mobility common stock with exercise prices less than $40.00, and (C) other Motorola Mobility stock-based awards, the total purchase price was approximately $12.9 billion, assuming all unvested equity awards vest. The increase in the estimated total purchase price (from the original estimate of approximately $12.5 billion) was related primarily to issuances of additional equity awards since the date of execution of the Merger Agreement in accordance with its terms. The foregoing description does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Merger Agreement filed herewith as Exhibit 2.1, which is incorporated herein by reference.
Check out the full break-down of the acquisition from earlier this afternoon>>
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