SHARE PURCHASE AGREEMENT by and among NVIDIA CORPORATION, a Delaware corporation, NVIDIA INTERNATIONAL HOLDINGS INC., a Delaware corporation, ARM LIMITED, a company organized under the laws of England & Wales, SOFTBANK GROUP CAPITAL LIMITED, a company...Share Purchase Agreement • September 14th, 2020 • Nvidia Corp • Semiconductors & related devices • New York
THIS SHARE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of September 13, 2020 (the “Agreement Date”), by and among NVIDIA Corporation, a Delaware corporation (“Parent”), NVIDIA International Holdings Inc., a Delaware corporation, and a direct or indirect, wholly owned Subsidiary of Parent (“Acquirer”), Arm Limited, a company organized under the laws of England & Wales with registered number 02557590 (the “Company”), SoftBank Group Capital Limited, a company organized under the laws of England & Wales with registered number 09569889 (“SoftBank”), and SVF Holdco (UK) Limited, a company organized under the laws of England & Wales with registered number 02548782 (the “Vision Fund”, and together with SoftBank, the “Sellers” and each a “Seller”). Certain other capitalized terms used herein are defined in Exhibit A.
