AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER by and among INSTRUCTURE HOLDINGS, LLC (f/k/a PIV PURCHASER, LLC), PIV MERGER SUB, INC. and INSTRUCTURE, INC. Dated as of February 17, 2020Agreement and Plan of Merger • February 18th, 2020 • Instructure Inc • Services-prepackaged software • Delaware
THIS AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of February 17, 2020 (the “Agreement Date”), by and among Instructure Holdings, LLC, formerly known as PIV Purchaser, LLC, a Delaware limited liability company (“Parent”), PIV Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Instructure, Inc., a Delaware corporation (the “Company”). Each of Parent, Merger Sub and the Company are sometimes referred to as a “Party.” All capitalized terms that are used in this Agreement have the respective meanings given to them in Article I.
