Xperi Inc. (XPER): M&A transaction — Xperi closes $80M sale of Perceive subsidiary to Amazon; expects ~$52M net proceeds

Xperi Inc.

Sale of Perceive Corporation to Amazon.com Services for $80M cash closed Oct. 2, 2024.
Net proceeds estimated ~$52M after taxes, fees; $12M holdback for indemnification.
Company intends to use a portion of net proceeds to repurchase common stock.
Transaction expected to improve Xperi's adjusted EBITDA margin by ~1 percentage point annually.
Xperi indirectly owns 76.2% of Perceive; noncontrolling interest reflects minority share.

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.99

Xperi Inc. completed a disposition involving Amazon.com Services LLC for $80 million in cash, inclusive of a holdback to secure indemnification obligations (closed 2024-10-02).

Action: disposition
Counterparty: Amazon.com Services LLC
Consideration: $80 million in cash, inclusive of a holdback to secure indemnification obligations
Closing: 2024-10-02

Exact text from the filing

On October 2, 2024, Xperi Inc. (the “ Company ”) closed the previously announced transaction contemplated by that certain Asset Purchase Agreement (the “ Agreement ”), dated August 14, 2024, between the Company, Perceive Corporation (“ Seller ”) (of which the Company indirectly owns approximately 76.2% of the equity interests), and Amazon.com Services LLC (“ Buyer ”) pursuant to which Buyer agreed to purchase and assume from Seller substantially all the assets and certain liabilities of Seller for $80 million in cash, including a holdback to secure the Company’s and Seller’s indemnification obligations (the “ Transaction ”).

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Source: SEC EDGAR

accession 0000950170-24-111714

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