AGREEMENT AND PLAN OF MERGER by and among: MAXIM INTEGRATED PRODUCTS, INC., a Delaware corporation, VICTORY MERGER SUB, INC., a Delaware corporation, and VOLTERRA SEMICONDUCTOR CORPORATION, a Delaware corporation Dated as of August 15, 2013Agreement and Plan of Merger • August 19th, 2013 • Volterra Semiconductor Corp • Semiconductors & related devices • Delaware
THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of August 15, 2013, by and among: Maxim Integrated Products, Inc., a Delaware corporation (“Parent”), Victory Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Acquisition Sub”), and Volterra Semiconductor Corporation, a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
TENDER AND SUPPORT AGREEMENTTender and Support Agreement • August 19th, 2013 • Volterra Semiconductor Corp • Semiconductors & related devices • Delaware
THIS TENDER AND SUPPORT AGREEMENT (“Agreement”) is made and entered into as of August 15, 2013, by and among: Maxim Integrated Products, Inc., a Delaware corporation (“Parent”), Victory Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Acquisition Sub”), and each of the stockholders set forth on Exhibit A, in their individual capacities (the “Stockholders”). Capitalized terms used but not defined herein have the definitions given to them in the Merger Agreement (as defined below).
