AGREEMENT AND PLAN OF MERGER BY AND AMONG SKYWORKS SOLUTIONS, INC., SILVER BULLET ACQUISITION CORP., SIGE SEMICONDUCTOR, INC. AND SHAREHOLDER REPRESENTATIVE SERVICES LLC, AS COMPANY STOCKHOLDER REPRESENTATIVE Dated as of May 17, 2011Agreement and Plan of Merger • November 17th, 2011 • Skyworks Solutions, Inc. • Semiconductors & related devices • Delaware
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of May 17, 2011 by and among Skyworks Solutions, Inc., a Delaware corporation (the “Buyer”), Silver Bullet Acquisition Corp., a Delaware corporation and a direct wholly-owned subsidiary of the Buyer (“Merger Sub”), SiGe Semiconductor, Inc., a Delaware corporation (the “Company”), and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the representative and agent of the Company Stockholders (the “Company Stockholder Representative”).
