0001193125-14-418491 Sample Contracts

AGREEMENT AND PLAN OF MERGER BY AND AMONG M/A-COM TECHNOLOGY SOLUTIONS INC., BINOPTICS CORPORATION, BOREALIS MERGER SUB, INC. AND ITHACA STOCKHOLDERS’ AGENT, LLC, AS STOCKHOLDERS’ AGENT NOVEMBER 17, 2014

Agreement and Plan of Merger • November 19th, 2014 • M/a-Com Technology Solutions Holdings, Inc. • Semiconductors & related devices • New York

• Contract Type
  Agreement and Plan of Merger
• Filed
  November 19th, 2014
• Company
  M/a-Com Technology Solutions Holdings, Inc.
• Industry
  Semiconductors & related devices
• Jurisdiction
  New York

This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of November 17, 2014, by and among M/A-COM Technology Solutions Inc., a Delaware corporation (“Parent”), BinOptics Corporation, a Delaware corporation (the “Company”), Borealis Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Ithaca Stockholders’ Agent, LLC, a New York limited liability company, as Stockholders’ Agent (“Stockholders’ Agent”). Parent, the Company, and Merger Sub are sometimes referred to in this Agreement individually as a “Party,” and collectively as the “Parties.”