THIS STOCK OPTION AGREEMENT (this "Agreement") is made and entered into as --------- of October 26, 2000, among MICROCHIP TECHNOLOGY INCORPORATED, a Delaware corporation ("Parent"), and TELCOM SEMICONDUCTOR, INC., a Delaware corporation ------ (the...Stock Option Agreement • November 3rd, 2000 • Microchip Technology Inc • Semiconductors & related devices • Delaware
CREDIT AGREEMENTCredit Agreement • November 13th, 1997 • Microchip Technology Inc • Semiconductors & related devices • Arizona
AMONGCredit Agreement • June 7th, 2000 • Microchip Technology Inc • Semiconductors & related devices • Arizona
MICROCHIP TECHNOLOGY INCORPORATED AND COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of May 31, 2024 0.75% Convertible Senior Notes due 2030Indenture • May 31st, 2024 • Microchip Technology Inc • Semiconductors & related devices • New York
INDENTURE dated as of May 31, 2024 between MICROCHIP TECHNOLOGY INCORPORATED, a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association and limited purpose trust company organized under the laws of the United States, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
CREDIT AGREEMENTCredit Agreement • November 13th, 1996 • Microchip Technology Inc • Semiconductors & related devices • Arizona
Exhibit 10.1 MODIFICATION AGREEMENT BY THIS MODIFICATION AGREEMENT (the "Agreement"), made and entered into as of the 31st day of August, 2000, MICROCHIP TECHNOLOGY INCORPORATED, a Delaware corporation, as Borrower, BANK ONE, NA, a national banking...Modification Agreement • November 14th, 2000 • Microchip Technology Inc • Semiconductors & related devices • Arizona
Common StockUnderwriting Agreement • January 16th, 1997 • Microchip Technology Inc • Semiconductors & related devices • Maryland
J.P. MORGAN CREDIT AGREEMENT dated as of August 12, 2011 among MICROCHIP TECHNOLOGY INCORPORATED The Lenders Party Hereto JPMORGAN CHASE BANK, N.A.as Administrative Agent WELLS FARGO BANK, NATIONAL ASSOCIATIONas Syndication Agent andBRANCH BANKING AND...Credit Agreement • August 18th, 2011 • Microchip Technology Inc • Semiconductors & related devices • New York
CREDIT AGREEMENT (this “Agreement”) dated as of August 12, 2011 among MICROCHIP TECHNOLOGY INCORPORATED, the LENDERS from time to time party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent, and BRANCH BANKING AND TRUST COMPANY, HSBC BANK USA, NATIONAL ASSOCIATION and U.S. BANK NATIONAL ASSOCIATION, as Co-Documentation Agents.
Microchip Technology Incorporated 5.050% Senior Notes due 2029 Underwriting AgreementUnderwriting Agreement • March 7th, 2024 • Microchip Technology Inc • Semiconductors & related devices • New York
ADDENDUM TO DEVELOPMENT AGREEMENT BETWEEN CITY OF TEMPE AND MICROCHIP TECHNOLOGY INC.Development Agreement • May 15th, 2001 • Microchip Technology Inc • Semiconductors & related devices
EXHIBIT 1.1 1,100,000 Shares Microchip Technology Incorporated Common Stock ($0.001 par value per share) UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • December 8th, 1999 • Microchip Technology Inc • Semiconductors & related devices • New York
ADOPTION AGREEMENT ARTICLE 1Adoption Agreement • December 6th, 2002 • Microchip Technology Inc • Semiconductors & related devices
WITNESSETH:Purchase and Sale Agreement • July 26th, 2000 • Microchip Technology Inc • Semiconductors & related devices • Washington
Dealer Dealer Address]Call Option Transaction • May 31st, 2024 • Microchip Technology Inc • Semiconductors & related devices
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [Dealer] (“Dealer”) and Microchip Technology Incorporated, a Delaware corporation (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
ANDPreferred Shares Rights Agreement • October 12th, 1999 • Microchip Technology Inc • Semiconductors & related devices • Delaware
BY AND AMONGAgreement and Plan of Reorganization • October 30th, 2000 • Microchip Technology Inc • Semiconductors & related devices • Delaware
Microchip Technology Incorporated $1,000,000,000 0.983% Senior Secured Notes due 2024 Purchase AgreementPurchase Agreement • May 21st, 2021 • Microchip Technology Inc • Semiconductors & related devices • New York
CREDIT AGREEMENT dated as of June 27, 2013 among MICROCHIP TECHNOLOGY INCORPORATED The Lenders Party Hereto JPMORGAN CHASE BANK, N.A. as Administrative Agent WELLS FARGO BANK, NATIONAL ASSOCIATION, BANK OF AMERICA, N.A., HSBC BANK USA, NATIONAL...Credit Agreement • June 28th, 2013 • Microchip Technology Inc • Semiconductors & related devices • New York
CREDIT AGREEMENT (this “Agreement”) dated as of June 27, 2013 among MICROCHIP TECHNOLOGY INCORPORATED, the LENDERS from time to time party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, BANK OF AMERICA, N.A., HSBC BANK USA, NATIONAL ASSOCIATION and U.S. BANK NATIONAL ASSOCIATION, as Co-Syndication Agents, and SUNTRUST BANK, BMO HARRIS BANK, N.A., MORGAN STANLEY MUFG LOAN PARTNERS, LLC (acting through The Bank of Tokyo-Mitsubishi UFJ, Ltd. and Morgan Stanley Bank, N.A.), COMPASS BANK, FIFTH THIRD BANK and SUMITOMO MITSUI BANKING CORPORATION, as Co-Documentation Agents.
A. The Company, Merger Sub (as defined below) and Parent have entered into an Agreement and Plan of Reorganization of even date herewith (the "Reorganization Agreement"), which provides for the merger (the "Merger") of ------------------------ ------...Company Voting Agreement • November 3rd, 2000 • Microchip Technology Inc • Semiconductors & related devices • Delaware
Registration Rights AgreementRegistration Rights Agreement • December 7th, 2007 • Microchip Technology Inc • Semiconductors & related devices • New York
Microchip Technology Incorporated, a Delaware corporation (the “Company”) proposes to issue and sell to the initial purchasers (the “Initial Purchasers”) listed in Schedule 1 of the purchase agreement, for whom you are acting as representative, dated December 3, 2007, among the Company and the Initial Purchasers (the “Purchase Agreement”) $1,030,000,000 aggregate principal amount of its 2.125% Junior Subordinated Convertible Debentures due 2037 (the “Firm Debentures”), and at the election of the Initial Purchasers an additional $120,000,000 aggregate principal amount of the Company’s 2.125% Junior Subordinated Convertible Debentures due 2037 sole to cover over-allotments (the “Additional Debentures” and, together with the Firm Debentures, the “Debentures”), in each case, upon the terms and subject to the conditions set forth in the Purchase Agreement.
MICROCHIP TECHNOLOGY INCORPORATED as Issuer AND WELLS FARGO BANK, NATIONAL ASSOCIATION as TrusteeIndenture • December 7th, 2007 • Microchip Technology Inc • Semiconductors & related devices • New York
INDENTURE, dated as of December 7, 2007, between Microchip Technology Incorporated, a corporation duly organized and existing under the laws of the State of Delaware, as Issuer (the “Company”), having its principal office at 2355 W. Chandler Blvd., Chandler, Arizona 85224 and Wells Fargo Bank, National Association, as Trustee (the “Trustee”).
AGREEMENT AND PLAN OF MERGERMerger Agreement • May 30th, 2012 • Microchip Technology Inc • Semiconductors & related devices • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of May 1, 2012, by and among MICROCHIP TECHNOLOGY INCORPORATED, a Delaware corporation (“Parent”), MICROCHIP TECHNOLOGY MANAGEMENT CO., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and STANDARD MICROSYSTEMS CORPORATION, a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the respective meanings ascribed thereto in Article I.
AGREEMENT AND PLAN OF MERGER by and among MICROCHIP TECHNOLOGY INCORPORATED MAMBO ACQUISITION CORP., MAMBO ACQUISITION LLC and MICREL, INCORPORATED Dated as of May 7, 2015Merger Agreement • May 8th, 2015 • Microchip Technology Inc • Semiconductors & related devices • California
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of May 7, 2015, by and among Microchip Technology Incorporated, a Delaware corporation (“Parent”), Mambo Acquisition Corp., a California corporation and a wholly owned subsidiary of Parent (“Merger Sub”), Mambo Acquisition LLC, a California limited liability company and a wholly owned subsidiary of Parent (“Merger Sub LLC”) and Micrel, Incorporated, a California corporation (the “Company”). All capitalized terms used in this Agreement shall have the respective meanings ascribed thereto in Article I.
FORM OFCompany Affiliate Agreement • November 3rd, 2000 • Microchip Technology Inc • Semiconductors & related devices • Delaware
MICROCHIP TECHNOLOGY INCORPORATED CHANGE OF CONTROL SEVERANCE AGREEMENT (Double Trigger)Change of Control Severance Agreement • December 18th, 2008 • Microchip Technology Inc • Semiconductors & related devices • Arizona
This Change of Control Severance Agreement (the “Agreement”) was originally made and entered into by and between ________________ (the “Employee”) and Microchip Technology Incorporated (the “Company”), effective as of ________________, and is hereby amended and restated in its entirety effective as of the last date signed below in order to comply with Internal Revenue Code Section 409A.
ContractPledge and Security Agreement • May 28th, 2021 • Microchip Technology Inc • Semiconductors & related devices • New York
THIS PLEDGE AND SECURITY AGREEMENT is subject to the terms and provisions of the First Lien Priority Intercreditor Agreement, dated as of May 29, 2018 (as such agreement is supplemented by Joinder No. 1, dated March 27, 2020, Joinder No. 2, dated May 29, 2020, Joinder No. 3, dated December 17, 2020, and Joinder No. 4, dated May 28, 2021, and as may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Intercreditor Agreement”), among JPMorgan Chase Bank, N.A., as authorized representative for the Credit Agreement Secured Parties referred to therein, and Wells Fargo Bank, National Association, as authorized representative for the Notes Secured Parties referred to therein, the other authorized representatives from time to time party thereto and each of the other parties referred to therein.
AGREEMENT AND PLAN OF MERGERMerger Agreement • May 30th, 2014 • Microchip Technology Inc • Semiconductors & related devices • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of February 9, 2014 by and among MICROCHIP TECHNOLOGY INCORPORATED, a Delaware corporation (“Parent”), ORCHID ACQUISITION CORPORATION, a California corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and SUPERTEX, INC., a California corporation (the “Company”). All capitalized terms used in this Agreement shall have the respective meanings ascribed thereto in Article I.
ContractPledge and Security Agreement • March 27th, 2020 • Microchip Technology Inc • Semiconductors & related devices • New York
THIS PLEDGE AND SECURITY AGREEMENT is subject to the terms and provisions of the First Lien Priority Intercreditor Agreement, dated as of May 29, 2018 (as such agreement is supplemented by Joinder No. 1, dated March 27, 2020 and as may be further amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Intercreditor Agreement”), among JPMorgan Chase Bank, N.A., as authorized representative for the Credit Agreement Secured Parties referred to therein, Wells Fargo Bank, National Association, as authorized representative for the Notes Secured Parties referred to therein, the other authorized representatives from time to time party thereto and each of the Loan Parties referred to therein.
AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 18, 2018 among MICROCHIP TECHNOLOGY INCORPORATED The Lenders Party Hereto JPMORGAN CHASE BANK, N.A. as Administrative Agent WELLS FARGO BANK, NATIONAL ASSOCIATION, BANK OF AMERICA, N.A., HSBC BANK...Credit Agreement • May 18th, 2018 • Microchip Technology Inc • Semiconductors & related devices • Delaware
AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of May 18, 2018, among MICROCHIP TECHNOLOGY INCORPORATED, the LENDERS from time to time party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, BANK OF AMERICA, N.A., HSBC BANK USA, N.A., BMO HARRIS BANK, N.A., U.S. BANK NATIONAL ASSOCIATION, SUNTRUST BANK, MUFG BANK, LTD., FORMERLY KNOWN AS THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., FIFTH THIRD BANK, ROYAL BANK OF CANADA, DBS BANK LTD., MIZUHO BANK, LTD., BNP PARIBAS and THE BANK OF NOVA SCOTIA, as Co-Syndication Agents, and BBVA COMPASS and CITIZENS BANK, N.A., as Co-Documentation Agents.
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • February 23rd, 2010 • Microchip Technology Inc • Semiconductors & related devices
This Amendment No. 1 (this “Amendment”) to that certain Agreement and Plan of Merger, dated as of February 2, 2010 (the “Merger Agreement”), by and among Silicon Storage Technology, Inc., a California corporation (the “Company”), Microchip Technology Incorporated, a Delaware corporation (“Parent”), and Sun Acquisition Corporation, a California corporation and wholly-owned subsidiary of Parent (“Merger Sub”), is made and entered into as of February 22, 2010 by and among the Company, Parent and Merger Sub. All capitalized terms that are used in this Amendment but not defined in this Amendment shall have the respective meanings ascribed thereto in the Merger Agreement.
GUARANTYGuaranty • March 27th, 2020 • Microchip Technology Inc • Semiconductors & related devices • New York
THIS GUARANTY (as amended, restated, supplemented or otherwise modified from time to time, this “Guaranty”) is made as of March 27, 2020, by and among each of the undersigned (the “Initial Guarantors”) and along with any additional Subsidiaries of the Borrower which become parties to this Guaranty by executing a supplement hereto (a “Guaranty Supplement”) in the form attached hereto as Annex I (such additional Subsidiaries, together with the Initial Guarantors, the “Guarantors”), in favor of the Administrative Agent, for the ratable benefit of the Holders of Guaranteed Obligations (as defined below), under the Credit Agreement referred to below.
MICROCHIP TECHNOLOGY INCORPORATED RESTRICTED STOCK UNITS AGREEMENT (Foregin)Restricted Stock Units Agreement • November 7th, 2007 • Microchip Technology Inc • Semiconductors & related devices • Arizona
EXECUTIVE PLAN Adoption Agreement IMPORTANT NOTEAdoption Agreement • May 23rd, 2024 • Microchip Technology Inc • Semiconductors & related devices
This document has not been approved by the Department of Labor, the Internal Revenue Service or any other governmental entity. An Employer must determine whether the plan is subject to the Federal securities laws and the securities laws of the various states. An Employer may not rely on this document to ensure any particular tax consequences or to ensure that the Plan is "unfunded and maintained primarily for the purpose of providing deferred compensation to a select group of management or highly compensated employees" under the Employee Retirement Income Security Act with respect to the Employer's particular situation. Fidelity Management Trust Company, its affiliates and employees cannot and do not provide legal or tax advice or opinions in connection with this document. This document does not constitute legal or tax advice or opinions and is not intended or written to be used, and it cannot be used by any taxpayer, for the purposes of avoiding penalties that may be imposed on the ta
RECITALSPurchase and Sale Agreement • July 26th, 2000 • Microchip Technology Inc • Semiconductors & related devices
TENDER AGREEMENT Between Microchip Technology (Barbados) II Incorporated and Directors, Certain Officers and Certain Shareholders of ISSC Technologies Corp. Dated as of May 22, 2014Tender Agreement • May 30th, 2014 • Microchip Technology Inc • Semiconductors & related devices
THIS TENDER AGREEMENT (this "Agreement"), dated as of May 22, 2014, is being entered into by and between Microchip Technology (Barbados) II Incorporated, an exempted company incorporated with limited liability with company number 250343 and in existence under the laws of the Cayman Islands with its registered office at Intertrust Corporate Services (Cayman) Limited, 190 Elgin Avenue, George Town, Grand Cayman KY1-9005, Cayman Islands, and having a branch office in Taiwan at 30F-1, No.8, Min-Chuan 2nd Road, Kaohsiung, 80661, ROC ("Merger Sub") and those persons listed in Exhibit A attached hereto (each, a "Seller"; collectively the "Sellers").
