Exhibit 4.4 ANADIGICS, Inc. 5.00% Convertible Senior Notes due November 15, 2006 Registration Rights Agreement -----------------------------Registration Rights Agreement • December 13th, 2001 • Anadigics Inc • Semiconductors & related devices • New York
Common Stock par value $.01 per shareUnderwriting Agreement • January 31st, 1997 • Anadigics Inc • Semiconductors & related devices • New York
ISSUER TOIndenture • December 13th, 2001 • Anadigics Inc • Semiconductors & related devices • New York
SECOND AMENDMENT TO LEASE THIS SECOND AMENDMENT TO LEASE is made as of the 8th day of September, 1997, by and between: WARREN III-TECH CENTER, L.P. having an address c/o Berger and Bornstein 237 South Street Morristown, New Jersey 07962, (hereinafter...Lease • March 29th, 2002 • Anadigics Inc • Semiconductors & related devices
BETWEENRegistration Rights Agreement • September 28th, 2004 • Anadigics Inc • Semiconductors & related devices • New York
EXHIBIT 2.0 STOCK PURCHASE AGREEMENTStock Purchase Agreement • April 6th, 2001 • Anadigics Inc • Semiconductors & related devices • New York
EXHIBIT 4.1 ANADIGICS, INC. Issuer AND THE BANK OF NEW YORK Trustee INDENTUREIndenture • December 22nd, 2003 • Anadigics Inc • Semiconductors & related devices • New York
LEASELease • January 31st, 1997 • Anadigics Inc • Semiconductors & related devices • Somerset
andRights Agreement • December 23rd, 1998 • Anadigics Inc • Semiconductors & related devices • New York
September 17, 1998 Mr. Ronald Rosenzweig 22 Roberts Drive Short Hills, NJ 07078 Dear Ron: This letter will confirm the agreement reached between you and Anadigics, Inc. (the "Company") regarding your employment by the Company. 1. Effective on October...Employment Agreement • July 28th, 1999 • Anadigics Inc • Semiconductors & related devices
W I T N E S S E T H:Loan Agreement • January 31st, 1997 • Anadigics Inc • Semiconductors & related devices • New Jersey
Exhibit 10.1 FOURTH AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT This FOURTH AMENDMENT ("Amendment") dated as of June 30, 1999 by and between FIRST UNION NATIONAL BANK (the "Bank") and ANADIGICS, INC. (the "Borrower") to that certain Amended and...Loan Agreement • September 9th, 1999 • Anadigics Inc • Semiconductors & related devices • New Jersey
COMMON STOCK PAR VALUE $.01 PER SHAREUnderwriting Agreement • September 9th, 1999 • Anadigics Inc • Semiconductors & related devices • New York
Anadigics, Inc. 35 Technology Drive Warren, New Jersey 07059Employment Agreement • July 28th, 1999 • Anadigics Inc • Semiconductors & related devices
AMENDMENT NO. 1 TO THEShareholder Rights Agreement • December 4th, 2000 • Anadigics Inc • Semiconductors & related devices • New York
FIRST AMENDMENT TO LEASE THIS FIRST AMENDMENT TO LEASE (hereinafter referred to as "this Amendment") is made on this 20 day of November, 1996, by and between: UNITED STATES LAND RESOURCES, L.P., a New Jersey limited partnership, having an address in...Lease • March 29th, 2002 • Anadigics Inc • Semiconductors & related devices
At-the-Market Issuance Sales AgreementAt-the-Market Issuance Sales Agreement • August 26th, 2015 • Anadigics Inc • Semiconductors & related devices • New York
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 27th, 2014 • Anadigics Inc • Semiconductors & related devices • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of October 24, 2014 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and ANADIGICS, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
10,000,000 Shares* ANADIGICS, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 14th, 2013 • Anadigics Inc • Semiconductors & related devices • New York
Anadigics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell 10,000,000 shares (the “Firm Shares”) of the Company’s Common Stock, $0.01 par value per share (the “Common Stock”), to you and to the several other Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you are acting as representative (the “Representative”). The Company has also agreed to grant to you and the other Underwriters an option (the “Option”) to purchase up to an additional 1,500,000 shares of Common Stock, on the terms and for the purposes set forth in Section 1(b) (the “Option Shares”). The Firm Shares and the Option Shares are referred to collectively herein as the “Shares.”
Exhibit I JOINT FILING AGREEMENT This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the...Joint Filing Agreement • May 6th, 2005 • Anadigics Inc • Semiconductors & related devices
This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the Common Stock, $.01 par value, of ANADIGICS, Inc., a Delaware corporation, is being filed, and all amendments thereto will be filed, on behalf of each of the persons and entities named below in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
9,200,000 shares of common stock, par value $0.01 per share ANADIGICS, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 15th, 2006 • Anadigics Inc • Semiconductors & related devices • New York
Mr. Charles Huang, Ph.D. 25 July 2000 Executive VP & Chief Technical Officer Subject: Employment Agreement Dear Charlie: The Board of Directors discussed in February and approved on 24 May 2000 entering into employment agreements with the executives...Employment Agreement • March 29th, 2002 • Anadigics Inc • Semiconductors & related devices
Timothy Laverick [Address] Subject: Employment AgreementEmployment Agreement • August 7th, 2014 • Anadigics Inc • Semiconductors & related devices • New Jersey
This agreement (the “Agreement”) is made and entered into effective as of the date hereof, by and between ANADIGICS, Inc., a Delaware corporation (the “Corporation”) and Timothy Laverick, an executive employee of the Corporation.
Mr. Ron Michels Subject: Employment Agreement Dear Ron,Employment Agreement • September 30th, 2013 • Anadigics Inc • Semiconductors & related devices • Delaware
This agreement (the “Agreement”) is made and entered into effective as of October 1, 2013 by and between ANADIGICS, Inc., a Delaware Corporation (the “Corporation”), and Ron Michels (the “Executive”), and replaces in all respects the employment agreement between the Corporation and the Executive, dated as of March 28, 2011, as amended from time to time.
Subject: Employment Agreement Dear Ali,Employment Agreement • January 5th, 2007 • Anadigics Inc • Semiconductors & related devices
The Board of Directors discussed in February and approved on 24 May 2000 entering into employment agreements with the executives of the Company. This agreement is made and entered into effective as of the 25th day of July 2000, by and between ANADIGICS, Inc. a Delaware corporation (the “Corporation”), and Ali Khatibzadeh, an executive employee of the Corporation.
AGREEMENT AND PLAN OF MERGER by and among ANADIGICS, INC., II-VI INCORPORATED and Regulus Acquisition Sub, Inc. dated as of JANUARY 15, 2016Merger Agreement • January 19th, 2016 • Anadigics Inc • Semiconductors & related devices • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of January 15, 2016 by and among: (i) ANADIGICS, INC., a Delaware corporation (the “Company”); (ii) II-VI INCORPORATED, a Pennsylvania corporation (“Parent”); and (iii) REGULUS ACQUISITION SUB, INC., a Delaware corporation and a wholly owned subsidiary of Parent (“Purchaser”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 29th, 2016 • Anadigics Inc • Semiconductors & related devices • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of February 26, 2016 (the “Effective Date”) between II-VI INCORPORATED, a Pennsylvania corporation (“Lender”), and ANADIGICS, INC., a Delaware corporation (“Borrower”), provides the terms on which Lender shall lend to Borrower and Borrower shall repay Lender. The parties agree as follows:
Mr. Ron Michels January 27, 2009 Senior Vice President and General Manager of Broadband Business Subject: Employment Agreement Dear Ron,Employment Agreement • January 30th, 2009 • Anadigics Inc • Semiconductors & related devices
The Board of Directors discussed in January and approved on January 15, 2009 entering into new employment agreements with the executives of ANADIGICS, Inc. a Delaware corporation (the “Corporation”). This agreement is made and entered into effective as of the 27th day of January 2009, by and between the Corporation, and Ron Michels, an executive employee of the Corporation, and replaces in all respects the employment agreement between the Corporation and Ron Michels, dated as of July 25, 2000, as amended from time to time.
Ronald Rosenzweig 23 July 2007 [Address] Subject: Amendment - Agreement June 1, 1999 - Revision Dear Ron;Employment Agreement • August 7th, 2007 • Anadigics Inc • Semiconductors & related devices
This is to confirm the revision made by the Board of Directors Compensation and Human Resources Committee meeting on 23 July 2007 to extend the Agreement dated June 1, 1999 between you and ANADIGICS, Inc. (and extended from July 2, 2002 through July 2, 2003, from July 2, 2003 through July 2, 2004, from July 2, 2004 through July 2, 2005, from July 2, 2005 through July 2, 2006 and from July 2, 2006 through July 2, 2007), regarding your employment by the Company. The existing agreement set to expire July 2, 2007, will be extended with the following terms and conditions:
AMENDED AND RESTATED COLLATERAL ASSIGNMENT OF ACCOUNTCollateral Assignment of Account • May 2nd, 2014 • Anadigics Inc • Semiconductors & related devices • New York
THIS AMENDED AND RESTATED COLLATERAL ASSIGNMENT OF ACCOUNT (this “Agreement”) entered into as of this 30th day of April, 2014 by and between ANADIGICS, INC., a Delaware corporation, with an address at 141 Mt. Bethel Road, Warren, New Jersey 07059 (the “Assignor”), and PNC BANK, NATIONAL ASSOCIATION, located at PNC Bank Center, Two Tower Center Boulevard, East Brunswick, New Jersey 08816 (“PNC”), as Agent for the Lenders ( as such terms are defined below).
AMENDMENT NO. 2 TO THE RIGHTS AGREEMENT OF ANADIGICS, INC.Rights Agreement • October 2nd, 2008 • Anadigics Inc • Semiconductors & related devices • New York
This Amendment No. 2 (the “Amendment”) to the Rights Agreement dated as of December 17, 1998 as amended by Amendment No. 1 as of November 30, 2000 (the “Rights Agreement”) between ANADIGICS, INC., a Delaware corporation (the “Company”), and Mellon Investor Services LLC (f/k/a ChaseMellon Shareholder Services, L.L.C.), a New Jersey limited liability company, as Rights Agent, is entered into as of October 2, 2008. Unless the context indicates otherwise, capitalized terms used without definition herein shall have the meanings ascribed to such terms in the Rights Agreement.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • August 3rd, 2010 • Anadigics Inc • Semiconductors & related devices
AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) dated as of July 28, 2010 between ANADIGICS, Inc. (the “Corporation”) and Greg White (the “Executive”).
Mr. John van Saders Subject: Employment Agreement Dear John,Employment Agreement • April 19th, 2011 • Anadigics Inc • Semiconductors & related devices
This agreement (the “Agreement”) is made and entered into effective as of the date hereof, by and between ANADIGICS, Inc., a Delaware corporation (the “Corporation”) and John van Saders, an executive employee of the Corporation.
SECOND AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENTRevolving Credit and Security Agreement • May 2nd, 2014 • Anadigics Inc • Semiconductors & related devices • New York
THIS SECOND AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT (this “Agreement”) is entered into as of April 30, 2014 by and among ANADIGICS, INC., a corporation organized under the laws of the State of Delaware (the “Borrower”), the financial institutions which are now or which hereafter become a party hereto (collectively, the “Lenders” and individually a “Lender”) and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for Lenders (PNC, in such capacity, the “Agent”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • November 7th, 2005 • Anadigics Inc • Semiconductors & related devices
This Amendment dated as of November 7, 2005 (the “Amendment”) to the Employment Agreement, dated as of July 25, 2000, as amended as of May 4, 2005 (the “Agreement”), by and between ANADIGICS, Inc., a Delaware corporation (the “Corporation”), and Thomas Shields (the “Executive”), is made and entered into by and between the Corporation and the Executive. Unless otherwise defined herein, capitalized terms have the same meanings as in the Agreement.
