VOTING AGREEMENTVoting Agreement • February 23rd, 2010 • Riley Investment Management LLC • Semiconductors & related devices • Delaware
THIS VOTING AGREEMENT (this "Agreement"), dated as of February 19, 2010, by and between Sun Acquisition Holdings, LLC, a Delaware limited liability company ("Purchaser") and Lloyd I. Miller, III ("Mr. Miller"), Riley Investment Management LLC, a Delaware limited liability company ("RIM"), Bryant R. Riley, Dialectic Capital Management, LLC, a Delaware limited liability company, Dialectic Capital Partners, LP, a Delaware limited partnership, Dialectic Offshore, Ltd., a Cayman Islands exempted company, Dialectic Antithesis Partners, LP, a Delaware limited partnership, Dialectic Antithesis Offshore, Ltd., a Cayman Islands exempted company, John Fichthorn and Luke Fichthorn (collectively, the "Committee", and individually, each a “Committee Member”). Defined terms used but not defined herein shall have the meanings set forth in the Purchase Agreement (as defined below).
