AGREEMENT AND PLAN OF MERGER BY AND AMONG CYPRESS SEMICONDUCTOR CORPORATION SUMMER ACQUISITION CORPORATION, SMaL CAMERA TECHNOLOGIES, INC., AND WITH RESPECT TO ARTICLES VII AND IX ONLY: U.S. BANK, NATIONAL ASSOCIATION, AS ESCROW AGENT AND ALLAN...Agreement and Plan of Merger • February 15th, 2005 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • California
Contract Type FiledFebruary 15th, 2005 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of February 11, 2005, by and among Cypress Semiconductor Corporation, a Delaware corporation (“Parent”), Summer Acquisition Corporation, a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), SMaL Camera Technologies, Inc., a Delaware corporation (the “Company”), U.S. Bank, National Association (the “Escrow Agent”) and Allan Thygesen (the “Securityholder Agent”) (the Escrow Agent and the Securityholder Agent being signatories with respect to Article VII and Article IX hereof only).