AGREEMENT AND PLAN OF MERGERMerger Agreement • August 4th, 2008 • Simtek Corp • Semiconductors & related devices • Delaware
Contract Type FiledAugust 4th, 2008 Company Industry JurisdictionTHIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of August 1, 2008, by and among, CYPRESS SEMICONDUCTOR CORPORATION, a Delaware corporation (“Parent”); Copper Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of Parent (“Acquisition Sub”); and SIMTEK CORPORATION, a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
TRANSACTION SUPPORT AGREEMENTTransaction Support Agreement • August 4th, 2008 • Simtek Corp • Semiconductors & related devices • Delaware
Contract Type FiledAugust 4th, 2008 Company Industry JurisdictionTHIS TRANSACTION SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of August 1, 2008 by and between Cypress Semiconductor Corporation, a Delaware corporation (“Parent”), Copper Acquisition Corporation, a Delaware corporation and wholly-owned subsidiary of Parent (“Acquisition Sub”) and the undersigned securityholder (“Stockholder”) of Simtek Corporation, a Delaware corporation (the “Company”).