AGREEMENT AND PLAN OF MERGER BY AND AMONG SILICON LABORATORIES INC. SOPHIA MERGER SUB, INC. SPECTRA LINEAR, INC. AND SHAREHOLDER REPRESENTATIVE SERVICES LLC, AS STAKEHOLDER REPRESENTATIVE JANUARY 22, 2011Merger Agreement • January 26th, 2011 • Silicon Laboratories Inc • Semiconductors & related devices • Delaware
This AGREEMENT AND PLAN OF MERGER (the “Agreement”) is made and entered into as of January 22 2011 by and among Silicon Laboratories Inc., a Delaware corporation (“Acquiror”), Sophia Merger Sub, Inc., a Delaware corporation (“Merger Sub”) and wholly owned subsidiary of Acquiror, Spectra Linear, Inc., a Delaware corporation (“Target”), and, solely with respect to Sections 2.9, 9 and 10 hereof, Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as Stakeholder Representative (the “Stakeholder Representative”).
