AGREEMENT AND PLAN OF MERGER by and among: Dialog Semiconductor plc, a company incorporated in England and Wales; Azara Acquisition Corp., a Delaware corporation; and Adesto Technologies Corporation a Delaware corporation Dated as of February 20, 2020Agreement and Plan of Merger • February 20th, 2020 • ADESTO TECHNOLOGIES Corp • Semiconductors & related devices • Delaware
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of February 20, 2020, by and among: Dialog Semiconductor plc, a company incorporated in England and Wales (“Parent”); Azara Acquisition Corp., a Delaware corporation and a wholly owned direct or indirect subsidiary of Parent (“Merger Sub”); and Adesto Technologies Corporation, a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • February 20th, 2020 • ADESTO TECHNOLOGIES Corp • Semiconductors & related devices • Delaware
This Voting and Support Agreement (this “Agreement”) is entered into as of February [•], 2020, by and between Dialog Semiconductor plc, a company incorporated in England and Wales (“Parent”), and ____________________ (“Stockholder”).
