AGREEMENT AND PLAN OF MERGER BY AND AMONG NETLOGIC MICROSYSTEMS, INC. ATHENA MERGER CORPORATION AELUROS, INC. AND THE REPRESENTATIVE OF THE HOLDERS OF ALL OF THE CAPITAL STOCK OF AELUROS, INC. Dated as of October 23, 2007Merger Agreement • October 29th, 2007 • Netlogic Microsystems Inc • Semiconductors & related devices • Delaware
THIS AGREEMENT AND PLAN OF MERGER is made as of October 23, 2007 (this “Agreement”) by and among NetLogic Microsystems, Inc., a Delaware corporation (“Parent”), Athena Merger Corporation, a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), Aeluros, Inc., a Delaware corporation (the “Company”), and the Representative (as defined below). The holders of all of the capital stock of the Company (the “Company Stock”) are collectively referred to as the “Company Stockholders,” and the Company Stockholders, together with the holders of all other equity securities of the Company, including securities convertible into, or exercisable or exchangeable for, equity securities of the Company (the “Company Securities”), are collectively referred to herein as the “Company Securityholders.”
