ARRANGEMENT AGREEMENT AMONG INTEGRATED DEVICE TECHNOLOGY, INC., 4440471 CANADA INC., – AND – TUNDRA SEMICONDUCTOR CORPORATION April 30, 2009Arrangement Agreement • April 30th, 2009 • Integrated Device Technology Inc • Semiconductors & related devices • Ontario
AND WHEREAS the board of directors of Tundra (the “Tundra Board of Directors”) has determined that the consideration per Tundra Share to be received by the holders of such shares pursuant to the Arrangement (as hereinafter defined) is fair and that the Arrangement is in the best interests of Tundra and the Tundra Board of Directors has resolved to support the Arrangement and to unanimously recommend (subject to the abstention of Mr. Shlapak on account of him also being a director of Gennum Corporation, a corporation existing under the laws of Ontario (“Gennum”)) that the Tundra Shareholders (as hereinafter defined) vote in favour of the Arrangement, all subject to the terms and the conditions contained herein;
