AGREEMENT AND PLAN OF MERGER Among LAM RESEARCH CORPORATION, BLMS INC. and NOVELLUS SYSTEMS, INC. Dated as of December 14, 2011Merger Agreement • December 15th, 2011 • Novellus Systems Inc • Special industry machinery, nec • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of December 14, 2011 (this “Agreement”), among Lam Research Corporation, a Delaware corporation (“Parent”), BLMS Inc., a California corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Novellus Systems, Inc., a California corporation (the “Company”). Capitalized terms used but not defined in this Agreement have the meanings ascribed to them on Annex I.
VOTING AGREEMENTVoting Agreement • December 15th, 2011 • Novellus Systems Inc • Special industry machinery, nec • Delaware
THIS VOTING AGREEMENT (this “Agreement”) is made and entered into as of December 14, 2011 by and between Lam Research Corporation, a Delaware corporation (“Parent”), and the undersigned Shareholder (the “Shareholder”) of Novellus Systems, Inc., a California corporation (the “Company”).
