AGREEMENT AND PLAN OF MERGER BY AND AMONG DIODES INCORPORATED DIODES CAYMAN ISLANDS COMPANY LIMITED AND BCD SEMICONDUCTOR MANUFACTURING LIMITED Dated as of December 26, 2012Agreement and Plan of Merger • February 27th, 2013 • Diodes Inc /Del/ • Semiconductors & related devices • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of December 26, 2012 (this “Agreement”), by and among DIODES INCORPORATED, a corporation incorporated in the State of Delaware (“Diodes”), DIODES CAYMAN ISLANDS COMPANY LIMITED, an exempted company incorporated in the Cayman Islands with number 274088 and a wholly-owned subsidiary of Diodes (“Merger Sub”), and BCD SEMICONDUCTOR MANUFACTURING LIMITED, an exempted company incorporated in the Cayman Islands (the “Company”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively as the “Parties.” Capitalized terms used herein that are not otherwise defined herein shall have the meanings ascribed to them in Annex A hereto.
DSH #2 Building Lease AgreementBuilding Lease Agreement • February 27th, 2013 • Diodes Inc /Del/ • Semiconductors & related devices
SHANGHAI YUAN HOWE ELECTRONICS CO., LTD. Address: No.8, Lane 18, SanZhuang Road, Songjiang Export Processing Zone, Shanghai, People’s Republic of China. (“Yuan Howe”)
Supplementary Agreement (2)Supplementary Agreement • February 27th, 2013 • Diodes Inc /Del/ • Semiconductors & related devices
This Supplementary Agreement (“This Agreement”) is made and effective as of January 23, 2013, by and among the following parties in Chengdu, the People’s Republic of China (“PRC”):
