AMENDMENT NO. 3 TO CREDIT AGREEMENT, INCREMENTAL TERM ASSUMPTION AGREEMENT, LIMITED WAIVER AND CONSENT*Credit Agreement • September 3rd, 2015 • Diodes Inc /Del/ • Semiconductors & related devices • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of January 8, 2013, among DIODES INCORPORATED, a Delaware corporation (the “Domestic Borrower”), DIODES INTERNATIONAL B.V., a besloten vennootschap met beperkte aansprakelijkheid organized under the laws of the Netherlands, having its statutory seat in Amsterdam, the Netherlands and registered with the trade register of the Chambers of Commerce in the Netherlands under number 34274981 (the “Foreign Borrower” and together with the Domestic Borrower, the “Borrowers” and each, individually, a “Borrower”), certain Subsidiaries of the Domestic Borrower identified on the signature pages hereto as guarantors, each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
AGREEMENT AND PLAN OF MERGER BY AND AMONG DIODES INCORPORATED PSI MERGER SUB, INC. AND PERICOM SEMICONDUCTOR CORPORATION Dated as of September 2, 2015Merger Agreement • September 3rd, 2015 • Diodes Inc /Del/ • Semiconductors & related devices • California
AGREEMENT AND PLAN OF MERGER, dated as of September 2, 2015 (this “Agreement”), by and among DIODES INCORPORATED, a corporation incorporated in the State of Delaware (“Parent”), PSI Merger Sub, Inc., a corporation incorporated in the State of California (“Merger Sub”), and PERICOM SEMICONDUCTOR CORPORATION, a corporation incorporated in the State of California (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.
