On February 1, 2016, pursuant to the Agreement and Plan of Merger by and among Avago Technologies Limited, Broadcom Corporation, Broadcom Limited, Broadcom Cayman L.P., Avago Technologies Cayman Holdings Ltd., Avago Technologies Cayman Finance Limited, Buffalo CS Merger Sub Inc., and Buffalo UT Merger Sub Inc., (i) Holdco acquired Avago pursuant to a Scheme of Arrangement under Singapore law in accordance with Section 210 of the Companies Act (Chapter 50) of Singapore, (ii) thereafter, Cash/Stock Merger Sub merged with and into Broadcom, with Broadcom as the surviving corporation and (iii) following the consummation of the Cash/Stock Merger, Unit Merger Sub merged with and into Broadcom, with Broadcom as the surviving corporation. In connection with the Transactions, on February 1, 2016, the following individuals resigned as members of Avago's board of directors, effective immediately following the consummation of the Transactions: James V. Diller, Lewis C. Eggebrecht, Bruno Guilmart, Kenneth Y. Hao, Justine F. Lien, Donald Macleod and Peter J. Marks. Hock E. Tan remained a member of Avago's board of directors.
The decision of each of these individuals to resign from Avago's Board of Directors was not the result of any disagreement with Avago on any matter relating to its operations, policies or practices. In connection with the Transactions, Anthony E. Maslowski and Pe-Wynn Kin were appointed to Avago's board of directors, effective immediately. In connection with the transition of the company as a subsidiary of Holdco, Bryan T. Ingram and Charlie Kawwas are no longer officers of the company.
