Contract analysis

I. PREAMBLE AND RECITALS Halcyon Semiconductor Aktiengesellschaft (the "Company" or "Halcyon"), a stock corporation (Aktiengesellschaft) organized and existing under the laws of the Federal Republic of Germany, with its registered office at Halcyon-Platz 1, 81739 München, Germany, registered in the commercial register (Handelsregister) of the local court (Amtsgericht) of Munich under registration number HRB 178254, w

II. RESOLUTIONS Resolution 1: Approval of the Proposed Acquisition BE IT RESOLVED, that the Supervisory Board hereby approves the pursuit by the Vorstand of the acquisition of all of the outstanding equity interests (including all shares of common stock, stock options, restricted stock units, warrants, and all other equity or equity-linked securities) in Vectris Photonics, Inc. (the "Target") for aggregate cash consi

III. CERTIFICATION AND AUTHENTICATION The undersigned, being the duly elected and acting Chair of the Supervisory Board (Vorsitzender des Aufsichtsrats) of Halcyon Semiconductor Aktiengesellschaft, hereby certifies that the foregoing resolutions were duly proposed, discussed, deliberated upon, and adopted by the Supervisory Board of Halcyon Semiconductor Aktiengesellschaft at a special meeting of the Supervisory Boar

IV. EXHIBITS AND ATTACHMENTS The following documents were presented to and reviewed by the Supervisory Board in connection with the adoption of the foregoing resolutions and are referenced herein for the record. Copies of such documents are maintained in the files of the Company's corporate secretary and at the offices of Calderwood & Harkness LLP. Such documents are not attached to or incorporated by reference into