Основная статистика
CIK | 1421365 |
SEC Filings
SEC Filings (Chronological Order)
January 10, 2014 |
RW Date of Request: January 10, 2014 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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February 28, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 GCT Semiconductor, Inc. (Exact name of registrant as specified in its charter) Delaware 94-3302894 (State of incorporation or organization) (I.R.S. Employer Identification No.) 2121 Ringwood Avenue |
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February 15, 2012 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION GCT SEMICONDUCTOR, INC. Form of Amended and Restated Certificate of Incorporation Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GCT SEMICONDUCTOR, INC. GCT Semiconductor, Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware DOES HEREBY CERTIFY: FIRST: The name of this corporation is GCT Semiconductor, Inc. SECOND: The original Certificate of Incorporatio |
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February 15, 2012 |
EX-10.52 22 d211280dex1052.htm TAKE OR PAY AGREEMENT BETWEEN THE REGISTRANT AND GIGA SOLUTION Exhibit 10.52 NOTE: Portions of this Exhibit are the subject of a Confidential Treatment Request by the Registrant to the Securities and Exchange Commission (the “Commission”). Such portions have been redacted and are marked with a “[***]” in the place of the redacted language. The redacted information ha |
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February 15, 2012 |
GCT SEMICONDUCTOR, INC. NOTICE OF GRANT OF STOCK OPTION EX-10.48 18 d211280dex1048.htm FORMS OF STOCK OPTION AND RESTRICTED STOCK UNIT ISSUANCE AGREEMENT Exhibit 10.48 NON-U.S. EMPLOYEES GCT SEMICONDUCTOR, INC. NOTICE OF GRANT OF STOCK OPTION Notice is hereby given of the following option grant (the “Option”) to purchase shares of the Common Stock of GCT Semiconductor, Inc. (the “Corporation”): Optionee: Grant Date: , 201 Exercise Price: $ per share Nu |
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February 15, 2012 |
Form of Amended and Restated Bylaws Exhibit 3.5 AMENDED AND RESTATED BYLAWS OF GCT SEMICONDUCTOR, INC. (A DELAWARE CORPORATION) AMENDED AND RESTATED BYLAWS OF GCT SEMICONDUCTOR, INC. (A DELAWARE CORPORATION) ARTICLE I OFFICES Section 1. Registered Office. The registered office of the Corporation shall be in the city of Wilmington, County of New Castle, State of Delaware. Section 2. Other Offices. |
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February 15, 2012 |
INTERNATIONAL DISTRIBUTION AGREEMENT EX-10.51 21 d211280dex1051.htm CEAC DISTRIBUTOR AGREEMENT: INTERNATIONAL DISTRIBUTION AGREEMENT Exhibit 10.51 NOTE: Portions of this Exhibit are the subject of a Confidential Treatment Request by the Registrant to the Securities and Exchange Commission (the “Commission”). Such portions have been redacted and are marked with a “[***]” in the place of the redacted language. The redacted information |
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February 15, 2012 |
FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND WAIVER First Amendment to Amended and Restated Loan and Security Agreement and Waiver Exhibit 10. |
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February 15, 2012 |
GCT SEMICONDUCTOR, INC. 2011 EMPLOYEE STOCK PURCHASE PLAN (As amended December 2, 2011) Amended and Restated 2011 Employee Stock Purchase Plan Exhibit 10.46 GCT SEMICONDUCTOR, INC. 2011 EMPLOYEE STOCK PURCHASE PLAN (As amended December 2, 2011) I. PURPOSE OF THE PLAN This Employee Stock Purchase Plan is intended to promote the interests of GCT Semiconductor, Inc., a Delaware corporation, by providing eligible employees with the opportunity to acquire a proprietary interest in the Cor |
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February 15, 2012 |
AMENDMENT NO. 3 TO FORM S-1 Table of Contents As filed with the Securities and Exchange Commission on February 15, 2012 Registration No. 333 -176845 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 To FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GCT SEMICONDUCTOR, INC. (Exact name of registrant as specified in its charter) Delaware 3674 94 |
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February 15, 2012 |
GCT SEMIDCONDUCTOR, INC. 2121 RINGWOOD AVENUE SAN JOSE, CA 95131 November 28, 2011 EX-10.45 15 d211280dex1045.htm AMENDMENT TO OFFER LETTER BETWEEN THE REGISTRANT AND JOHN SCHLAEFER Exhibit 10.45 GCT SEMIDCONDUCTOR, INC. 2121 RINGWOOD AVENUE SAN JOSE, CA 95131 November 28, 2011 Mr. John B. Schlaefer c/o GCT Semiconductor, Inc. 2121 Ringwood Avenue San Jose, California 95131 Dear Mr. Schlaefer: You previously accepted an offer letter with GCT Semiconductor, Inc. (the “Company”) d |
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February 15, 2012 |
THIRD AMENDMENT TO PROMISSORY NOTE EX-10.39 14 d211280dex1039.htm AMENDMENT TO PROMISSORY NOTE ISSUED TO KYEONG HO LEE Exhibit 10.39 THIRD AMENDMENT TO PROMISSORY NOTE This THIRD AMENDMENT TO PROMISSORY NOTE (this “Agreement”) is entered into as of this 21st day of November, 2011 by and among GCT SEMICONDUCTOR, INC., a Delaware corporation (the “Company”) and Kyeong Ho Lee (the “Lender”), the parties to that certain promissory note |
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February 15, 2012 |
Take or Pay Agreement between the Registrant and United Test and Assembly Exhibit 10. |
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February 15, 2012 |
1 28 June, 2011 Confidential LEC-ANX-03041-V4.0 EX-10.36 12 d211280dex1036.htm TECHNOLOGY LICENSE AGREEMENT, BETWEEN THE REGISTRANT AND ARM LIMITED Exhibit 10.36 28 June, 2011 Confidential LEC-ANX-03041-V4.0 This Technology License Agreement (“TLA”) is made the 27 day of June 2006 (“Effective Date”) BETWEEN ARM LIMITED whose registered office is situated at 110 Fulbourn Road, Cambridge CBI 9NJ, England (“ARM”); and GCT SEMICONDUCTOR, INC. whose |
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February 15, 2012 |
EX-10.49 19 d211280dex1049.htm TRANSLATION OF AMENDMENT TO LEASE AGREEMENT Exhibit 10.49 Modified Lease Agreement The Chairman of Korea Specialty Contractor Financial Cooperative (KSCFC) (from now on, “A”) and the President of GCT Research Co., Ltd. (from now on, “B”) make the below changes to the Modified Lease Agreement executed on December 31, 2010: BELOW 1. Changes (Unit: W/Mo. Lease Payment n |
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February 15, 2012 |
SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT Second Amendment to Amended and Restated Loan and Security Agreement and Waiver Exhibit 10. |
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February 15, 2012 |
CERTIFICATE OF AMENDMENT AMENDED AND RESTATED CERTIFICATE OF INCORPORATION GCT SEMICONDUCTOR, INC. Form of Certificate of Amendment Exhibit 3.6 CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GCT SEMICONDUCTOR, INC. GCT Semiconductor, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: FIRST. At a meeting of the Board of Directors of the Corporation resolutions were duly adopted set |
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February 15, 2012 |
INTERNATIONAL DISTRIBUTION AGREEMENT EX-10.50 20 d211280dex1050.htm APACHE DISTRIBUTOR AGREEMENT: INTERNATIONAL DISTRIBUTION AGREEMENT Exhibit 10.50 NOTE: Portions of this Exhibit are the subject of a Confidential Treatment Request by the Registrant to the Securities and Exchange Commission (the “Commission”). Such portions have been redacted and are marked with a “[***]” in the place of the redacted language. The redacted informatio |
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February 15, 2012 |
LTE SOC JOINT DEVELOPMENT AGREEMENT EX-10.35 11 d211280dex1035.htm LTE SOC JOINT DEVELOPMENT AGREEMENT BETWEEN THE REGISTRANT AND LG ELECTRONICS Exhibit 10.35 LGE and GCT Semiconductor, Inc. Confidential NOTE: Portions of this Exhibit are the subject of a Confidential Treatment Request by the Registrant to the Securities and Exchange Commission (the “Commission”). Such portions have been redacted and are marked with a “[***]” in the |
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February 15, 2012 |
GCT Semiconductor, Inc. Common Stock, par value $0.001 per share Underwriting Agreement EX-1.1 2 d211280dex11.htm FORM OF UNDERWRITING AGREEMENT Exhibit 1.1 GCT Semiconductor, Inc. Common Stock, par value $0.001 per share Underwriting Agreement [ ], 2012 Merrill Lynch, Pierce, Fenner & Smith Incorporated As representative of the several Underwriters named in Schedule I hereto, c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryant Park New York, NY 10036 Ladies and Gentlem |
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February 15, 2012 |
Specimen Common Stock Certificate Exhibit 4.2 016570| 003590|127C|RESTRICTED||4|057-423 COMMON STOCK PAR VALUE $0.001 COMMON STOCK THIS CERTIFICATE IS TRANSFERABLE IN CANTON, MA AND NEW YORK, NY Shares * * 0 0 0 0 0 0 * * * * * * * * * 0 0 0 0 0 0 * * * * * * * * * 0 0 0 0 0 0 * * * * * * * * * 0 0 0 0 0 0 * * * * * * * * * 0 0 0 0 0 0 * * GCT SEMICONDUCTOR, INC. INCORPORATED UNDER THE LAWS OF THE |
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February 15, 2012 |
INTERNATIONAL DISTRIBUTION AGREEMENT EX-10.34 10 d211280dex1034.htm DAEJIN DISTRIBUTOR AGREEMENT: INTERNATIONAL DISTRIBUTION AGREEMENT Exhibit 10.34 NOTE: Portions of this Exhibit are the subject of a Confidential Treatment Request by the Registrant to the Securities and Exchange Commission (the “Commission”). Such portions have been redacted and are marked with a “[***]” in the place of the redacted language. The redacted informatio |
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February 15, 2012 |
Amended and Restated 2011 Incentive Compensation Plan Exhibit 10.47 GCT SEMICONDUCTOR, INC. 2011 INCENTIVE COMPENSATION PLAN (Amended and Restated as of December 2, 2011) ARTICLE ONE GENERAL PROVISIONS I. PURPOSE OF THE PLAN This Amended and Restated 2011 Incentive Compensation Plan is intended to promote the interests of GCT Semiconductor, Inc., a Delaware corporation, by providing eligible perso |
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November 18, 2011 |
GCT SEMICONDUCTOR, INC. RESTRICTED STOCK UNIT ISSUANCE AGREEMENT Exhibit 10.43 NON-EMPLOYEE DIRECTOR GCT SEMICONDUCTOR, INC. RESTRICTED STOCK UNIT ISSUANCE AGREEMENT RECITALS A. The Corporation has implemented an automatic award program under the Plan pursuant to which eligible non-employee members of the Board will automatically receive special awards of restricted stock units at periodic intervals over their period of Board service in order to provide such in |
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November 18, 2011 |
THIRD AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND WAIVER Exhibit 10.27 THIRD AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND WAIVER This Third Amendment to Amended and Restated Loan and Security Agreement and Wavier (this ?Amendment?) is entered into as of September 2, 2011, by and between COMERICA BANK (?Bank?) and GCT SEMICONDUCTOR, INC. (?Borrower?). RECITALS Borrower and Bank are parties to that certain Amended and Restated Loan an |
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November 18, 2011 |
GCT SEMICONDUCTOR, INC. RESTRICTED STOCK UNIT ISSUANCE AGREEMENT Exhibit 10.42 NON-EMPLOYEE DIRECTOR GCT SEMICONDUCTOR, INC. RESTRICTED STOCK UNIT ISSUANCE AGREEMENT RECITALS A. The Corporation has implemented an automatic award program under the Plan pursuant to which eligible non-employee members of the Board will automatically receive special awards of restricted stock units at periodic intervals over their period of Board service in order to provide such in |
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November 18, 2011 |
As filed with the Securities and Exchange Commission on November 18, 2011 S-1/A 1 d211280ds1a.htm AMENDMENT NO. 2 TO FORM S-1 Table of Contents As filed with the Securities and Exchange Commission on November 18, 2011 Registration No. 333 -176845 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 To FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GCT SEMICONDUCTOR, INC. (Exact name of registrant as specified in its c |
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November 18, 2011 |
CONVERTIBLE PROMISSORY NOTE GCT SEMICONDUCTOR, INC. Exhibit 4.9 THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF APPLICABLE STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, |
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November 18, 2011 |
FOURTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT Exhibit 10.44 FOURTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Fourth Amendment to Amended and Restated Loan and Security Agreement (this ?Amendment?) is entered into as of November 4, 2011, by and between COMERICA BANK (?Bank?) and GCT SEMICONDUCTOR, INC. (?Borrower?). RECITALS Borrower and Bank are parties to that certain Amended and Restated Loan and Security Agreement |
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November 18, 2011 |
Exhibit 10.41 GCT SEMICONDUCTOR, INC. 2011 INCENTIVE COMPENSATION PLAN (Amended and Restated as of November 11, 2011) ARTICLE ONE GENERAL PROVISIONS I. PURPOSE OF THE PLAN This Amended and Restated 2011 Incentive Compensation Plan is intended to promote the interests of GCT Semiconductor, Inc., a Delaware corporation, by providing eligible persons in the Corporation?s service with the opportunity |
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October 25, 2011 |
As filed with the Securities and Exchange Commission on October 25, 2011 Table of Contents As filed with the Securities and Exchange Commission on October 25, 2011 Registration No. |
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October 25, 2011 |
SECOND AMENDMENT TO PROMISSORY NOTE EX-10.40 2 d211280dex1040.htm SECOND AMENDMENT TO PROMISSORY NOTE Exhibit 10.40 SECOND AMENDMENT TO PROMISSORY NOTE This SECOND AMENDMENT TO PROMISSORY NOTE (this “Agreement”) is entered into as of this 28th day of September, 2011 by and among GCT SEMICONDUCTOR, INC., a Delaware corporation (the “Company”) and Kyeong Ho Lee (the “Lender”), the parties to that certain promissory note (the “Note”) d |
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September 15, 2011 |
GCT SEMICONDUCTOR, INC. FORM OF NOTICE OF GRANT OF STOCK OPTION EX-10.5 18 d211280dex105.htm FORMS OF NOTICE OF GRANT OF STOCK OPTION Exhibit 10.5 GRANT NO: GCT SEMICONDUCTOR, INC. FORM OF NOTICE OF GRANT OF STOCK OPTION Notice is hereby given of the following option grant (the “Option”) to purchase shares of the Common Stock of GCT Semiconductor, Inc. (the “Corporation”): Optionee: Grant Date: Vesting Commencement Date: Exercise Price: Number of Option Shares |
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September 15, 2011 |
GCT SEMICONDUCTOR, INC. 2002 SPECIAL STOCK OPTION/STOCK ISSUANCE PLAN ARTICLE ONE GENERAL PROVISIONS EX-10.4 17 d211280dex104.htm 2002 SPECIAL STOCK OPTION/STOCK ISSUANCE PLAN Exhibit 10.4 GCT SEMICONDUCTOR, INC. 2002 SPECIAL STOCK OPTION/STOCK ISSUANCE PLAN ARTICLE ONE GENERAL PROVISIONS I. PURPOSE OF THE PLAN This 2002 Special Stock Option/Stock Issuance Plan is intended to promote the interests of GCT Semiconductor, Inc., a Delaware corporation, by providing eligible persons in the Corporation |
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September 15, 2011 |
EX-10.37 47 d211280dex1037.htm TAKE OR PAY AGREEMENT Exhibit 10.37 NOTE: Portions of this Exhibit are the subject of a Confidential Treatment Request by the Registrant to the Securities and Exchange Commission (the “Commission”). Such portions have been redacted and are marked with a “[***]” in the place of the redacted language. The redacted information has been filed separately with the Commissi |
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September 15, 2011 |
PROMISSORY NOTE KRW987,200,000 April 11, 2005 Exhibit 10.31 PROMISSORY NOTE KRW987,200,000 April 11, 2005 For value received, GCT Asia Pacific, Inc., a Korean corporation (the ?Borrower?), promises to pay to Kyeong Ho Lee, an individual (the ?Lender?), the principal sum of KRW987,200,000. Interest shall accrue from the date of this Note on the unpaid principal amount and any unpaid interest at a rate equal to 5.45% per annum. This Note shall |
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September 15, 2011 |
EX-4.3 5 d211280dex43.htm AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT Exhibit 4.3 GCT SEMICONDUCTOR, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT November 30, 2007 TABLE OF CONTENTS Page 1. Registration Rights 2 1.1. Definitions 2 1.2. Request for Registration 3 1.3. Company Registration 5 1.4. Obligations of the Company 5 1.5. Furnish Information 7 1.6. Expenses of Demand Registration |
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September 15, 2011 |
AMENDMENT NO. 1 TO BYLAWS GCT SEMICONDUCTOR, INC. (a Delaware corporation) EX-3.4 4 d211280dex34.htm AMENDMENT NO. 1 TO BYLAWS OF THE REGISTRANT Exhibit 3.4 AMENDMENT NO. 1 TO BYLAWS OF GCT SEMICONDUCTOR, INC. (a Delaware corporation) Pursuant to actions by the Board of Directors of the Company, at a meeting on November 4, 2002, and the Series A and Series B Preferred Stockholders voting together as a single class, by written consent dated as of November 2, 2002, the fol |
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September 15, 2011 |
EX-10.19 32 d211280dex1019.htm SECOND AMENDMENT TO INDUSTRIAL LEASE Exhibit 10.19 SECOND AMENDMENT TO INDUSTRIAL LEASE BETWEEN GCT SEMICONDUCTOR, INC. AND STEPHENS & STEPHENS (RINGWOOD II), LLC (Successor in Interest to FR/CAL Northwest Alpha, LLC) This Second Amendment to Lease (“Second Amendment”) is dated this 9th day of July, 2007, by and between GCT SEMICONDUCTOR, INC., a Delaware corporation |
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September 15, 2011 |
Exhibit 10.15 April 21, 2011 (Amended) Mr. George de Urioste 21140 Canyon Oak Way Cupertino, CA 95014 Dear Mr. de Urioste, On behalf of the board of directors, it is my pleasure to offer you a position as a member of the board of directors of GCT Semiconductor, Inc. (the ?Company?). This letter shall serve to confirm the terms of your service on the board of directors of the Company (the ?Board?) |
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September 15, 2011 |
Employment Offer Letter Exhibit 10.12 December 16, 2005 PERSONAL AND CONFIDENTIAL Mr. John B. Schlaefer Re: Employment with GCT Semiconductor, Inc. Dear Mr. Schlaefer: I am pleased to offer you an employment position with GCT Semiconductor, Inc. (the “Company” or “GCT”) pursuant to the following terms and conditions: 1. Employment Duties. Your employment with GCT shall be in the position of Chief |
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September 15, 2011 |
PROMISSORY NOTE $1,000,000 December 15, 2003 San Jose, CA Exhibit 10.30 PROMISSORY NOTE $1,000,000 December 15, 2003 San Jose, CA WHEREAS, this Note is the New Obligor Note referred to in that certain letter agreement dated December 6, 2003 among GCT Semiconductor, Inc. (?Maker?), Kisub Lee and Kyeong Ho Lee. FOR VALUE RECEIVED, the Maker promises to pay to Kyeong Ho Lee, the principal sum of One Million Dollars ($1,000,000), together with interest from |
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September 15, 2011 |
Offer Letter Exhibit 10.16 April 7, 2011 (Amended) Mr. Robert Barker 1 Winchester Drive Atherton, CA 94027 Dear Mr. Barker On behalf of the board of directors, it is my pleasure to offer you a position as a member of the board of directors of GCT Semiconductor, Inc. (the “Company”). This letter shall serve to confirm the terms of your service on the board of directors of the Company (the “Board”) |
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September 15, 2011 |
CONVERTIBLE PROMISSORY NOTE AND GUARANTEE Principal Amount: Made as of EX-4.8 10 d211280dex48.htm FORM OF CONVERTIBLE PROMISSORY NOTE FOR SERIES F PREFERRED STOCK Exhibit 4.8 THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF APPLICABLE STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANS |
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September 15, 2011 |
Exhibit 4.7 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON EXERCISE HEREOF MAY BE TRANSFERRED EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND APPLICABLE STATE SECURI |
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September 15, 2011 |
CONVERTIBLE PROMISSORY NOTE GCT SEMICONDUCTOR, INC. EX-4.9 11 d211280dex49.htm CONVERTIBLE PROMISSORY NOTE Exhibit 4.9 THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF APPLICABLE STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED |
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September 15, 2011 |
WARRANT TO PURCHASE PREFERRED STOCK Date of Issuance: Number of Shares: (subject to adjustment) Exhibit 4.4 WARRANT THIS WARRANT AND THE WARRANT STOCK ISSUABLE UPON EXERCISE HEREUNDER, HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OR ANY STATE SECURITIES LAWS, AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT OR UNLESS SUCH TRANSFER IS EXEMPT FROM THE REGISTRATION |
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September 15, 2011 |
PROMISSORY NOTE KRW813,000,000 December 15, 2009 EX-10.33 43 d211280dex1033.htm PROMISSORY NOTE Exhibit 10.33 PROMISSORY NOTE KRW813,000,000 December 15, 2009 For value received, GCT Research, Inc., a Korean corporation (the “Borrower”), promises to pay to Kyeong Ho Lee, an individual (the “Lender”), the principal sum of KRW813,000,000. Interest shall accrue from the date of this Note on the unpaid principal amount and any unpaid interest at a r |
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September 15, 2011 |
GLOBAL COMMUNICATION TECHNOLOGY, INC. 1999 STOCK PLAN Exhibit 10.2 GLOBAL COMMUNICATION TECHNOLOGY, INC. 1999 STOCK PLAN 1. Purposes of the Plan. The purposes of this Stock Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to Employees, Directors and Consultants and to promote the success of the Company?s business. Options granted under the Plan may be Incentive St |
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September 15, 2011 |
EX-10.1 14 d211280dex101.htm FORM OF INDEMNITY AGREEMENT Exhibit 10.1 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is entered into as of the , by and among GCT Semiconductor, Inc., a Delaware corporation (the “Company”) and (as “Indemnitee”). WHEREAS, the Company and Indemnitee recognize the continued difficulty in obtaining liability insurance for its directors, off |
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September 15, 2011 |
EX-4.6 8 d211280dex46.htm FORM OF WARRANT TO PURCHASE SHARES OF THE REGISTRANT Exhibit 4.6 THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1 |
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September 15, 2011 |
CONVERTIBLE PROMISSORY NOTE GCT SEMICONDUCTOR, INC. EX-4.10 12 d211280dex410.htm CONVERTIBLE PROMISSORY NOTE Exhibit 4.10 THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF APPLICABLE STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITT |
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September 15, 2011 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION GCT SEMICONDUCTOR, INC. EX-3.1 2 d211280dex31.htm AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF THE REGISTRANT Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GCT SEMICONDUCTOR, INC. GCT Semiconductor, Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware DOES HEREBY CERTIFY: FIRST: The original Certificate of Incorporation of GCT Semiconductor, Inc. |
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September 15, 2011 |
GCT SEMICONDUCTOR, INC. 2011 INCENTIVE COMPENSATION PLAN ARTICLE ONE GENERAL PROVISIONS EX-10.9 22 d211280dex109.htm 2011 INCENTIVE COMPENSATION PLAN Exhibit 10.9 GCT SEMICONDUCTOR, INC. 2011 INCENTIVE COMPENSATION PLAN ARTICLE ONE GENERAL PROVISIONS I. PURPOSE OF THE PLAN This 2011 Incentive Compensation Plan is intended to promote the interests of GCT Semiconductor, Inc., a Delaware corporation, by providing eligible persons in the Corporation’s service with the opportunity to part |
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September 15, 2011 |
GCT SEMICONDUCTOR, INC. 2011 EMPLOYEE STOCK PURCHASE PLAN EX-10.8 21 d211280dex108.htm 2011 EMPLOYEE STOCK PURCHASE PLAN Exhibit 10.8 GCT SEMICONDUCTOR, INC. 2011 EMPLOYEE STOCK PURCHASE PLAN I. PURPOSE OF THE PLAN This Employee Stock Purchase Plan is intended to promote the interests of GCT Semiconductor, Inc., a Delaware corporation, by providing eligible employees with the opportunity to acquire a proprietary interest in the Corporation through partic |
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September 15, 2011 |
GCT SEMICONDUCTOR, INC. 2010 STOCK OPTION/STOCK ISSUANCE PLAN ARTICLE ONE GENERAL PROVISIONS 2010 Stock Option, Stock Issuance Plan Exhibit 10.6 GCT SEMICONDUCTOR, INC. 2010 STOCK OPTION/STOCK ISSUANCE PLAN ARTICLE ONE GENERAL PROVISIONS I. PURPOSE OF THE PLAN This 2010 Stock Option/Stock Issuance Plan is intended to promote the interests of GCT Semiconductor, Inc., a Delaware corporation, by providing eligible persons in the Corporation’s employ or service with the opportunity to acquire |
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September 15, 2011 |
PROMISSORY NOTE KRW 750,000,000 September 19, 2008 EX-10.32 42 d211280dex1032.htm PROMISSORY NOTE Exhibit 10.32 PROMISSORY NOTE KRW 750,000,000 September 19, 2008 For value received, GCT Research, Inc., a Korean corporation (the “Borrower”), promises to pay to Kyeong Ho Lee, an individual (the “Lender”), the principal sum of KRW 750,000,000. Interest shall accrue from the date of this Note on the unpaid principal amount and any unpaid interest at |
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September 15, 2011 |
Translation of Corporate Bond Exhibit 10.28 ø Space for a bank use only Account No C8681602032093 Team Member Team Manager Deputy Branch Manager Borrower GCT Research Co., Ltd. Contact No “attachment” Revenue Stamp Translation of Firm Commitment Underwriting Agreement (For Underwriting of Private Placement Bond) Underwriting amount: Korean Won Five Billion Only Date: June 17, 2009 Bond underwriter |
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September 15, 2011 |
GCT SEMICONDUCTOR, INC. AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT Exhibit 10.24 GCT SEMICONDUCTOR, INC. AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this ?Agreement?) is entered into as of April 4, 2011, by and between Comerica Bank (?Bank?) and GCT Semiconductor, Inc. (?Borrower?). RECITALS Borrower and Bank are parties to that certain Loan and Security Agreement dated as of August 20, 2003, as amended |
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September 15, 2011 |
EX-10.17 30 d211280dex1017.htm STANDARD INDUSTRIAL LEASE Exhibit 10.17 STANDARD INDUSTRIAL LEASE (Multiple Tenant – Tenant Pays its Percentage Share of Operating Expenses, Real Property Taxes and Insurance Costs – NO Base Year) 1. Basic Lease Provisions. 1.1 Date: February 15, 2001 1.2 Landlord: The Realty Associates Fund III, L.P. 1.3 Tenant: GCT Semiconductor, Inc., a Delaware corporation 1.4 Pr |
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September 15, 2011 |
Exhibit 10.38 NOTE: Portions of this Exhibit are the subject of a Confidential Treatment Request by the Registrant to the Securities and Exchange Commission (the ?Commission?). Such portions have been redacted and are marked with a ?[***]? in the place of the redacted language. The redacted information has been filed separately with the Commission. TAKE or PAY AGREEMENT This Agreement (?Agreement? |
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September 15, 2011 |
GCT SEMICONDUCTOR, INC. 1999 STOCK PLAN FORM OF STOCK OPTION AGREEMENT Exhibit 10.3 GCT SEMICONDUCTOR, INC. 1999 STOCK PLAN FORM OF STOCK OPTION AGREEMENT Unless otherwise defined herein, the terms defined in the 1999 Stock Plan shall have the same defined meanings in this Stock Option Agreement (the ?Option Agreement?). I. NOTICE OF STOCK OPTION GRANT You have been granted an option to purchase Common Stock of the Company, subject to the terms and conditions of the |
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September 15, 2011 |
TRANSLATION OF AMENDMENT OF LEASE AGREEMENT EX-10.22 35 d211280dex1022.htm TRANSLATION OF AMENDMENT TO LEASE AGREEMENT Exhibit 10.22 TRANSLATION OF AMENDMENT OF LEASE AGREEMENT The Chairman of the Board of Korea Specialty Contractor Financial Cooperative (referred as “Gap” hereafter) and the Executive Director of GTC Research, Inc. (referred as “Eul” hereafter) agree to make changes to the Amendment of Lease Agreement entered on 12/31/2007. |
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September 15, 2011 |
TRANSLATION OF LEASE AGREEMENT GENERAL TERMS Exhibit 10.21 TRANSLATION OF LEASE AGREEMENT GENERAL TERMS Section 1 (Lease Property) ?Gap? shall lease the Lease Property in the Korea Specialty Contractor Financial Building which is located at 395-70 Shindaebang-dong, Dongjak-gu, Seoul and ?Eul? shall hold the lease. Section 2 (Usage Limit and Duties of the Lessee) ?Eul? shall lease and use the Lease Property for the purpose(s) of this agreemen |
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September 15, 2011 |
FIRST AMENDMENT TO INDUSTRIAL LEASE Exhibit 10.18 FIRST AMENDMENT TO INDUSTRIAL LEASE This First Amendment to Industrial Lease (this ?First Amendment?) is made as of this 13th day of January, 2006, by and between FR/CAL Northwest Alpha, LLC, a Delaware liability partnership (?Landlord?), and GCT Semiconductor, Inc., a Delaware corporation (?Tenant?). The effective date of this First Amendment shall be March 15, 2006 (the ?Effective |
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September 15, 2011 |
Exhibit 10.14 April 8, 2002 Mr. Alex Sum 5629 Snowdon Place San Jose, CA 95138 PERSONAL & CONFIDENTIAL Re: Employment with GCT Semiconductor, Inc. ? Revised Dear Mr. Sum, I am pleased to offer you a position with GCT Semiconductor, Inc. (?the Company? or ?GCT?) pursuant to the following terms and conditions: 1. Employment Duties. Your employment with the Company shall be in the position of Executi |
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September 15, 2011 |
GCT SEMICONDUCTOR, INC. FORM OF NOTICE OF GRANT OF STOCK OPTION – US OPTIONEE Forms of Notice of Grant of Stock Option Exhibit 10.7 GCT SEMICONDUCTOR, INC. FORM OF NOTICE OF GRANT OF STOCK OPTION – US OPTIONEE Notice is hereby given of the following option grant (the “Option”) to purchase shares of the Common Stock of GCT Semiconductor, Inc. (the “Corporation”): Optionee: Grant Date: Vesting Commencement Date: Exercise Price: $ per share Number of Option Shares: shares of C |
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September 15, 2011 |
INTERNATIONAL DISTRIBUTION AGREEMENT EX-10.34 44 d211280dex1034.htm DAEJIN DISTRIBUTOR AGREEMENT Exhibit 10.34 NOTE: Portions of this Exhibit are the subject of a Confidential Treatment Request by the Registrant to the Securities and Exchange Commission (the “Commission”). Such portions have been redacted and are marked with a “[***]” in the place of the redacted language. The redacted information has been filed separately with the C |
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September 15, 2011 |
TRANSLATION OF AMENDMENT OF LEASE AGREEMENT Exhibit 10.23 TRANSLATION OF AMENDMENT OF LEASE AGREEMENT The Chairman of the Board of Korea Specialty Contractor Financial Cooperative (referred as ?Gap? hereafter) and the Executive Director of GTC Research, Inc. (referred as ?Eul? hereafter) agree to make changes to the Amendment of Lease Agreement entered on 12/31/2009. CONTENT 1. Amended Items (Unit: Won/Month Rent and Monthly Maintenance Fee |
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September 15, 2011 |
EX-10.11 24 d211280dex1011.htm EMPLOYMENT OFFER LETTER Exhibit 10.11 March 19, 2003 PERSONAL AND CONFIDENTIAL Ron Wilderink [address] Re: Employment with GCT Semiconductor, Inc. Dear Mr. Wilderink: I am pleased to offer you an employment position with GCT Semiconductor, Inc. (the “Company” or “GCT”) pursuant to the following terms and conditions: 1. Employment Duties. Your employment with GCT shal |
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September 15, 2011 |
GCT SEMICONDUCTOR, INC. FORM OF NOTICE OF GRANT OF STOCK OPTION EX-10.10 23 d211280dex1010.htm FORMS OF NOTICE OF GRANT OF STOCK OPTION Exhibit 10.10 GCT SEMICONDUCTOR, INC. FORM OF NOTICE OF GRANT OF STOCK OPTION Notice is hereby given of the following option grant (the “Option”) to purchase shares of the Common Stock of GCT Semiconductor, Inc. (the “Corporation”): Optionee: Grant Date: , 20 Exercise Price: $ per share Number of Option Shares: shares Expirati |
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September 15, 2011 |
CONVERTIBLE PROMISSORY NOTE Principal Amount: $5,000,000 Made as of May 26, 2011 Convertible Promissory Note Exhibit 4.11 THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF APPLICABLE STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPL |
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September 15, 2011 |
BYLAWS GCT SEMICONDUCTOR, INC., a Delaware corporation ARTICLE I EX-3.3 3 d211280dex33.htm BYLAWS OF THE REGISTRANT Exhibit 3.3 BYLAWS OF GCT SEMICONDUCTOR, INC., a Delaware corporation ARTICLE I OFFICES Section 1. Registered Office. The registered office shall be at the office of 1013 Centre Road, in the City of Wilmington, County of New Castle County, State of Delaware. Section 2. Other Offices. The corporation may also have offices at such other places both |
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September 15, 2011 |
EX-21.1 49 d211280dex211.htm LIST OF SUBSIDIARIES OF THE REGISTRANT Exhibit 21.1 SUBSIDIARIES OF GCT SEMICONDUCTOR, INC. Name Jurisdiction of Organization GCT Research, Inc. Korea GCT Asia Pacific, Inc. Korea |
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September 15, 2011 |
EX-10.36 46 d211280dex1036.htm TECHNOLOGY LICENSE AGREEMENT Exhibit 10.36 NOTE: Portions of this Exhibit are the subject of a Confidential Treatment Request by the Registrant to the Securities and Exchange Commission (the “Commission”). Such portions have been redacted and are marked with a “[***]” in the place of the redacted language. The redacted information has been filed separately with the C |
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September 15, 2011 |
LTE SOC JOINT DEVELOPMENT AGREEMENT Exhibit 10.35 LGE and GCT Semiconductor, Inc. Confidential NOTE: Portions of this Exhibit are the subject of a Confidential Treatment Request by the Registrant to the Securities and Exchange Commission (the ?Commission?). Such portions have been redacted and are marked with a ?[***]? in the place of the redacted language. The redacted information has been filed separately with the Commission. LTE |
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September 15, 2011 |
Translation of Underwriting Contract for Non-guaranteed Private Placement Corporate Bond EX-10.29 39 d211280dex1029.htm TRANSLATION OF CORPORATE BOND Exhibit 10.29 for company Translation of Underwriting Contract for Non-guaranteed Private Placement Corporate Bond [GCT Research Inc.] (hereinafter “issuing company”) and [Daewoo] Securities Co., Ltd (hereinafter “underwriting company”) enter into a contract (“hereinafter “subject contract”) on April 29, 2009 regarding the underwriting o |
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September 15, 2011 |
Chief Financial and Administrative Officer EX-10.13 26 d211280dex1013.htm AMENDED AND RESTATED EMPLOYMENT OFFER LETTER Exhibit 10.13 Chief Financial and Administrative Officer June 2, 2011 Gene W. Kulzer 3693 Silver Oak Place Danville, CA 94506 RE: Employment offer; Employment Agreement (Amended) Dear Gene: On behalf of GCT Semiconductor, Inc. (“Company”), I am pleased to offer you full-time employment beginning June 3, 2011, subject to th |
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September 15, 2011 |
EX-10.20 33 d211280dex1020.htm THIRD AMENDMENT TO INDUSTRIAL LEASE Exhibit 10.20 THIRD AMENDMENT TO INDUSTRIAL LEASE BETWEEN GCT SEMICONDUCTORS, INC. AND STEPHENS & STEPHENS (RINGWOOD II), LLC (Successor in Interest to FR/CAL Northwest Alpha, LLC) This Third Amendment to Lease (“Third Amendment”) is dated this 6th day of April 2010 by and between GCT SEMICONDUCTOR, INC, a Delaware Corporation (“Le |
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September 15, 2011 |
As filed with the Securities and Exchange Commission on September 14, 2011 FORM S-1 Table of Contents As filed with the Securities and Exchange Commission on September 14, 2011 Registration No. |
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September 15, 2011 |
EX-4.5 7 d211280dex45.htm STOCK PURCHASE WARRANT Exhibit 4.5 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON EXERCISE HEREOF MAY BE TRANSFERRED EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT |