Summary of SMART MODULAR TECHNOLOGIES (WWH), INC.

Item 1.02 Termination of a Material Definitive Agreement.

Effective September 11, 2009, SMART Modular Technologies (WWH), Inc. (the "Company") and certain holders of the Company's ordinary shares, including original principal investors, TPG, Francisco Partners, and Shah Capital Partners, entered into a Termination Agreement ("Termination Agreement"), which terminated the Amended and Restated Shareholders' Agreement dated April 17, 2007 (the "Shareholders' Agreement").

As a result of such termination, these principal investors no longer have any of the rights or obligations set forth in the Shareholders' Agreement, which rights and obligations included, without limitation, the right to nominate for election a majority of the Company's directors and have the other parties to the Shareholders' Agreement vote their ordinary shares to elect to the Company's board of directors, the persons so nominated. The Termination Agreement also terminated the right of these principal investors, acting collectively, to restrict the Company from taking certain significant actions relating to its business, its policies and its affairs.

This report contains only a summary of certain provisions of the Termination Agreement and the Shareholders' Agreement. Accordingly, the foregoing summary does not purport to be complete and is qualified in its entirety by reference to the text of the Termination Agreement, which is attached as Exhibit 99.1 to this report, and the Shareholders' Agreement filed on July 16, 2007.