Renesas Acquires Celeno to Expand Connectivity Portfolio

Addition of Wi-Fi 6 & 6E Solutions Creates End-to-End Solutions for Addressing Connectivity Applications for IoT, Infrastructure, Industrial and Automotive Markets

Renesas Electronics Corporation (TSE:6723), a premier supplier of advanced semiconductor solutions, today announced it has entered into a definitive agreement with Celeno Communications, the leading provider of smart, innovative Wi-Fi solutions, under which Renesas will acquire Celeno in an all cash transaction valuing Celeno at approximately US$315 million (approximately 35.9 billion yen at an exchange rate of 114 yen to the dollar), assuming the payment of certain milestone payments as set forth in the definitive agreement. The transaction has been unanimously approved by the boards of directors of both companies and is expected to close by the end of calendar year 2021, subject to customary closing conditions. The acquisition significantly enhances Renesas’ connectivity portfolio with the addition of Celeno’s industry leading Wi-Fi technologies and software expertise.

Headquartered in Israel, Celeno offers a wide range of wireless communication solutions, including advanced Wi-Fi chipsets and software solutions, for high-performance home networks, smart buildings, enterprise and industrial markets. Its industry’s most compact chipset offerings for Wi-Fi 6 and 6E deliver exceptional Wi-Fi network performance and increased security with low latency and low power consumption. Celeno’s breakthrough Wi-Fi Doppler Imaging technology, a Wi-Fi based, high-resolution imaging technology, is ideal for home elderly care and assisted living, home security, safe driving and digital and connected factories. It depicts, tracks and analyzes the motion, behavior and location of people and objects using standard Wi-Fi, eliminating the need for multiple cameras or sensors in home environments and commercial buildings. As the world’s No.1 embedded processor supplier, Renesas offers a breadth of low-power MCU/MPU/SoC processors, wireless ICs, sensors and power management technologies. Celeno’s field-proven Wi-Fi and software capabilities are highly complementary to Renesas. The combination creates comprehensive, end-to-end embedded solutions for addressing the fast-growing markets for low-power connectivity in IoT, infrastructure, industrial and automotive applications.

In addition to expanding the solution offering, the acquisition also increases Renesas’ engineering and design scale with Celeno’s design center in Israel and by welcoming R&D staff based in Israel, Ukraine, India, China, Taiwan and more. This further strengthens Renesas’ global engineering and software development talent base, allowing Renesas to bring more seamless and expanded services to customers around the globe.

“The transaction announced today underscores our continuous commitment to improve performance and efficiency in electronic systems,” said Hidetoshi Shibata, President and CEO of Renesas. “Building on our recently-expanded connectivity portfolio following the Dialog acquisition, the addition of Celeno provides us with more advanced Wi-Fi connectivity capabilities to deliver end-to-end connectivity solutions for both clients and access points. Renesas is now strongly positioned to capitalize on the growing opportunities from the massive rise in connectivity and requirements created by today’s increasingly connected world.”

“This is a compelling transaction for both our customers and employees. Our depth and strength in connectivity combined with Renesas’ industry leading portfolio of embedded solutions will allow us, together, to open up new growth areas we can target,” said Gilad Rozen, President and CEO of Celeno. “Renesas will also provide us with the go-to-market capabilities to bring Celeno to a broader range of customers.”

(Remarks) All other product or service names are the property of their respective owners.

About Renesas Electronics Corporation

Renesas Electronics Corporation (TSE: 6723) delivers trusted embedded design innovation with complete semiconductor solutions that enable billions of connected, intelligent devices to enhance the way people work and live. A global leader in microcontrollers, analog, power, and SoC products, Renesas provides comprehensive solutions for a broad range of automotive, industrial, infrastructure, and IoT applications that help shape a limitless future. Learn more at renesas.com. Follow us on LinkedIn, Facebook, Twitter, YouTube, and Instagram.

Cautionary note regarding forward-looking statements

This announcement may contain certain statements that are, or may be deemed to be, forward-looking statements with respect to the financial condition, results of operations and business of Renesas and/or Celeno and/or the combined group following completion of the Acquisition and certain plans and objectives of Renesas with respect thereto. These forward-looking statements can be identified by the fact that they do not relate to historical or current facts. Forward-looking statements also often use words such as ‘anticipate’, ‘target’, ‘continue’, ‘estimate’, ‘expect’, ‘forecast’, ‘intend’, ‘may’, ‘plan’, ‘goal’, ‘believe’, ‘hope’, ‘aims’, ‘continue’, ‘could’, ‘project’, ‘should’, ‘will’ or other words of similar meaning. These statements are based on assumptions and assessments made by Renesas and/or Celeno (as applicable) in light of their experience and perception of historical trends, current conditions, future developments and other factors they believe appropriate. By their nature, forward-looking statements involve risk and uncertainty, because they relate to events and depend on circumstances that will occur in the future and the factors described in the context of such forward-looking statements in this announcement could cause actual results and developments to differ materially from those expressed in or implied by such forward-looking statements. Although it is believed that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to be correct and you are therefore cautioned not to place undue reliance on these forward-looking statements which speak only as at the date of this announcement.

Forward-looking statements are not guarantees of future performance. Such forward-looking statements involve known and unknown risks and uncertainties that could significantly affect expected results and are based on certain key assumptions. Many factors could cause actual results to differ materially from those projected or implied in any forward-looking statements. Due to such uncertainties and risks, readers are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date of this announcement. Neither Renesas nor Celeno undertakes any obligation to update or revise any forward-looking statement as a result of new information, future events or otherwise, except as required by applicable law.

There are several factors which could cause actual results to differ materially from those expressed or implied in forward-looking statements. Among the factors that could cause actual results to differ materially from those described in the forward-looking statements are changes in the global, political, economic, business and competitive environments, market and regulatory forces, future exchange and interest rates, changes in tax rates and future business combinations or dispositions. If any one or more of these risks or uncertainties materializes or if any one or more of the assumptions prove incorrect, actual results may differ materially from those expected, estimated or projected. Such forward looking statements should therefore be construed in the light of such factors.

No member of the Renesas group or the Celeno group nor any of their respective associates, directors, officers, employers or advisers, provides any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements in this announcement will actually occur.

Except as expressly provided in this announcement, no forward-looking or other statements have been reviewed by the auditors of the Renesas group or the Celeno group. All subsequent oral or written forward-looking statements attributable to any member of the Renesas group or the Celeno group, or any of their respective associates, directors, officers, employers or advisers, are expressly qualified in their entirety by the cautionary statement above.

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