Renesas and Dialog Semiconductor Announce Conclusion of Final Regulatory Review and the Expected Closing Date for Renesas' Proposed Acquisition of Dialog Semiconductor

Acquisition Expected to Close on August 30, 2021 London / August 31, 2021 JST

TOKYO, Japan | LONDON, United Kingdom ― August 16, 2021 - Renesas Electronics Corporation (TSE: 6723, “Renesas”), a premier supplier of advanced semiconductor solutions, and Dialog Semiconductor Plc (XETRA:DLG, “Dialog Semiconductor”), a leading provider of battery and power management, Wi-Fi, Bluetooth® low energy (BLE) and Industrial edge computing solutions, are pleased to announce that the Taiwan Fair Trade Commission has waived its jurisdiction to review the recommended all-cash acquisition of Dialog Semiconductor by Renesas.

The relevant authorities in Germany, the People’s Republic of China and the United States have already issued the anti-trust and/or foreign investment clearances, have allowed the applicable waiting period to expire or have waived jurisdiction, as appropriate. At the Dialog General Meeting and at the Court Meeting held on April 9, 2021, all resolutions proposed in connection with the Scheme were duly passed by the requisite majorities and, accordingly, the Acquisition has been approved by Dialog Shareholders.

The Scheme remains subject to the satisfaction or (if capable of waiver) waiver of certain remaining Conditions set out in the Scheme Document, including the Court’s sanction of the Scheme at the Court Sanction Hearing and the delivery of the Court Order to the Registrar of Companies. The current expected timetable of principal events for the implementation of the Scheme is set out in the announcement published jointly by Renesas and Dialog Semiconductor earlier today via a Regulatory Information Service. In particular, please note that the Court Sanction Hearing has been scheduled for August 27, 2021 (London time) and the closing date of the Acquisition is expected to be on August 30, 2021 (London time), August 31, 2021 (JST).

Renesas does not intend to implement significant changes to its organization at the time of the closing of the acquisition. A further announcement will be made upon August 30, 2021 (London time), August 31, 2021 (JST) when the acquisition is complete.

Note: Except as otherwise defined herein, capitalized terms used but not defined in this announcement have the same meanings as given to them in the Scheme Document sent to Dialog Shareholders on March 8, 2021.

About Renesas Electronics Corporation

Renesas Electronics Corporation (TSE: 6723) (“Renesas”) 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, and YouTube.

About Dialog Semiconductor plc

Dialog Semiconductor plc (XETRA:DLG) (“Dialog Semiconductor”) is a leading provider of standard and custom integrated circuits (ICs) that power the Internet of Things and Industry 4.0 applications. Dialog Semiconductor’s proven expertise propels the next generation of today’s devices by providing Battery Management, Bluetooth® low energy, Wi-Fi, Flash memory, and Configurable Mixed-signal ICs, improving power efficiency, reducing charge times, while increasing performance and productivity on the go.

Dialog Semiconductor operates a fabless business model and is a socially responsible employer pursuing many programs to benefit the employees, community, other stakeholders and the environment it operates in. With decades of experience and world-class innovation, we help manufacturers get to what’s next. Our passion for innovation and entrepreneurial spirit ensures we remain at the forefront of power efficient semiconductor technology for the IoT, mobile, computing and storage, connected medical, and automotive markets. Dialog Semiconductor is headquartered near London with a global sales, R&D and marketing organization. In 2020, it had $1.376 billion in revenue and is consistently one of the fastest growing European public semiconductor companies. It currently has approximately 2,300 employees worldwide. The company is listed on the Frankfurt (FWB: DLG) stock exchange (Regulated Market, Prime Standard, ISIN GB0059822006).