RS-News-03

TOKYO, Japan, August 31, 2021 JST | LONDON, United Kingdom, August 31, 2021 ― Renesas Electronics Corporation (TSE: 6723, “Renesas”), a premier supplier of advanced semiconductor solutions, and Dialog Semiconductor Plc (“Dialog”), a leading provider of battery and power management, Wi-Fi, Bluetooth® low energy and Industrial edge computing solutions, today announced the successful completion of Renesas’ acquisition of the entire issued and to be issued share capital of Dialog. Renesas will fund the cash consideration payable to Dialog shareholders of approximately EUR 4.8 billion (approximately 624.0 billion yen at an exchange rate of 130 yen to the Euro) through a combination of debt, cash on hand and the proceeds of an equity offering of approximately 222.6 billion yen.

“Today represents an important milestone for Renesas. This transaction builds on our long-term strategy to offer a complete set of solutions with more leading-edge analog and mixed signal products that deliver value and innovation to the customers,” said Hidetoshi Shibata, President & CEO of Renesas. “We are excited to welcome the talented team of Dialog employees, as well as the customers and suppliers of Dialog to the Renesas community. The combination augments engineering scale and delivers a diversified product portfolio across multiple, attractive end markets. Together, we are positioned to capitalize on an array of growing opportunities including the IoT, industrial, and automotive fields.”

The closing of the acquisition of Dialog, following the landmark acquisitions of Intersil and IDT, reinforces Renesas as a premier embedded solution provider. Renesas will expand its market presence with an even broader range of product portfolio by combining Dialog’s low-power mixed signal products, low-power Wi-Fi and Bluetooth® connectivity expertise, flash memory, battery and power management as well as its long-standing experience and in-depth knowledge in providing configurable mixed-signal (CMIC) solutions and more.

The acquisition will also enable Renesas to further extend its go-to-market initiatives and provide seamless and borderless services to customers across the globe. As an immediate benefit to customers, Renesas and Dialog have launched more than 35 “Winning Combinations,” compelling product combinations of “Embedded Computing + Analog + Power + Connectivity” that lever the comprehensive engineering advantages the combined company provides. See the press release titled “Renesas Announces More than 35 Winning Combinations Featuring Both Dialog and Renesas Products” or to learn more about the Renesas and Dialog Winning Combinations, visit www.renesas.com/win.

Renesas anticipates incremental revenue growth of approximately USD 200 million (non-GAAP operating income, approximately 21.0 billion yen) from cross-selling and offering winning combinations. The combined company also expects cost savings from operational efficiencies to result in a financial impact of approximately USD 125 million (non-GAAP operating income per year on a run rate basis targeting to achieve in three years after close, approximately 13.1 billion yen). Renesas expects the acquisition to be accretive to Renesas’ EBITDA and gross and operating margins (in each case, on a non-GAAP basis) after closing, consistent with prior guidance.

With the transaction now closed, Dialog became a wholly owned subsidiary of Renesas. About 2,300 Dialog employees have joined Renesas Group, and the two companies will work together to integrate both businesses.