Renesas Completes Acquisition of Altium

PCB Design Software Leader Altium Joins Renesas to Make Electronics Design Accessible to Broader Market and Accelerate Innovation

Renesas Electronics Corporation (“Renesas”, TSE: 6723), a supplier of advanced semiconductor solutions, and Altium Limited (“Altium”), a global leader in electronics design systems, today announced the successful completion of the acquisition of Altium by Renesas. The definitive agreement to acquire Altium was announced on February 15, 2024.

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The combination sets the foundation for Renesas and Altium to create an innovative electronics system design and lifecycle management platform. The platform will deliver integration and standardization of various electronic design data and functions and enhanced component lifecycle management, while enabling seamless digital iteration of design processes to increase overall productivity. This brings significantly faster innovation and lowers barriers to entry for system designers by reducing development resources and inefficiencies.

"This is a historical milestone for both Renesas and Altium as we take another important step forward in bringing enhanced user experience for electronics system designers,” said Hidetoshi Shibata, CEO of Renesas. “The integrated and open electronics system design and lifecycle management platform we aim to build together will make electronics accessible to broader market, for any enterprises regardless of their size or industry. I want to reaffirm that our commitment to upholding data security and compliance of the Altium customers will continue to be our top priority. With the addition of Altium’s design software and cloud platform capabilities, we are excited to change the future of electronics system design with Aram and his industry-leading, talented software engineering team.”

With the transaction now closed, Altium is now a wholly owned subsidiary of Renesas. Altium CEO Aram Mirkazemi has assumed the role of Senior Vice President and Head of Renesas’ Software & Digitalization. He concurrently serves as CEO of Altium.

"This is a pivotal moment for Altium and marks the beginning of an exciting future with Renesas,” said Aram Mirkazemi, CEO of Altium. “With Renesas’ support and expertise, we are looking forward to accelerating the cloud-enablement of all industry processes associated with electronics design and development. This will make electronics accessible to a broader market and lay the foundation for software defined products.”

Renesas' acquisition of Altium has been effected today by way of a Scheme of Arrangement under Australian law (“Scheme”). Under the terms of the Scheme, Renesas Electronics NSW Pty Ltd, an indirect wholly owned subsidiary of Renesas, acquired all of the outstanding shares of Altium for A$68.50 in cash per share, for a total equity value of approximately A$9.1 billion (approximately 887.9 billion yen at an exchange rate of 97 yen to the A$). Renesas funded the acquisition through bank loans. As part of the implementation of the Scheme, Altium ordinary shares were suspended from trading on the Australian Securities Exchange at the close of trading on July 19, 2024, and Altium will be removed from the Official List of the Australian Securities Exchange at the close of trading on August 2, 2024.

About Renesas

Renesas Electronics Corporation (TSE: 6723) empowers a safer, smarter and more sustainable future where technology helps make our lives easier. The leading global provider of microcontrollers, Renesas combines our expertise in embedded processing, analog, power and connectivity to deliver complete semiconductor solutions. These Winning Combinations accelerate time to market for automotive, industrial, infrastructure and IoT applications, enabling billions of connected, intelligent devices that enhance the way people work and live. Learn more at renesas.com. Follow us on LinkedIn, Facebook, X, YouTube, and Instagram.

About Altium

Altium Limited (ASX: ALU) is a global software company headquartered in San Diego, California, who are accelerating the pace of innovation through electronics. For over 30 years, Altium has delivered software that maximizes the productivity of PCB designers and electrical engineers. From individual inventors to multinational corporations, more PCB designers and engineers choose Altium software to design and realize electronics-based products than other products.

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 Altium 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 Altium (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 Altium 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 Altium 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 Altium group. All subsequent oral or written forward-looking statements attributable to any member of the Renesas group or the Altium group, or any of their respective associates, directors, officers, employers or advisers, are expressly qualified in their entirety by the cautionary statement above.

(Remarks) All names of products or services mentioned in this press release are trademarks or registered trademarks of their respective owners.

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