About Quantenna Communications
Quantenna (Nasdaq: QTNA) is the global leader and innovator of high performance Wi-Fi solutions. Founded in 2006, Quantenna has demonstrated its leadership in Wi-Fi technologies with many industry firsts. Quantenna continues to innovate with the mission to perfect Wi-Fi by establishing benchmarks for speed, range, efficiency and reliability. Quantenna takes a multidimensional approach, from silicon and system to software, and provides total Wi-Fi solutions. For more information, visit www.quantenna.com.
Cautions regarding Forward-Looking Statements
This document contains forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. These
forward-looking statements include, but are not limited to: statements
related to the consummation and benefits of the acquisition by ON
Semiconductor Corporation (“ON Semiconductor”) of Quantenna
Communications, Inc. (“Quantenna”) for customers, shareholders, and
employees of the two companies, including creating a formidable platform
for addressing fast growing markets for low-power connectivity in
industrial and automotive applications; ON Semiconductor strengthening
its presence in industrial and automotive markets; and the expectation
of a smooth transition of Quantenna with ON Semiconductor and the
acquisition reinforcing Quantenna’s longstanding position as a leading
Wi-Fi technology innovator. These forward-looking statements are based
on information available to each of ON Semiconductor and Quantenna of
the date of this release and current expectations, forecasts and
assumptions and involve a number of risks and uncertainties that could
cause actual results to differ materially from those anticipated by
these forward-looking statements. Such risks and uncertainties include a
variety of factors, some of which are beyond our control. In particular,
such risks and uncertainties include, but are not limited to: the risk
that one or more closing conditions to the transaction may not be
satisfied or waived, on a timely basis or otherwise; the risk that the
transaction does not close when anticipated, or at all, including the
risk that the requisite regulatory approvals may not be obtained;
matters arising in connection with the parties’ efforts to comply with
and satisfy applicable regulatory approvals and closing conditions
relating to the transaction; there may be a material adverse change of
ON Semiconductor or Quantenna, or our respective businesses may suffer
as a result of uncertainty surrounding the transaction; the transaction
may involve unexpected costs, liabilities or delays; difficulties
encountered in integrating Quantenna, including the potentially
accretive and synergistic benefits; difficulties leveraging desired
growth opportunities and markets; the possibility that expected benefits
and cost savings may not materialize as expected; our revenue and
operating performance; economic conditions and markets (including
current financial conditions); risks related to our ability to meet our
assumptions regarding outlook for revenue and gross margin as a
percentage of revenue; effects of exchange rate fluctuations; the
cyclical nature of the semiconductor industry; changes in demand for our
products; changes in inventories at our customers and distributors;
technological and product development risks; enforcement and protection
of our intellectual property rights and related risks; risks related to
the security of our information systems and secured network;
availability of raw materials, electricity, gas, water and other supply
chain uncertainties; our ability to effectively shift production to
other facilities when required in order to maintain supply continuity
for our customers; variable demand and the aggressive pricing
environment for semiconductor products; our ability to successfully
manufacture in increasing volumes on a cost-effective basis and with
acceptable quality for our current products; risks associated with other
acquisitions and dispositions, including our ability to realize the
anticipated benefits of our acquisitions and dispositions; risks that
acquisitions or dispositions may disrupt our current plans and
operations, the risk of unexpected costs, charges or expenses resulting
from acquisitions or dispositions and difficulties arising from
integrating and consolidating acquired businesses, our timely filing of
financial information with the SEC for acquired businesses and our
ability to accurately predict the future financial performance of
acquired businesses; competitor actions, including the adverse impact of
competitor product announcements; pricing and gross profit pressures;
loss of key customers or distributors; order cancellations or reduced
bookings; changes in manufacturing yields; control of costs and expenses
and realization of cost savings and synergies from restructurings;
significant litigation; risks associated with decisions to expend cash
reserves for various uses in accordance with our capital allocation
policy such as debt prepayment, stock repurchases or acquisitions rather
than to retain such cash for future needs; risks associated with our
substantial leverage and restrictive covenants in our debt agreements
that may be in place from time to time; risks associated with our
worldwide operations, including changes in trade policies, foreign
employment and labor matters associated with unions and collective
bargaining arrangements, as well as man-made and/or natural disasters
affecting our operations or financial results; the threat or occurrence
of international armed conflict and terrorist activities both in the
United States and internationally; risks of changes in U.S. or
international tax rates or legislation, including the impact of the
recent U.S. tax legislation; risks and costs associated with increased
and new regulation of corporate governance and disclosure standards;
risks related to new legal requirements; and risks involving
environmental or other governmental regulation. Information concerning
additional factors that could cause results to differ materially from
those projected in the forward-looking statements is contained in ON
Semiconductor’s Annual Report on Form 10-K, Quarterly Reports on Form
10-Q, Current Reports on Form 8-K and other of ON Semiconductor’s
filings with the Securities and Exchange Commission. These
forward-looking statements are as of the date hereof and should not be
relied upon as representing our views as of any subsequent date, and we
do not undertake any obligation to update forward-looking statements to
reflect events or circumstances after the date they were made, except as
may be required by law. For additional information, visit ON
Semiconductor’s corporate website,
www.onsemi.com ,
or for official filings visit the SEC website,
www.sec.gov .