NVIDIA and SoftBank Group announce termination of NVIDIA’s acquisition of Arm Limited

Santa Clara, Calif. & Tokyo--(ANTARA/Business Wire)- NVIDIA (NASDAQ: NVDA) and SoftBank Group Corp. (“SBG” or “SoftBank”) today announced the termination of the previously announced transaction whereby NVIDIA would acquire Arm Limited (“Arm”) from SBG. The parties agreed to terminate the Agreement because of significant regulatory challenges preventing the consummation of the transaction, despite good faith efforts by the parties. Arm will now start preparations for a public offering.

“Arm has a bright future, and we’ll continue to support them as a proud licensee for decades to come,” said Jensen Huang, Founder and Chief Executive Officer of NVIDIA. “Arm is at the center of the important dynamics in computing. Though we won’t be one company, we will partner closely with Arm. The significant investments that Masa has made have positioned Arm to expand the reach of the Arm CPU beyond client computing to supercomputing, cloud, AI and robotics. I expect Arm to be the most important CPU architecture of the next decade.”

SBG today also announced that, in coordination with Arm, it will start preparations for a public offering of Arm within the fiscal year ending March 31, 2023. SBG believes Arm’s technology and intellectual property will continue to be at the center of mobile computing and the development of artificial intelligence.

“Arm is becoming a center of innovation not only in the mobile phone revolution, but also in cloud computing, automotive, the Internet of Things and the metaverse, and has entered its second growth phase,” said Masayoshi Son, Representative Director, Corporate Officer, Chairman & Chief Executive Officer of SoftBank Group Corp. “We will take this opportunity and start preparing to take Arm public, and to make even further progress.”

Mr. Son continued, “I want to thank Jensen and his talented team at NVIDIA for trying to bring together these two great companies and wish them all the success.”

NVIDIA and SBG had announced that they had entered into a definitive agreement, under which NVIDIA would acquire Arm from SoftBank, on September 13, 2020. In accordance with the terms of the agreement, SBG* will retain the $1.25 billion prepaid by NVIDIA, which will be recorded as profit in the fourth quarter, and NVIDIA will retain its 20-year Arm license.

* 24.99% of Arm shares are attributable to SoftBank Vision Fund 1.

NVIDIA’s (NASDAQ: NVDA) invention of the GPU in 1999 sparked the growth of the PC gaming market and has redefined modern computer graphics, high performance computing and artificial intelligence. The company’s pioneering work in accelerated computing and AI is reshaping trillion-dollar industries, such as transportation, healthcare and manufacturing, and fueling the growth of many others. More information at https://nvidianews.nvidia.com/.

The SoftBank Group invests in breakthrough technology to improve the quality of life for people around the world. The SoftBank Group is comprised of SoftBank Group Corp. (TOKYO: 9984), an investment holding company that includes stakes in telecommunications, internet services, AI, smart robotics, IoT and clean energy technology providers; the SoftBank Vision Funds, which are investing more than US$140 billion to help extraordinary entrepreneurs transform industries and shape new ones; the US$5 billion SoftBank Latin America Fund, the largest venture fund in that region; the US$3 billion SoftBank Latin America Fund II; and the SB Opportunity Fund, a US$100 million fund investing in Black, Latinx and Native American founders in the U.S. To learn more, please visit https://group.softbank/en.

Arm technology is at the heart of a computing and data revolution that is transforming the way people live and businesses operate. Arm’s energy-efficient processor designs and software platforms have enabled advanced computing in more than 215 billion chips and its technologies securely power products from the sensor to the smartphone and the supercomputer. Together with 1,000+ technology partners Arm is at the forefront of designing, securing and managing all areas of AI-enhanced connected compute from the chip to the cloud.

Certain statements in this press release including, but not limited to, statements as to: Arm’s future and NVIDIA continuing to support them as a licensee for decades and partnering with Arm; and Arm’s positioning and being the most important CPU architecture of the next decade are forward-looking statements that are subject to risks and uncertainties that could cause results to be materially different than expectations. Important factors that could cause actual results to differ materially include: global economic conditions; our reliance on third parties to manufacture, assemble, package and test our products; the impact of technological development and competition; development of new products and technologies or enhancements to our existing product and technologies; market acceptance of our products or our partners’ products; design, manufacturing or software defects; changes in consumer preferences or demands; changes in industry standards and interfaces; unexpected loss of performance of our products or technologies when integrated into systems; as well as other factors detailed from time to time in the most recent reports NVIDIA files with the Securities and Exchange Commission, or SEC, including, but not limited to, its annual report on Form 10-K and quarterly reports on Form 10-Q. Copies of reports filed with the SEC are posted on the company’s website and are available from NVIDIA without charge. These forward-looking statements are not guarantees of future performance and speak only as of the date hereof, and, except as required by law, NVIDIA disclaims any obligation to update these forward-looking statements to reflect future events or circumstances.

© 2022 NVIDIA Corporation. All rights reserved. NVIDIA and the NVIDIA logo are trademarks and/or registered trademarks of NVIDIA Corporation in the U.S. and other countries. Other company and product names may be trademarks of the respective companies with which they are associated. Features, pricing, availability and specifications are subject to change without notice.

For further information:

All statements included or incorporated by reference in this communication, other than statements or characterizations of historical fact, are forward-looking statements within the meaning of the federal securities laws. These forward-looking statements are based on NVIDIA’s current expectations, estimates and projections about its business and industry, management’s beliefs, and certain assumptions made by NVIDIA and Arm, all of which are subject to change. Forward-looking statements can often be identified by words such as “anticipates,” “expects,” “intends,” “plans,” “predicts,” “believes,” “seeks,” “goals,” “likely,” “might,” “project,” “target,” “estimates,” “may,” “will,” “should,” “would,” “could,” “potential,” “continue,” “ongoing,” or similar expressions, and variations or negatives of these words. Certain statements in this press release that are subject to risks and uncertainties that could cause results to be materially different than expectations.

These forward-looking statements are based on current expectations and are not guarantees of future results. Many factors could cause actual future events to differ materially from the forward-looking statements in this presentation. These forward-looking statements are not guarantees of future events or performance and speak only as of the date hereof.

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NVIDIA

Simona Jankowski

Investor Relations

sjankowski@nvidia.com

Robert Sherbin

Corporate Communications

rsherbin@nvidia.com

SoftBank

Japan:

sbpr@softbank.co.jp

+81 3 6889 2300

United States:

Sard Verbinnen & Co.

Paul Kranhold / Ben Spicehandler / Hannah Dunning

SoftBank-SVC@sardverb.com

Arm

Phil Hughes

Arm Communications

phil.hughes@arm.com