|Simona Jankowski||Robert Sherbin|
|Investor Relations||Corporate Communications|
|Email Contact||Email Contact|
|Jeremy Fielding (U.S.) / Richard Campbell (U.K.)|
|Email Contact / Email Contact|
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 including, but not limited to, statements as to the proposed transaction and acquisition of Arm by NVIDIA, including statements regarding the benefits and impact of the transaction and what the combined companies will offer and create, the timing, price and closing conditions of the transaction; statements regarding the companies’ products and markets; creating the world’s premier computing company; driving innovation for customers; NVIDIA expanding Arm’s presence in the U.K.; future plans for the business of the combined companies; the financial impact of the transaction; the numbers of computers running AI and what it will create; the combined company being positioned for the age of AI, advancing computing and its ability to innovate; Arm’s contributions to technology markets; the combined company being at the center of expanding AI computing; NVIDIA turbocharging Arm’s R&D capacity and offering GPUs and AI technology to the Arm ecosystem; Arm remaining headquartered in the U.K., what it will become and how NVIDIA will expand and invest there; SoftBank’s investments and support for the combined business; Arm and NVIDIA’s vision, how it will address the world’s issues and how the combined companies will accelerate progress, create solutions and enable innovators; Arm management joining NVIDIA; continuing Arm’s business model and how its partners will benefit; SoftBank and Arm remaining committed to satisfying SoftBank’s undertakings from its Arm acquisition; Arm’s intellectual property remaining registered in the U.K.; NVIDIA retaining the name and identity of Arm; the equity to be issued to Arm employees; SoftBank’s expected ownership stake in NVIDIA; and how NVIDIA intends to finance the transaction are forward-looking statements 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, including the following, among others: the risk that the transaction may not be completed in a timely manner or at all, which may adversely affect NVIDIA’s business and the price of its stock; uncertainties as to the timing of the consummation of the transaction and the failure to satisfy the conditions to the consummation of the transaction, including the receipt of certain governmental and regulatory approvals; the potential for regulatory authorities to require divestitures, behavioral remedies or other concessions in order to obtain their approval of the proposed transaction; the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement; the effect of the announcement or pendency of the transaction on NVIDIA’s business relationships, operating results, and business generally; delays, disruptions or increased costs in the integration of Arm’s technology in existing or new products; expected financial benefits and other benefits of the transaction may not be realized; integration of the acquisition post-closing may not occur as anticipated, and the combined company’s ability to achieve the growth prospects and synergies expected from the transaction, as well as delays, challenges and expenses associated with integrating the combined company’s existing businesses may incur; litigation related to the transaction or otherwise or limitations or restrictions imposed by regulatory authorities may delay or negatively impact the transaction; unanticipated restructuring costs may be incurred or undisclosed liabilities assumed; attempts to retain key personnel and customers may not succeed; risks related to diverting management’s attention from NVIDIA’s ongoing business operations; the business combination or the combined company’s products may not be supported by third parties; actions by competitors may negatively impact results; potential adverse reactions or changes to business relationships resulting from the announcement or completion of the transaction; the short- and longer-term effects of the COVID-19 pandemic; and there may be negative changes in general economic conditions in the regions or the industries in which NVIDIA and Arm operate and other risks described in NVIDIA’s filings with the Securities and Exchange Commission (“SEC”). In addition, please refer to the documents that NVIDIA files with the SEC on Forms 10-K, 10-Q, and 8-K. These filings identify and address other important risks and uncertainties that could cause events and results to differ materially from those contained in the forward-looking statements set forth in this presentation. Actual results are subject to other risks and uncertainties that relate more broadly to NVIDIA’s overall business, including those more fully described in NVIDIA’s filings with the SEC. In addition, the foregoing review of important factors that could cause actual events to differ from expectations should not be construed as exhaustive and should be read in conjunction with statements that are included herein and NVIDIA’s filings with the SEC. These forward-looking statements are not guarantees of future events or performance and speak only as of the date hereof. Except as required by applicable law, NVIDIA does not undertake any obligation to revise or update any forward-looking statement, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise. NVIDIA can give no assurance that the conditions to the transaction will be satisfied.
© 2020 NVIDIA Corporation. All rights reserved. NVIDIA and the NVIDIA logo are trademarks and/or registered trademarks of NVIDIA Corporation in the U.S. and/or 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.
A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/02fa9902-268a-4449-81f7-17102b2ae9d7