towards a standalone global powerhouse Nexperia s Customers A - - PowerPoint PPT Presentation

Standard products towards a standalone global powerhouse

November 7, 2016

A standalone world-class company for Discretes, Logic and Mosfets

Customer Presentation

Nexperia´s Customers

NXP‘s announcement about Standard Products

• NXP has announced a binding agreement to sell its Standard Products business to a consortium of financial investors

consisting of Beijing Jianguang Asset Management Co. Ltd (‘JAC Capital’) and Wise Road Capital LTD (‘Wise Road Capital’), leading to a stand-alone world-class leader in Discretes, Logic and PowerMOS to be named Nexperia.

• The business will be operated by the Nexperia management team which will be responsible for Nexperia day-to-day

business operations and productions. Investors regard Nexperia as a global company and consider the best support to global customers is a key factor for the success of the new company. JAC will continue to make investment to support Nexperia management team and the business including R&D activities, customer supports and growth aspirations.

• The transaction is expected close in the first quarter of 2017, pending all required regulatory approval and employee

representative consultations.

• Transaction is a positive accomplishment for all parties involved, enabling NXP to continue to focus on its HPMS

business, and furthering its Secure Connections for a Smarter World strategy.

• As stand-alone global powerhouse, Nexperia will continue the product portfolio (Discretes, Logic, PowerMOS) of today.

Nexperia will decide efficiently by its own on growth strategies and associated investments.

June 14th 2016

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Transaction highlights

• The new company, to be named Nexperia, will be

headquartered in Nijmegen, the Netherlands.

• The new company will become a world-class

producer/supplier of standard products. It will be fully focused on the Logic, Discretes and MOSFETs markets, producing over 70 billion devices a year.

• The transaction concerns all employees of BU Standard

Products, its associated manufacturing sites and dedicated Standard Products resources in other functional areas within NXP.

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Transaction includes

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• 5 factories:
• 2 Front-end: Manchester, UK and Hamburg, Germany
• 3 Back-end: Guangdong, China, Seremban, Malaysia and

Cabuyao, Philippines

• About 11,000 employees
• Numerous sales, marketing, logistics, R&D and other personnel

resources dedicated for Standard Products today

• Nexperia to be managed by Frans Scheper and

his leadership team

Business continuity and focus on our customers

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“As a strong leader we consistently provide a highly reliable and innovative Discretes, MOSFETs and Logic product portfolio to our global customers. With our engaged and motivated employees we invest in product development and best-in-class quality. This ensures our leading position and profitability today and in the future. It is our intent to daily exceed the needs and expectations of our customers!”

Frans Scheper EVP and GM BU Standard Products Designated CEO of Nexperia

A successful Strategic Partnership continues…

“NXP and Nexperia will have a strategic and financial partnership on the technical cooperation for reference designs and securing important design ins. NXP will continue to provide innovative ICs for Automotive, Security & Connectivity and Digital Networking which are supplemented by Nexperia´s broad portfolio of Discretes, MOSFETs and Logic devices to provide proven world-class reference design solutions towards our common customer base.”

Rick Clemmer Frans Scheper CEO NXP Semiconductors EVP and GM BU Standard Products Designated CEO of Nexperia

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&

Nexperia – Differentiated position in the market

Translating our positioning „The efficiency company“ into a promise into the market

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• Customers
• Distributors
• Partners
• Investors
• Employees
• Suppliers

Nexperia – Executive Management Team

As of day 1

nexperia.com 8 CEO Frans Scheper

SVP Human Resources

Stefan Hermans

CFO

Erik Just-Wartiainen COO Sean Hunkler General Manager BG Jürgen Lange

General Manager BG

Julian Humphreys General Counsel Charles Smit SVP Sales Jennifer Zhao VP Strategy & Chief of Staff Rainer Buschke SVP Marketing Gerton Jansen BG Bipolar Discretes and BG Logic & Protection BG MOS Discretes

BG = Business Group

Business continuity

• Nexperia will continue to source its front end and back end

production from its current manufacturing sites. As such there will be no consequences to our sourcing strategy as a result of the announced transaction. Both NXP and our new investors agree that business continuity across the board is

• f critical importance to the success of Nexperia and hence

we will make sure that there will not be any disruption in our supply chain or any other processes for that matter.

• Both NXP and Nexperia will continue to support its mutual

business operations with their factories and hence will continue as a strategic partnership once the transaction is completed by early 2017.

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Business continuity

Your 1st choice for Diodes, Transistors, ESD & EMI filtering, MOSFETs, and Logic

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Automotive Portable devices Communication Infrastructure Consumer Industrial

Reflected in >10,000 types

• Small-signal Diodes &

Transistors

• Medium Power Diodes &

Transistors

• Protection & Signal

Conditioning

• MOSFETs
• Logic Devices
• Cost efficient supply

chain

• High quality with

<0.1 PPM failure rate

• Extended AECQ-

100/101 portfolio

• Best in Class

packages

…AND UP TO 70 BLN PCS SHIPPED ANUALLY!

Standard products is your 1st choice supplier with > 12 % market share

GA Discretes

(incl. ESD protection)

1

PowerMOS Automotive Logic

Market segments Enabled by Market Position

2 3

The shape of Nexperia

Value Proposition

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• Portfolio
• Broadest portfolio of Discretes,

Logic and MOSFETs: one-stop-shop

• Manufacturing
• 5 owned front and back end factories
• Very high degree of automation in backend factories
• Own specialized equipment designer
• Highly efficient supply chain and secure capacity
• R&D
• Dedicated and highly experienced R&D team
• Extensive IP portfolio ~ 200 patent families
• Financials
• Strong financial position
• > US$ 1 bln annual revenue
• Focused on growth and associated investments
• Markets
• Leading supplier to automotive customers
• Leading supplier to distribution partners

Frond End Hamburg, Germany Manchester, UK Headquarter Nijmegen The Netherlands Back End Guandong, China Cabuyao, Philippines Seremban Malaysia Although servicing a variety of markets, Nexperia will be especially increasing focus on Automotive applications and providing their required high-level of quality solutions.

Nexperia – The efficiency company

• We at Nexperia are the efficiency semiconductor company. We deliver over 70 billion products a year and as such service

thousands of global customers, both directly and through our extensive network of channel partners.

• At Nexperia we believe that an efficient company creates efficient products. Products that are efficient in power

consumption and efficient in space usage by offering industry leading small packages. All of this complemented with best in class quality levels and an extensive portfolio that meet the stringent requirements set by the Automotive industry.

• Led by our lean and passionate team, we are teaming up with our customers, partners and with the communities in which

we have 11,000 employees to create the best standard semiconductor components available in the market. It’s a team

• effort. We call it: TeamNexperia. And it is about doing things together. Join us as we build a new company with decades of

experience combined with the passion of the new generation.

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Application trends in the electronic market

Continued product innovations by Nexperia to serve those requirements

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Power efficiency

• Reduction of overall power

consumption

• Reduction of standby power

consumption

• Reduced wiring effort
• Protection of multiple bus systems

within the car

• Reduction of size of modules
• Mechanical space constraints
• Cost reduction by smaller control

units

• Reduction of overall power

consumption

• Reduction of module size
• Reduction of power dissipation /

cooling requirements

• Reliability of interconnections
• Increased functional density
• Cost reduction by smaller units
• Longer battery life
• Reduced power dissipation / heat
• Smaller charging units
• Wireless charging
• Protection of interconnects and

internal modules

• Smaller form factors

(especially thinner)

Protection and filtering Miniaturization

Global sales & marketing

Close to customers

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Nexperia´s planned Sales & Marketing Offices Complemented by home offices in close proximity to customers Nijmegen* Headquarter; Sales&Marketing Office

Detro roit it

To our customers

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• Yes, all pricing agreements made by NXP´s BU Standard Products
• n LTA’s, MYA’s or other kind of agreement will be fully honored by

Nexperia.

• Quality was, is and will remain top priority for Nexperia. Most of our

revenue is in the Automotive segment and we consider our quality level as one of the key differentiators. For sure we will continue innovating in even higher quality levels going forward with Nexperia.

• Continuity of product portfolio and continuous long term supply
• f products towards our customers.
• Proven supply and logistics supply chain will be continued.
• For Nexperia, a European company under Dutch law, the protection
• f customer´s intellectual properties is of course of highest

priority.

• Established customer contacts of dedicated Standard Products

experts e.g. in Sales & Marketing, Logistics and in Quality will remain with Nexperia.

Communication & Commitments

To our customers

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Standard Products Quality Certifications are;

• ISO9001 Quality
• ISO/TS16949 Automotive
• ISO14001 Environmental and
• OHSAS18001 Health and Safety.

You can be assured that we will maintain these certifications in the new company. Our ways of working will continue in the new company as well as our internal and external audit programs. We are already working with the certification company DEKRA to ensure there is a seamless transition and certifications can continue from day 1 of the new company. We also recognize that new ISO standards are now being introduced and we plan to move to these new standards during 2017.

Quality Standards

From NXP´s Standard Products to Nexperia

Migration approach

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From NXP´s Standard Products to Nexperia

• The high-level plan for the transition of NXP’s Standard Products Group to Nexperia is

described/depicted below.

• As we approach order migration day, operations will be frozen before the cutover weekend.
• Migrations will take place during the cutover weekend (for customer orders, inventory, etc.).
• Functional testing as well as backlog processing (including pilot orders) will take place at the end of the

cutover weekend.

• The detailed cutover plan, including risk mitigations, will be finalized in Q4 2016.

Order migration and shipping around day 1

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Next steps

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• Set up Nexperia´s systems & processes (ongoing).
• Nexperia´s Vendor Master Data provided to customers

in August. Customers are kindly asked to implement aiming system readiness in 4Q16.

• Transfer established Standard Products dedicated Sales

& Marketing team towards Nexperia.

• Transfer of the Standard Products orderbook from NXP

towards Nexperia on day 1.

• Closure of the divestment and start of Nexperia by mid
• f 1Q17.

Back up FAQs

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Frequently asked questions

• The NXP Freescale integration is a separate and

distinct activity from the carve-out of the NXP Standard Products Business as a stand-alone company called, Nexperia.

• As announced on July 6, 2016, Nexperia will

become a new, stand-alone company on February 6, 2017.

• Although Nexperia order migration activities are

separate and distinct from current NXP/Freescale integration activities, many customer communications efforts will run parallel to minimize the number of communications moments to the same customer.

• If any requested activity requires further

clarification, please contact your Customer Supply Representative for navigational assistance!

Are the Standard Products (Nexperia) and the NXP/Freescale integration activities related?

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Frequently asked questions

• The recently announced agreement between

Qualcomm and NXP does not impact the plans to transition NXP’s Standard Products Business to Nexperia.

Will the recently announced agreement between Qualcomm and NXP impact the transition of NXP’s Standard Products Business to Nexperia?

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Frequently asked questions

• As Nexperia will be a completely stand-

alone, independent company from NXP on February 6th, 2017, we are striving for a smooth continuation of business operations for our customers after the transition/close

• date. To best support this, Nexperia’s

policy will be to honor all Standard Products customer contracts that are and/or will be in place as of February 6, 2017 through the end of 2017.

• We will be approaching customers within

the next few months with customized contract assignment letters to formalize the continuity of business terms, as required.

Which terms and conditions will apply for future Nexperia customers?

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Frequently asked questions

• Nexperia will be fully-covered with all

valid/relevant Quality certificates. The following quality standards will continue to be supported:

— ISO9001 Quality — ISO/TS16949 Automotive — ISO14001 Environmental — OHSAS18001 Health and Safety

• The above certifications will continue to be

maintained by Nexperia, as will the consistency associated with all business operations and internal/external audit programs.

Will Nexperia support the existing NXP quality requirements?

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Frequently asked questions

• A new vendor creation process will need to be

adopted by customers to enable sales transactions after February 6, 2017.

• Customers are being contacted about

supporting EDI testing prior to the cutover so that we can validate the approach and timing

• f the testing.
• EDI testing is highly advised due to the

complexity and volume of orders typically associated with Standard Products sales transactions.

• It is expected that all EDI connections will be

enabled prior to February 6, 2017.

Is a new vendor code required for Nexperia?

Is EDI testing transmission required? When does Nexperia expect the first EDI transmission?

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Frequently asked questions

• Nexperia will continue to support manufacturing
• perations in 5 factories:

— 2 front-end factories: Manchester, UK and Hamburg, Germany — 3 back-end factories: Guangdong, China; Seremban, Malaysia; and Cabuyao, Philippines

• There will be no changes to Nexperia’s sourcing

strategy: Front-end and back-end production will continue to be sourced from current manufacturing

• sites. Business continuity is critical to the success
• f the transaction and we are working hard to

minimize any disruption to manufacturing

• perations/supply chain.
• Both NXP and Nexperia will continue to support

mutual business operations at common factory locations and will establish a strategic manufacturing partnership once the transaction is completed.

Will Nexperia manufacturing capabilities/capacities change?