On Semiconductor Corporation · NASDAQ:ON

On Semiconductor — Merger or Acquisition (March 2019)

10 slides from On Semiconductor's merger presentation, Mar 27, 2019

  1. Slide 1: Acquisition of Quantenna Communications

    Acquisition of Quantenna communications March 27, 2019 Exhibit 99.2

  2. Slide 2: Safe Harbor Statement and Non-GAAP and Forecast Information

    Safe Harbor Statement and Non-GAAP and Forecast Information This presentation contains “forward-looking statements,” as that term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements

  3. Slide 3: Strategic rationale

    Strategic rationale Creates strong platform for addressing connectivity market for industrial IoT Combination of ON’s expertise in power management and Bluetooth technologies with Quantenna’s WiFi technologies and software capabilities ON’s sales reach and distribution presence in industrial and aut

  4. Slide 4: Building Strong Industrial IoT Connectivity Platform

    Building Strong Industrial IoT Connectivity Platform + High efficiency Power Management Low Energy Bluetooth Multi-Protocol Radios Sales and distribution reach in automotive and industrial markets Industry leading Wi-Fi technology Strong software capabilities Industry leading industrial, automotive,

  5. Slide 5: 2022 Quantenna targeting attractive part of market

    2022 Quantenna targeting attractive part of market 2022 Total Wi-Fi Enabled Device Shipments* 32% 2018-2022 CAGR 6% 6% 2018 Total Wi-Fi Chipset Revenue* 27% 2018-2022 CAGR -1% 3% 2018 4x4 MIMO or higher in Fixed-Point Devices Mainstream Wi-Fi in Fixed-Point Devices Wi-Fi in Portable Devices $2.1 B $

  6. Slide 6: Accelerating Demand For High-Performance Wi-Fi

    Accelerating Demand For High-Performance Wi-Fi Increasing over the top (OTT) & cloud video content HD Video getting increasingly bandwidth intensive Wi-Fi is becoming the network bottleneck Customers demand better experience even under interference and at distance

  7. Slide 7: Significant SAM Expansion – 2018 and 2022

    Significant SAM Expansion – 2018 and 2022 4x4 MIMO or higher in Fixed-Point Devices Mainstream Wi-Fi in Fixed-Point Devices Industrial IoT Connectivity 2022* 2018* $1.3 B $0.7 B $1.2 B $1.9 B $1.2 B * Source: ABI Research, ON Semiconductor, and Quantenna

  8. Slide 8: Transaction Summary

    Transaction Summary Purchase price $24.50 in cash per diluted share of Quantenna Total equity consideration of $1.07 billion Enterprise value of $936 million, after adjusting for $136 million of net cash on Quantenna's balance sheet Synergies $26 million of annual operational synergies run rate with

  9. Slide 9: Synergies and Accretion

    Synergies and Accretion Synergies Investments in R&D and S&M Accretion Approximately $26 million of annual synergies COGS and G&A primary sources of synergies Solidify leadership in existing markets and expand into Industrial IoT and automotive connectivity markets Strengthen sales and marketing fun

  10. Slide 10: Closure timetable

    Closure timetable Subject to regulatory approvals in US and China Expect to close within six months Approval required from Quantenna shareholders

ON Semiconductor — Merger or Acquisition (March 2019) on 6ix