Cemat — M&A Activity 2016

Jun 17, 2016

Nasdaq Copenhagen Nikolaj Plads 6 DK-1067 Copenhagen K Denmark

Frederikssund, 17 June 2016 ANNOUNCEMENT NO. 16/16

THE BOARD'S ASSESSMENT OF THE OFFER FROM NATIONAL SILICON INDUSTRY GROUP

As announced on 16 June 2016 Topsil has received an offer from National Silicon Industry Group (NSIG) for Topsil's silicon business at a price of DKK 335m on debt-free basis.

The board of directors of Topsil has analysed the offer from NSIG compared to the agreement with GlobalWafers regarding a sale of the silicon business at a price of DKK 320m on debt-free basis as announced by Topsil on 20 May 2016.

The purchase price in the agreement with GlobalWafers was subject to specific factors, including the outcome of a patent dispute, a calculation of the value of Topsil's inventory, and the revenue of Topsil's silicon business for the six months ending 30 June 2016.

The agreement with GlobalWafers is now solely subject to approval at Topsil's extraordinary general meeting 17 June 2016, since all regulatory approvals have been obtained. Additionally, GlobalWafers has informed Topsil that there will be no reduction of the purchase price.

Due to the agreement with GlobalWafers announced by Topsil on 20 May 2016, the extraordinary general meeting 17 June 2016 will be held.

Following the above the board of directors has invited GlobalWafers and NSIG to provide a final offer, and if received, to be presented at the general meeting.

If the shareholders of Topsil do not approve the sale to GlobalWafers at the extraordinary general meeting on 17 June 2016, the board of directors of Topsil expects to accept an offer from NSIG on the sale of the silicon business, and will convene the shareholders to an extraordinary general meeting in July to authorise the board of directors to complete a sale of the silicon business.

ANNOUNCEMENT Any queries regarding this announcement may be addressed to the company's CEO, Kalle Hvidt Nielsen, through Susanne Hesselkjær, Executive Secretary, tel. +45 2926 6752.

TOPSIL SEMICONDUCTOR MATERIALS A/S • SILICIUMVEJ 1 • DK-3600 FREDERIKSSUND • DENMARK • TEL. +45 47 36 56 00 • FAX +45 47 36 56 01 E-MAIL: topsil@topsil.com • www.topsil.com • Company registration (CVR) no. 24932818

Topsil Semiconductor Materials A/S

Chairman CEO

Jens Borelli-Kjær Kalle Hvidt Nielsen

This announcement has been prepared in a Danish-language and an English-language version. In case of doubt, the Danish version will prevail.

ANNOUNCEMENT

TOPSIL SEMICONDUCTOR MATERIALS A/S • SILICIUMVEJ 1 • DK-3600 FREDERIKSSUND • DENMARK • TEL. +45 47 36 56 00 • FAX +45 47 36 56 01 E-MAIL: topsil@topsil.com • www.topsil.com • Company registration (CVR) no. 24932818