NXP Investor Presentation
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FORWARD LOOKING STATEMENTS
This presentation or the subsequent discussion period includes forward-looking statements which include statements regarding NXP's business strategy, financial condition, results of operations, market data and expectations, outlooks,
projections, estimates, goals and targets, as well as any other statements which are not historical facts. By their nature, forward-looking statements are subject to numerous factors, risks and uncertainties that could cause actual outcomes and
results to be materially different from those projected. These factors, risks and uncertainties include the following: market demand and semiconductor industry conditions; our ability to successfully introduce new technologies and products; the
demand for the goods into which our products are incorporated; potential impacts of the COVID-19 pandemic; trade disputes between the U.S. and China, potential increase of barriers to international trade and resulting disruptions to NXP's
established supply chains; our ability to generate sufficient cash, raise sufficient capital or refinance our debt at or before maturity to meet both our debt service and research and development and capital investment requirements; our ability to
accurately estimate demand and match our production capacity accordingly or obtain sufficient supplies from third-party producers to meet demand; our access to production from third-party outsourcing partners, and any events that might affect
their business or our relationship with them; our ability to secure adequate and timely supply of equipment and materials from suppliers; our ability to avoid operational problems and product defects and, if such issues were to arise, to correct
them quickly; our ability to form strategic partnerships and joint ventures and successfully cooperate with our alliance partners; our ability to win competitive bid selection processes; our ability to develop products for use in our customers'
equipment and products; our ability to successfully hire and retain key management and senior product engineers; the invasion of Ukraine by Russia and resulting regional instability, sanctions and any other retaliatory measures taken against
Russia, which could adversely impact the global supply chain, disrupt our operations or negatively impact the demand for our products in our primary end markets; and, our ability to maintain good relationships with our suppliers. In addition, this
presentation or the subsequent discussion period contains information concerning the semiconductor industry and our business which is forward-looking in nature and is based on a variety of assumptions regarding the ways in which the
semiconductor industry, our end markets and product areas may develop. NXP has based these assumptions on information currently available to us, if any one or more of these assumptions turn out to be incorrect, actual results may differ
from those predicted. While we do not know what impact any such differences may have on our business, if there are such differences, our future results of operations and financial condition could be materially adversely affected. There can be
no assurances that a pandemic, epidemic or outbreak of a contagious diseases, such as COVID-19, will not have a material and adverse impact on our business, operating results and financial condition in the future. Participants are cautioned
not to place undue reliance on these forward-looking statements, which speak to results only as of the date the statements were made. The forward-looking statements in this presentation are based on management's plans, objectives and
information available as of the May 2, 2022, date of this presentation. Except for any ongoing obligation to disclose material information as required by the United States federal securities laws, NXP does not have any intention or obligation to
publicly update or revise any forward-looking statements, whether to reflect any future events or circumstances or otherwise. Neither future distribution of this material nor the continued availability of this material in archive form on our website
should be deemed to constitute an update or re-affirmation of these forward-looking statements as of any future date. For a discussion of potential risks and uncertainties, please refer to the risk factors listed in our SEC filings. Copies of our
filings are available from our Investor Relations website, www.nxp.com/investor or from the SEC website, www.sec.gov.
NO OFFER OF SOLICITATION
The Presentation does not constitute or form part of, and should not be construed as, an offer to sell or issue, or the solicitation of an offer to purchase, subscribe to or acquire, securities of NXP, or an inducement to enter into investment activity
in the United States or in any other jurisdiction in which such offer, solicitation, inducement or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of such jurisdiction. No part of this
Presentation, nor the fact of its distribution, should form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever.
The Presentation is not for publication, release or distribution in any jurisdiction where such publication, release or distribution would constitute a violation of the relevant laws of such jurisdiction, nor should it be taken or transmitted
into such jurisdiction.
USE OF NON-GAAP FINANCIAL MEASURES
In this presentation, we have included certain non-GAAP financial information, including (i) Gross profit, (ii) Gross margin, (iii) Research and development, (iv) Selling, general and administrative, (v) Amortization of acquisition-related intangible
assets, (vi) Other income, (vii) Operating income (loss), (viii) Operating margin, (ix) Financial Income (expense), (x) Adjusted net income, adjusted EBITDA and trailing 12 month adjusted EBITDA and (xi) free cash flow and free cash flow as a
percent of Revenue. Our non-GAAP results exclude, where applicable, the amortization of acquisition related intangible assets, the purchase accounting effect on inventory and property, plant and equipment, merger related costs (including
integration costs), certain items related to divestitures, share-based compensation expense, restructuring and asset impairment charges, non-cash interest expense on convertible notes, extinguishment of debt and foreign exchange gains and
losses. These non-GAAP measures are provided in addition to, and not as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. Reconciliations of these non-GAAP measures to the most
comparable measures calculated in accordance with GAAP are provided in the appendix to the presentation. For further discussion of our use of non-GAAP measures and information on the reconciliation to most comparable measures
calculated in accordance with GAAP, please refer to the NXP Historic Financial Model file found on the Financial Results page of the Investor Relations section of our website at www.nxp.com.
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