June 16, 2021

TOKYO, Japan ― Renesas Electronics Corporation (“Renesas”, TSE: 6723) today announced that it has withdrawn as of June 16, 2021 the shelf registration for the issuance of shares of common stock announced on its press release dated February 8, 2021, entitled “Notice Concerning Filing of Shelf Registration Statement for Issuance of New Shares”:

1. Summary of the Shelf Registration Withdrawn

(1)

Filing Date of Shelf Registration Statement

February 8, 2021

(2)
Class of Securities to be Offered

Shares of common stock of Renesas

(3)
Scheduled Issue Period

For the period from the effective date of the Shelf Registration to the date that is one year after such effective date (From February 24, 2021 to February 23, 2022)

(4)
Scheduled Issue Amount

Up to 270 billion yen
(Note) 41,891,475,120 yen (aggregate issue amount) of new shares have been offered, as described in 2. below.

2. Result of the Offering through the Shelf Registration

Aggregate Issue Amount: 41,891,475,120 yen

(Note) Concurrent with the offering through the shelf registration above, 179,526,074,640 yen (aggregate issue amount) of new shares have been offered in overseas markets (in the United States, restricted to sales to qualified institutional buyers pursuant to Rule 144A under the U.S. Securities Act of 1933, as amended).

3. Reason for the Withdrawal of the Shelf Registration

The shelf registration was withdrawn due to the completion of the offering of shares scheduled under the shelf registration.

In addition to the offering above, Renesas may additionally issue up to 3,637,300 shares of common stock of Renesas to the designated Japanese underwriter by way of third-party allotment in connection with the secondary offering by way of over-allotment, with the payment date set to be June 28, 2021. For details thereof, please see the press release dated May 28, 2021, entitled “Renesas Announces Issuance of New Shares and Secondary Offering of Shares”, and the press release dated June 9, 2021, entitled “Renesas Announces Determination of Issue Price, Selling Price and Other Matters”.

About Renesas Electronics Corporation

Renesas Electronics Corporation (TSE: 6723) delivers trusted embedded design innovation with complete semiconductor solutions that enable billions of connected, intelligent devices to enhance the way people work and live. A global leader in microcontrollers, analog, power and SoC products, Renesas provides comprehensive solutions for a broad range of automotive, industrial, infrastructure, and IoT applications that help shape a limitless future. Learn more at renesas.com. Follow us on LinkedIn, Facebook, Twitter, and YouTube.

(Remarks) All names of products or services mentioned in this press release are trademarks or registered trademarks of their respective owners.

Note:
This press release has been prepared for the purpose of announcing to the public certain matters relating to withdrawal of shelf registration for the issuance of new shares of Renesas, and not for the purpose of soliciting investment or engaging in any other similar activities within or outside Japan. In addition, this press release does not constitute an offer or sale of securities in the United States. The securities referred to above have not been, and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”). The securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act. The securities referred to above will not be publicly offered or sold in the United States.


The content in the press release, including, but not limited to, product prices and specifications, is based on the information as of the date indicated on the document, but may be subject to change without prior notice.

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