Transphorm Announces the Close of JV Transaction for Acquisition of AFSW Wafer-Fab

- New Joint Venture Partner, JCP Capital, Adds Financial Strength for Continued Operation of Transphorm’s Premier GaN Manufacturing Fab -

Transphorm, Inc. (OTCQX: TGAN) —a pioneer in and global supplier of high reliability, high performance gallium nitride (GaN) power conversion products, announced today the close of the transaction for the acquisition of 100% interest in the Company’s AFSW wafer-fab facility by GaNovation, Transphorm’s recent joint venture with Palo Alto-based JCP Capital, a new strategic-financial partner.

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AFSW wafer-fabrication facility in Aizu Wakamatsu, Japan (Photo: Business Wire)

This deal represents a strong step forward for Transphorm and its existing AFSW wafer-fabrication facility, previously a JV with Fujitsu Semiconductor Limited (FSL), located in Aizu Wakamatsu, Japan. The facility is considered to be the premier wafer manufacturing fab in the world for high quality, reliable high voltage GaN power semiconductors.

The transaction completes the planned and previously announced exit of Fujitsu Semiconductor from the AFSW fab. Transphorm’s effective stake in AFSW will be 25% (via its 25% ownership of GaNovation), down from its previous 49% stake. This will reduce Transphorm’s direct capital outlay for AFSW by approximately 50%, resulting in more efficient P&L, with investment in GaN technologies and applications. In addition, partnering with JCP Capital adds a significant strategic-financial partner for AFSW that has global strength in the GaN ecosystem, and the shared goal of expanding Transphorm’s GaN power business. Importantly, this transition will be seamless for both Transphorm’s customers as well as the existing team and operations at the AFSW fab. With the close of this transaction, FSL’s previously announced exercise of the put option has also been satisfied.

“We are delighted to partner with Transphorm in AFSW, and its new parent entity GaNovation, a joint venture with Transphorm,” remarked David Cong, Founder and Managing Partner, JCP Capital. “GaNovation will not only bring significant capital to AFSW, the world’s premier GaN power wafer fab, over the next several years to expand GaN wafer manufacturing, but also contribute to growing the GaN product business together with our portfolio ecosystem at a faster vector, especially in the area of GaN-based fast chargers and adapters.”

Primit Parikh, co-founder and President of Transphorm, stated, “The partnership with GaNovation and JCP Capital is the ideal next step in Transphorm’s rapid growth and manufacturing of its highest quality-highest reliability GaN wafers and products, continuing our asset-light vertically integrated model with strong IP dominance and protection. We also thank Fujitsu Semiconductor for its long-standing partnership as well as its commitment to assist in the successful transition of AFSW going forward.”

“FSL and AFSW have been working closely with the Transphorm and the JCP Capital team for this transaction that continues forward the strong legacy of semiconductor manufacturing at AFSW in the exciting area of GaN semiconductors. Transphorm’s excellence in GaN, with the financial strength brought by JCP Capital, will make AFSW an even stronger manufacturing source for continued success,” commented Kagemasa Magaribuchi, President and Representative Director, FSL. “FSL will also continue to work with AFSW through transition services during the mutually agreed period of time.”

AFSW is believed to be the only GaN on Silicon foundry that has reported defect densities (marker for yields) for GaN on Silicon high voltage devices that are similar to that of Silicon CMOS/Bipolar technologies running in the same wafer fab. This advantage has been a strong contributor to Transphorm’s superior GaN products, including the latest generations like SuperGaN^®, with demonstrated performance advantage when compared to other e-mode GaN products for chargers/adapters in lower power applications from 45W to several 100W and against other GaN and SiC products for higher power applications to 10 kW. AFSW is expected to continue to scale as the foundry center of excellence for GaN wafer fabrication while maintaining its ability for existing Silicon wafer fabrication.

About Transphorm

Transphorm, Inc., a global leader in the GaN revolution, designs and manufactures high performance and high reliability GaN semiconductors for high voltage power conversion applications. Having one of the largest Power GaN IP portfolios of more than 1,000 owned or licensed patents, Transphorm produces the industry’s first JEDEC and AEC-Q101 qualified high voltage GaN semiconductor devices. The Company’s vertically integrated device business model allows for innovation at every development stage: design, fabrication, device, and application support. Transphorm’s innovations are moving power electronics beyond the limitations of silicon to achieve over 99% efficiency, 40% more power density and 20% lower system cost. Transphorm is headquartered in Goleta, California and has manufacturing operations in Goleta and Aizu, Japan. For more information, please visit www.transphormusa.com. Follow us on Twitter @transphormusa and WeChat @ Transphorm.

Forward-Looking Statements

This press release contains forward-looking statements (including within the meaning of Section 21E of the United States Securities Exchange Act of 1934, as amended, and Section 27A of the United States Securities Act of 1933, as amended) concerning the Company’s technology and product offerings, industry acceptance of GaN technology, and the Company’s pipeline and future anticipated growth. Forward-looking statements generally include statements that are predictive in nature and depend upon or refer to future events or conditions, and include words such as “may,” “will,” “should,” “would,” “expect,” “plan,” “believe,” “intend,” “look forward,” and other similar expressions among others. Statements that are not historical facts are forward-looking statements. Forward-looking statements are based on current beliefs and assumptions that are subject to risks and uncertainties and are not guarantees of future performance. Actual results could differ materially from those contained in any forward-looking statement as a result of various factors, including, without limitation: risks related to Transphorm’s operations, such as additional financing requirements and access to capital; competition; the ability of Transphorm to protect its intellectual property rights; and other risks set forth in the Company’s filings with the Securities and Exchange Commission. Except as required by applicable law, the Company undertakes no obligation to revise or update any forward-looking statement, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.

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