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1June 29, 2018Adesto to Acquire Echelon Corporation
1June 29, 2018Adesto to Acquire Echelon
Corporation2Safe Harbor Statement
About Non -GAAP Financial Measures
During this presentation, references to financial measures of Adesto Technologies Corporation (“ Adesto ”) will include references to non -GAAP financial measures.
Adesto provides an explanation of these financial measures in its latest earnings release.
Forward -Looking Statements
This presentation contains forward -looking statements, which are subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These
statements include, among other things, statements described as “Expected Financial Benefits” and “Financing & Timeline,” on theslide entitled “Anticipated Benefits
of the Transaction” and relating to expansion of the combined company’s addressable market, projections on the slide captione d “Adesto Pro Forma Financial
Highlights” and statements regarding future events that involve risks and uncertainties. Actual results may differ materiall y from those contained in the forward -
looking statements contained in this presentation, and reported results should not be considered as an indication of future p erformance. The potential risks and
uncertainties that could cause actual results to differ from those projected include the risk that Echelon Corporation stockh olders may not approve the proposed the
proposed acquisition, the closing of the acquisition may not occur or may be delayed, litigation related to the proposed acqu isition may delay or negatively impact the
proposed acquisition, Adesto may be delayed or unable to finance the acquisition due to market conditions or for other reasons, the businesses of the Adesto , S3semi
and Echelon may not be combined successfully, or such combination may take longer, be more difficult, time -consuming or costly t o accomplish than expected; the risk
that sales of Echelon’s products will not be as high as anticipated; the expected growth opportunities, increases in average sales prices, revenues, gross margin and
operating margin, sales channel expansion or cost savings from the acquisition may not be fully realized or may take longer t o realize than expected; customer losses
and business disruption following the acquisition, including adverse effects on relationships with former employees of Echelo n, may be greater than expected; and the
risk that the Company may incur unanticipated or unknown losses or liabilities in connection with the acquisition. Additional factors, that could cause actual results to
differ materially from those expressed in the forward -looking statements include our ability to predict the timing of design win s entering production and the potential
future revenue associated with our design wins; market adoption of our CBRAM -based products; our limited operating history; our rate of growth; our ability to predict
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