Common use of CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS Clause in Contracts

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS. The Announcement may contain certain statements that are, or may be deemed to be, forward- looking statements with respect to the financial condition, results of operations and business of Dialog and/or Renesas and/or the Combined Group and certain plans and objectives of Dialog and/or Renesas and/or the Combined Group with respect thereto. These forward-looking statements can be identified by the fact that they do not relate to historical or current facts. Forward-looking statements also often use words such as ‘anticipate’, ‘target’, ‘continue’, ‘estimate’, ‘expect’, ‘‘forecast’, ‘intend’, ‘may’, ‘plan’, ‘goal’, ‘believe’, ‘hope’, ‘aims’, ‘continue’, ‘could’, ‘project’, ‘should’, ‘will’ or other words of similar meaning. These statements are based on assumptions and assessments made by Dialog and/or Renesas (as applicable) in light of their experience and perception of historical trends, current conditions, future developments and other factors they believe appropriate. By their nature, forward- looking statements involve risk and uncertainty, because they relate to events and depend on circumstances that will occur in the future and the factors described in the context of such forward- looking statements in this Announcement could cause actual results and developments to differ materially from those expressed in or implied by such forward-looking statements. Although it is believed that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will provide to be correct and you are therefore cautioned not to place undue reliance on these forward-looking statements which speak only as at the date of this Announcement. Forward-looking statements are not guarantees of future performance. Such forward-looking statements involve known and unknown risks and uncertainties that could significantly affect expected results and are based on certain key assumptions. Many factors could cause actual results to differ materially from those projected or implied in any forward-looking statements. Due to such uncertainties and risks, readers are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date of this Announcement. Neither Dialog nor Renesas undertakes any obligation to update or revise any forward-looking statement as a result of new information, future events or otherwise, except as required by the Takeover Panel, the Takeover Code or by applicable law. There are several factors which could cause actual results to differ materially from those expressed or implied in forward-looking statements. Among the factors that could cause actual results to differ materially from those described in the forward-looking statements are changes in the global, political, economic, business and competitive environments, market and regulatory forces, future exchange and interest rates, changes in tax rates and future business combinations or dispositions. If any one or more of these risks or uncertainties materialises or if any one or more of the assumptions prove incorrect, actual results may differ materially from those expected, estimated or projected. Such forward looking statements should therefore be construed in the light of such factors. No member of the Renesas Group or the Dialog Group nor any of their respective associates, directors, officers, employers or advisers, provides any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements in this Announcement will actually occur. Except as expressly provided in this Announcement, no forward-looking or other statements have been reviewed by the auditors of the Renesas Group or the Dialog Group. All subsequent oral or written forward-looking statements attributable to any member of the Renesas Group or the Dialog Group, or any of their respective associates, directors, officers, employers or advisers, are expressly qualified in their entirety by the cautionary statement above.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS. The Announcement may contain certain statements that are, or may be deemed to be, forward- looking statements with respect to the financial condition, results of operations and business of Dialog and/or Renesas and/or the Combined Group and certain plans and objectives of Dialog and/or Renesas and/or the Combined Group with respect thereto. These forward-looking statements can be identified by the fact that they do not relate to historical or current facts. Forward-looking statements also often use words such as ‘anticipate’, ‘target’, ‘continue’, ‘estimate’, ‘expect’, ‘‘forecast’, ‘intend’, ‘may’, ‘plan’, ‘goal’, ‘believe’, ‘hope’, ‘aims’, ‘continue’, ‘could’, ‘project’, ‘should’, ‘will’ or other words of similar meaning. These statements are based on assumptions and assessments made by Dialog and/or Renesas (as applicable) in light of their experience and perception of historical trends, current conditions, future developments and other factors they believe appropriate. By their nature, forward- looking statements involve risk and uncertainty, because they relate to events and depend on circumstances that will occur in the future and the factors described in the context of such forward- looking statements in this Announcement could cause actual results and developments to differ materially from those expressed in or implied by such forward-looking statements. Although it is believed that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will provide to be correct and you are therefore cautioned not to place undue reliance on these forward-looking statements which speak only as at the date of this Announcement. Forward-looking statements are not guarantees of future performance. Such forward-looking statements involve known and unknown risks and uncertainties that could significantly affect expected results and are based on certain key assumptions. Many factors could cause actual results to differ materially from those projected or implied in any forward-looking statements. Due to such uncertainties and risks, readers are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date of this Announcement. Neither Dialog nor Renesas undertakes any obligation to update or revise any forward-looking statement as a result of new information, future events or otherwise, except as required by the Takeover Panel, the Takeover Code or by applicable law. There are several factors which could cause actual results to differ materially from those expressed or implied in forward-looking statements. Among the factors that could cause actual results to differ materially from those described in the forward-looking statements are changes in the global, political, economic, business and competitive environments, market and regulatory forces, future exchange and interest rates, changes in tax rates and future business combinations or dispositions. If any one or more of these risks or uncertainties materialises or if any one or more of the assumptions prove incorrect, actual results may differ materially from those expected, estimated or projected. Such forward looking statements should therefore be construed in the light of such factors. No member of the Renesas Group or the Dialog Group nor any of their respective associates, directors, officers, employers or advisers, provides any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements in this Announcement will actually occur. Except as expressly provided in this Announcement, no forward-looking or other statements have been reviewed by the auditors of the Renesas Group or the Dialog Group. All subsequent oral or written forward-looking statements attributable to any member of the Renesas Group or the Dialog Group, or any of their respective associates, directors, officers, employers or advisers, are expressly qualified in their entirety by the cautionary statement above. Unless expressly stated otherwise, no statement in this Announcement (including any statement of estimated synergies) is intended, or is to be construed, as a profit forecast, profit estimate or quantified financial benefit statement for any period.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS. The Announcement may contain certain statements that areThis news release contains “forward-looking information” and “forward-looking statements” (the “forward-looking statements”), or may be deemed to bewithin the meaning of applicable Canadian and United States securities legislation, forward- looking including statements with respect to the financial conditionSecondary Offering, results Metalla’s plan to accumulate a diversified portfolio with attractive returns, future cash generation by Metalla’s assets and the potential for Metalla to become one of operations the leading gold and business silver companies for the next commodities cycle. Forward-looking statements are statements that are not historical facts and are generally, although not always, identified by words such as “expect”, “plan”, “anticipate”, “project”, “target”, “potential”, “schedule”, “forecast”, “budget”, “estimate”, “intend” or “believe” and similar expressions or their negative connotations, or that events or conditions “will”, “would”, “may”, “could”, “should” or “might” occur. All such forward-looking statements are based on the opinions and estimates of Dialog and/or Renesas and/or management as of the Combined Group and certain plans and objectives of Dialog and/or Renesas and/or the Combined Group with respect theretodate such statements are made. These forward-looking statements are made as of the date of this news release. Readers are cautioned not to place undue reliance on forward-looking statements, as there can be identified no assurance that the future circumstances, outcomes or results anticipated in or implied by the fact that they do not relate to historical or current facts. Forwardsuch forward-looking statements also often use words such as ‘anticipate’will occur or that plans, ‘target’, ‘continue’, ‘estimate’, ‘expect’, ‘‘forecast’, ‘intend’, ‘may’, ‘plan’, ‘goal’, ‘believe’, ‘hope’, ‘aims’, ‘continue’, ‘could’, ‘project’, ‘should’, ‘will’ intentions or other words of similar meaning. These expectations upon which the forward-looking statements are based will occur. While we have based these forward-looking statements on our expectations about future events as at the date that such statements were prepared, the statements are not a guarantee that such future events will occur and are subject to risks, uncertainties, assumptions and assessments made by Dialog and/or Renesas (as applicable) in light of their experience and perception of historical trends, current conditions, future developments and other factors they believe appropriate. By their nature, forward- looking statements involve risk and uncertainty, because they relate to events and depend on circumstances that will occur in the future and the factors described in the context of such forward- looking statements in this Announcement which could cause actual results and developments events or outcomes to differ materially from those expressed in or implied by such forward-looking statements. Although it is believed Known risk factors include risks that the expectations reflected closing conditions to the Secondary Offering may not be satisfied or the Secondary Offering may not be completed; risks associated with the impact of general business and economic conditions; the absence of control over mining operations from which Metalla will purchase precious metals or from which it will receive stream or royalty payments and risks related to those mining operations, including risks related to international operations, government and environmental regulation, delays in such forward-looking statements are reasonablemine construction and operations, no assurance can be given that such expectations will provide to be correct and you are therefore cautioned not to place undue reliance on these forward-looking statements which speak only as at the date of this Announcement. Forward-looking statements are not guarantees of future performance. Such forward-looking statements involve known and unknown risks and uncertainties that could significantly affect expected results and are based on certain key assumptions. Many factors could cause actual results of mining and current exploration activities, conclusions of economic evaluations and changes in project parameters as plans are refined; problems related to differ materially from those projected the ability to market precious metals or implied other metals; industry conditions, including commodity price fluctuations, interest and exchange rate fluctuations; interpretation by government entities of tax laws or the implementation of new tax laws; regulatory, political or economic developments in any forward-looking statements. Due of the countries where properties in which Metalla holds a royalty, stream or other interest are located or through which they are held; risks related to the operators of the properties in which Metalla holds a royalty or stream or other interest, including changes in the ownership and control of such uncertainties operators; risks related to global epidemics, pandemics, or other public health crises, including the novel coronavirus (COVID-19) global health pandemic, and risksthe spread of other viruses or pathogens; influence of macroeconomic developments; business opportunities that become available to, readers or are cautioned not pursued by Metalla; reduced access to place undue reliance debt and equity capital; litigation; title, permit or license disputes related to interests on such forward-looking statementsany of the properties in which Metalla holds a royalty, stream or other interest; the volatility of the stock market; competition; future sales or issuances of debt or equity securities; use of proceeds; dividend policy and future payment of dividends; liquidity; market for securities; enforcement of civil judgments; and risks relating to Metalla potentially being a passive foreign investment company within the meaning of U.S. federal tax laws, as well as those factors discussed in the section entitled “Risk Factors” in Metalla’s Base Shelf Prospectus dated May 1, 2020 and filed with the Canadian Securities Administrators and related Registration Statement filed with the SEC, and the Canadian Prospectus Supplement and U.S. Prospectus Supplement, which speak only as of the date of this Announcementmay be viewed at ▇▇▇.▇▇▇▇▇.▇▇▇ and ▇▇▇.▇▇▇.▇▇▇, respectively. Neither Dialog nor Renesas undertakes any obligation Although we have attempted to update or revise any forward-looking statement as a result of new information, future events or otherwise, except as required by the Takeover Panel, the Takeover Code or by applicable law. There are several factors which could cause actual results to differ materially from those expressed or implied in forward-looking statements. Among the identify important factors that could cause actual actions, events or results to differ materially from those described in the forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements are changes in the globalwill prove to be accurate, political, economic, business and competitive environments, market and regulatory forces, future exchange and interest rates, changes in tax rates as actual results and future business combinations or dispositions. If any one or more of these risks or uncertainties materialises or if any one or more of the assumptions prove incorrect, actual results may events could differ materially from those expectedanticipated in such statements. Accordingly, estimated readers should not place undue reliance on forward-looking statements. We are under no obligation to update or projected. Such forward looking statements should therefore be construed in the light of such factors. No member of the Renesas Group or the Dialog Group nor any of their respective associates, directors, officers, employers or advisers, provides any representation, assurance or guarantee that the occurrence of the events expressed or implied in alter any forward-looking statements in this Announcement will actually occur. Except except as expressly provided in this Announcement, no forward-looking or other statements have been reviewed by the auditors of the Renesas Group or the Dialog Group. All subsequent oral or written forward-looking statements attributable to any member of the Renesas Group or the Dialog Group, or any of their respective associates, directors, officers, employers or advisers, are expressly qualified in their entirety by the cautionary statement aboverequired under applicable securities laws.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS. The Announcement may contain certain statements that areThis prospectus, or may be deemed to beincluding the documents incorporated by reference into this prospectus, contains forward- looking statements with respect to within the financial conditionmeaning of Section 27A of the Securities Act of 1933, results as amended (the “Securities Act”), and Section 21E of operations and business the Securities Exchange Act of Dialog and/or Renesas and/or 1934, as amended (the Combined Group and certain plans and objectives of Dialog and/or Renesas and/or the Combined Group with respect thereto“Exchange Act”). These In some cases, you can identify forward-looking statements can be identified by terminology such as “may,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “will,” “could,” “project,” “target,” “potential,” “continue” or the fact negative of such terms and similar expressions that they do not relate solely to historical or matters. We have based these forward-looking statements on our current factsexpectations and projections about future events. Forward-looking statements also often use words such as ‘anticipate’, ‘target’, ‘continue’, ‘estimate’, ‘expect’, ‘‘forecast’, ‘intend’, ‘may’, ‘plan’, ‘goal’, ‘believe’, ‘hope’, ‘aims’, ‘continue’, ‘could’, ‘project’, ‘should’, ‘will’ or other words of similar meaning. These statements are based on management’s belief and assumptions and assessments made by Dialog and/or Renesas (as applicable) in light of their experience and perception of historical trends, current conditions, future developments and other factors they believe appropriate. By their nature, forward- looking statements involve risk and uncertainty, because they relate on information currently available to events and depend on circumstances that will occur in the future and the factors described in the context of such forward- looking statements in this Announcement could cause actual results and developments to differ materially from those expressed in or implied by such forward-looking statementsmanagement. Although it is believed we believe that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will provide to be correct and you are therefore cautioned not to place undue reliance on these forward-looking statements which speak only as at the date of this Announcement. Forward-looking statements are not guarantees of future performance. Such forward-looking statements involve known and unknown risks risks, uncertainties and uncertainties other factors that could significantly affect expected results and are based on certain key assumptions. Many factors could may cause our actual results results, performance or achievements to differ be materially different from those projected any future results, performance or achievements expressed or implied in any by forward-looking statements. Due to such uncertainties These statements are only predictions based on our current expectations and risks, readers are cautioned not to place undue reliance on such forward-looking statements, which projections about future events and speak only as of the date of this Announcementprospectus. Neither Dialog nor Renesas undertakes any obligation to update or revise any forward-looking statement as a result of new information, future events or otherwise, except as required by We believe the Takeover Panel, the Takeover Code or by applicable law. There are several factors which could cause actual results to differ materially from those expressed or implied in forward-looking statements. Among the factors that could cause actual results to differ materially from those described expectations reflected in the forward-looking statements are changes in reasonable, but we cannot guarantee future results, level of activity, performance or achievements. Neither we nor any other person assumes responsibility for the global, political, economic, business accuracy and competitive environments, market and regulatory forces, future exchange and interest rates, changes in tax rates and future business combinations or dispositions. If completeness of any one or more of these risks or uncertainties materialises or if any one or more of the assumptions prove incorrect, actual results may differ materially from those expected, estimated or projectedforward-looking statements. Such forward looking statements should therefore be construed in the light of such factors. No member of the Renesas Group or the Dialog Group nor We are under no duty to update any of their respective associates, directors, officers, employers or advisers, provides any representation, assurance or guarantee that the occurrence of the events expressed or implied in any these forward-looking statements in after the date of this Announcement will actually occurprospectus to conform our prior statements to actual results or revised expectations. Except as expressly provided in this AnnouncementThere are important factors that could cause our actual results, no forward-looking level of activity, performance or other statements have been reviewed achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by the auditors forward- looking statements, including those factors discussed under the caption entitled “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021 and documents we have filed with the SEC thereafter. We maintain a website at ▇▇▇.▇▇▇▇▇▇▇▇.▇▇▇ that makes available, through a link to the SEC’s ▇▇▇▇▇ system website, our SEC filings. Information contained on our website is not incorporated by reference into this prospectus, and you should not consider information contained on our website as part of the Renesas Group or the Dialog Groupthis prospectus. All subsequent oral or written You should not rely upon forward-looking statements attributable as predictions of future events. The events and circumstances reflected in the forward-looking statements may not be achieved or occur. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, performance, or achievements. We undertake no obligation to update any member of these forward-looking statements for any reason after the date of this prospectus or to conform these statements to actual results or revised expectations, except as required by law. You should carefully read this prospectus, any accompanying prospectus supplement and any related free writing prospectus, together with the information incorporated herein or therein by reference, and with the understanding that our actual future results may materially differ from what we expect. We qualify all of our forward-looking statements by these cautionary statements. Our mission is to re-humanize healthcare by enabling doctors to practice medicine that is centered on patients. Our solution helps relieve the burden of medical note documentation so that doctors can focus on what they do best — patient care. The medical note documentation burden in the United States is significant and is a major contributor to physician burnout. According to a 2019 study in the Annals of Internal Medicine, physician burnout costs the U.S. healthcare industry $4.6 billion per year due to lost productivity and higher turnover, with the cost of replacing a single physician estimated to be between $100,000 and $1 million. It also is adversely impacting industry productivity because the considerable amount of time spent on documentation could be better utilized by seeing more patients. Physicians and health systems in the United States often turn to third-party service providers and “Health IT” solutions to alleviate these swelling documentation burdens. Available solutions range in scope from in- person human scribing services, physically present at the point of care, to Health IT solutions such as single- party dictation and ambient documentation solutions. We are a provider of ambient documentation solutions that are uniquely able to convert the natural conversation between physicians and patients into timely and comprehensive medical notes. Augmedix, Inc. was incorporated in 2013 and launched its commercial synchronous, remote documentation services in 2014. Clinicians access our applications through mobile devices such as smartphones or Google Glass. Once accessed, the client application provides clinicians with a secure communication channel and the visit is live-streamed to the Ambient Automation Platform (“AAP”). The AAP houses our note creation software and is overseen by our Medical Documentation Specialists (“MDSs”). Proprietary Natural Language Processing (“NLP”) technology, with assistance from the MDS, identifies, classifies and extracts the relevant medical elements from the natural clinician patient interaction. These elements are used by our proprietary note creation tool “Notebuilder” to automatically generate the medical note, which, when completed, is uploaded into the patient’s chart contained within the electronic health record (“EHR”) system. The EHR system (e.g. Epic) is third-party software licensed by the healthcare clinic or system to manage patient charts. Patient care in the United States is principally provided in ambulatory or clinical environments and hospitals. We focus most of our efforts in the ambulatory/clinical segment of the Renesas Group patient care market. Roughly 75% of the physicians who subscribe to our service are employed directly by, or are affiliated with, a healthcare enterprise. The remaining 25% consists of small practices and individual practitioners. We have generated in excess of five million medical notes since we began offering our service and are currently delivering over 40,000 notes to our customers each week. We estimate that our solution saves doctors two to three hours each day, which is time that they can redeploy to see more patients or improve their work- life balance. We believe the principal benefits to healthcare enterprises from our services are increased productivity and higher clinician and patient satisfaction. The COVID-19 pandemic and resulting safety protocols have prompted an accelerated shift towards delivering health services remotely via telemedicine. Our technology platform was designed to enable synchronous, two-way communication between remotely located participants. We believe telemedicine will remain an important part of health services delivery even after the end of the COVID-19 pandemic. The pandemic also served as a catalyst for the industry’s adoption of virtual solutions such as ours. The COVID-19 pandemic has required modifications to how we deliver our service. While our general business model is to house MDSs within centralized operating centers, local shelter-in-place orders and safety restrictions have required us to shift to work-from-home for most employees and contracted employees. We will continue our work from home model until and to the extent that local conditions allow for more employees to safely work from our operations centers. Further, we instituted additional system controls to ensure compliance with our privacy practices. Our technology vision is to automate as much of the medical note creation process as possible by combining artificial intelligence technologies, such as automated speech recognition and natural language processing, with structured data models. While the unstructured nature of a conversation between physician and patient creates challenges to fully automating the process, we believe that increasing levels of automation generate significant benefits including improved operating efficiencies, higher-quality medical notes, and a more uniform level of note quality. Our automation approach is based upon our belief that some level of human interaction is currently a necessary part of a high quality note creation process. We train our MDSs to be experts at using our technology tools to consistently and efficiently deliver high quality comprehensive medical notes. We were incorporated in the State of Delaware as Malo Holdings Corporation on December 27, 2018. On October 5, 2020, August Acquisition Corp. merged (the “Merger”) with and into Augmedix. Following the Merger, Augmedix was the surviving entity and became our wholly owned subsidiary, and all of the outstanding shares of common and preferred stock of Augmedix were converted into shares of our common stock. The business of Augmedix became our business as a result of the Merger. Following the consummation of the Merger, Augmedix changed its name to “Augmedix Operating Corporation.” Immediately after completion of the Merger, we changed our name to “Augmedix, Inc.” Our principal executive offices are located at ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 1300, San Francisco, CA 94104. Our telephone number is (▇▇▇) ▇▇▇-▇▇▇▇. Our website address is ▇▇▇.▇▇▇▇▇▇▇▇.▇▇▇. Information contained on, or that can be accessed through, our website is not a part of this Report. Information contained on, or accessible through, our website shall not be deemed incorporated into and is not a part of this prospectus or the Dialog Group, or any registration statement of their respective associates, directors, officers, employers or advisers, are expressly qualified which it forms a part. We have included our website in their entirety by the cautionary statement abovethis prospectus solely as an inactive textual reference.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS. The This Announcement may (including information incorporated by reference into this Announcement), oral statements regarding the Offer and other information published by PEIF III Bidco and Stagecoach contain certain statements that which are, or may be deemed to be, forward- "forward looking statements statements" with respect to the financial condition, results of operations and business of Dialog and/or Renesas and/or the Combined Group Stagecoach and certain plans and objectives of Dialog and/or Renesas and/or the Combined Group with respect theretoPEIF III Bidco. These forward-Forward looking statements can be identified are prospective in nature and are not based on historical facts, but rather on current expectations and projections of the management of PEIF III Bidco and Stagecoach about future events, and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the fact that they do not relate to historical or current factsforward looking statements. Forward-Forward looking statements also often use words such as ‘"anticipate’", ‘"target’", ‘"expect", "estimate", "intend", "plan", "goal", "believe", "hope", "aims", "continue’", ‘estimate’"will", ‘expect’"may", ‘‘"should", "would", "could", "is subject to", "budget", "scheduled", "forecast’", ‘"intend’", ‘may’, ‘plan’, ‘goal’, ‘believe’, ‘hope’, ‘aims’, ‘continue’, ‘could’, ‘project’, ‘should’, ‘will’ or other words of similar meaning. These statements are based on assumptions and assessments made by Dialog PEIF III Bidco and/or Renesas (as applicable) DWS Infrastructure and/or Stagecoach in light of their experience and their perception of historical trends, current conditions, future developments and other factors they believe appropriate. By their nature, forward- forward looking statements involve risk and uncertainty, because they relate to events and depend on circumstances that will occur in the future future, and the factors described in the context of such forward- forward looking statements in this Announcement could cause actual results and developments to differ materially from those expressed in or implied by such forward-forward looking statements. Although it is believed that the expectations reflected in such forward-forward looking statements are reasonable, no assurance can be given that such expectations will provide prove to be have been correct and you investors are therefore cautioned not to place undue reliance on these forward-looking statements which speak only as at the date of this Announcement. Forward-looking statements are not guarantees of future performance. Such forward-looking statements involve known and unknown risks and uncertainties that could significantly affect expected results and are based on certain key assumptions. Many factors could cause actual results to differ materially from those projected or implied in any forward-forward looking statements. Due to such uncertainties and risks, readers are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date of this Announcement. Neither Dialog nor Renesas undertakes any obligation to update or revise any forward-looking statement as a result of new information, future events or otherwise, except as required by the Takeover Panel, the Takeover Code or by applicable law. There are several factors which could cause actual results to differ materially from those expressed or implied in forward-forward looking statements. Among the factors that could cause actual results to differ materially from those described in the forward-forward looking statements are changes in the global, political, economic, business and competitive environmentsbusiness, competitive, market and regulatory forces, future exchange and interest rates, changes in tax rates and future business combinations or dispositions. If any one or more For a discussion of these risks or uncertainties materialises or if any one or more of the assumptions prove incorrect, important factors which could cause actual results may to differ materially from those expected, estimated or projected. Such forward looking statements should therefore be construed in relation to Stagecoach Group, refer to the light annual report and accounts of such factorsStagecoach Group for the financial year ended 1 May 2021. No member Each forward looking statement speaks only as at the date of the Renesas Group this Announcement. Neither PEIF III Bidco or the Dialog Group Stagecoach, nor any member of their respective associatesgroups, directors, officers, employers assumes any obligation to update or advisers, provides revise any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-forward looking statements contained in this Announcement will actually occur(whether as a result of new information, future events or otherwise), except as required by applicable law. Except as expressly provided No statement in this AnnouncementAnnouncement is intended as a profit forecast, profit estimate or quantified financial benefits statement for any period and no forward-looking statement in this Announcement should be interpreted to mean that earnings or other statements have been reviewed by earnings per share or dividend per share for Stagecoach for the auditors of current or future financial years would necessarily match or exceed the Renesas Group historical published earnings or the Dialog Group. All subsequent oral earnings per share or written forward-looking statements attributable to any member of the Renesas Group or the Dialog Group, or any of their respective associates, directors, officers, employers or advisers, are expressly qualified in their entirety by the cautionary statement abovedividend per share for Stagecoach.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS. The Announcement may contain certain statements that areIn addition to historical information, the information included or may be deemed to be, forward- looking statements with respect to the financial condition, results of operations and business of Dialog and/or Renesas and/or the Combined Group and certain plans and objectives of Dialog and/or Renesas and/or the Combined Group with respect thereto. These incorporated by reference in this prospectus contains “forward-looking statements can be identified by statements” (within the fact meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), which may include information concerning our beliefs, plans, objectives, goals, expectations, strategies, anticipations, assumptions, estimates, intentions, future events, future revenues or performance, capital expenditures and other information that they do is not relate to historical or current factsinformation. Forward-looking statements also often use words such as ‘anticipate’involve known and unknown risks, ‘target’, ‘continue’, ‘estimate’, ‘expect’, ‘‘forecast’, ‘intend’, ‘may’, ‘plan’, ‘goal’, ‘believe’, ‘hope’, ‘aims’, ‘continue’, ‘could’, ‘project’, ‘should’, ‘will’ or other words of similar meaning. These statements are based on assumptions and assessments made by Dialog and/or Renesas (as applicable) in light of their experience and perception of historical trends, current conditions, future developments uncertainties and other factors they believe appropriate. By their naturefactors, forward- looking statements involve risk which may be beyond our control, and uncertaintywhich may cause our actual results, because they relate performance or achievements to events and depend on circumstances that will occur in the be materially different from future and the factors described in the context of such forward- looking statements in this Announcement could cause actual results and developments to differ materially from those results, performance or achievements expressed in or implied by such forward-looking statements. Although it is believed that When used in this prospectus, the expectations reflected in words “seek,” “estimate,” “expect,” “anticipate,” “project,” “plan,” “contemplate,” “plan,” “continue,” “intend,” “believe” and variations of such words or similar expressions are intended to identify forward-looking statements. All forward-looking statements are reasonablebased upon our current expectations and various assumptions. We believe there is a reasonable basis for our expectations and beliefs, but there can be no assurance can be given that such we will realize our expectations or that our beliefs will provide prove to be correct and you correct. There are therefore cautioned not to place undue reliance on these forward-looking statements which speak only as at the date a number of this Announcement. Forward-looking statements are not guarantees of future performance. Such forward-looking statements involve known and unknown risks and uncertainties that could significantly affect expected results and are based on certain key assumptions. Many factors could cause our actual results to differ materially from those projected or implied in any the forward-looking statementsstatements contained in this prospectus. Due to such uncertainties and risks, readers are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date of this Announcement. Neither Dialog nor Renesas undertakes any obligation to update or revise any forward-looking statement as a result of new information, future events or otherwise, except as required by the Takeover Panel, the Takeover Code or by applicable law. There are several Important factors which that could cause our actual results to differ materially from those expressed or implied in as forward-looking statementsstatements herein include, but are not limited, to: ● future economic and business conditions; ● our ability to recognize the anticipated benefits of our acquisition of Pointer; ● the loss of any of our key customers or reduction in the purchase of our products by any such customers; ● the failure of the markets for our products to continue to develop; ● the possibility that we may not be able to integrate successfully the business, operations and employees of I.D. Systems and Pointer; ● our inability to adequately protect our intellectual property; ● our inability to manage growth; ● the effects of competition from a wide variety of local, regional, national and other providers of wireless solutions; ● changes in laws and regulations or changes in generally accepted accounting policies, rules and practices; ● changes in technology or products, which may be more difficult or costly, or less effective, than anticipated; ● the effects of outbreaks of pandemics or contagious diseases, including the length and severity of the recent global outbreak of the novel coronavirus COVID-19 and its impact on our business; ● those risks and uncertainties set forth under the heading “Risk Factors” herein and in our Annual Report on Form 10-K for the fiscal year ended December 31, 2019, all of which are incorporated by reference herein. Among the There may be other factors of which we are currently unaware or which we currently deem immaterial that could may cause our actual results to differ materially from those described in the forward-forward- looking statements are changes in the global, political, economic, business and competitive environments, market and regulatory forces, future exchange and interest rates, changes in tax rates and future business combinations or dispositions. If any one or more of these risks or uncertainties materialises or if any one or more of the assumptions prove incorrect, actual results may differ materially from those expected, estimated or projected. Such forward looking statements should therefore be construed in the light of such factors. No member of the Renesas Group or the Dialog Group nor any of their respective associates, directors, officers, employers or advisers, provides any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements in this Announcement will actually occur. Except as expressly provided in this Announcement, no forward-looking or other statements have been reviewed by the auditors of the Renesas Group or the Dialog Groupstatements. All subsequent oral or written forward-looking statements attributable to any member us or persons acting on our behalf apply only as of the Renesas Group or the Dialog Group, or any of their respective associates, directors, officers, employers or advisers, date they are made and are expressly qualified in their entirety by the cautionary statements included in this prospectus. Except as may be required by law, we undertake no obligation to publicly update or revise any forward-looking statement aboveto reflect events or circumstances occurring after the date they were made or to reflect the occurrence of unanticipated events, or otherwise.