EFTA01371741.pdf

Classification: For Internal use only This is what is on Pershing's IFA system. It would appear the client is not a resident of Israel, and therefore would be subject to the max withholding date of 25%. It would also appear the shares will be delisted and if they choose not to participate by not filing any paperwork, then they will get nothing. So it would appear their best course of action would be to elect into the tender and if they are going to be subject to the max withholding rate then they might as well file as such going in. Items For Attention - Voluntary Offer Details View Text Description MOBILEYE NV Symbol MBLY CUSIP N51488117 Offer ELECTION Offer Description EXEMPT FROM TAX Subject To IRC 302 Withholding NO Other Offers Available ELECTION2 El FCTION3 Offer Dates Cut-Off Date 06/16/2017 Cut-Off Time 19.00.00 Withdrawal Date 06/16/2017 Withdrawal Time 12.00.00 Expiration Date 06/21/2017 Expiration Time 17.00.00 Protected Date 06/26/2017 Offer Details Odd Lot Over Subscribe Minimum Bid Maximum Bid Increments Multiplier Factor Payment Terms Pay Date Accrued Div/Int Proration Rate Proration Round/Int Converted Rate Converted To CASH Rounding Factor Cash in Lieu Rate $63.54 + ***********BE ADVISED THAT SHARES MAY BE DELISTED************* HOLDERS OF THE ABOVE SECURITY WHO DO NOT PARTICIPATE BY THE EXPIRATION DATEWILL BE DELISTED AND MAY RECEIVE PROCEEDS LESS THAN TENDER PRICE. + HOLDERS THAT WISH TO TENDER THEIR SHARES, IN ADDITION TO SUBMITTING INSTRUCTIONS VIA IFA/REOR, MUST COMPLETE AND RETURN A COPY OF THE ISRAELI TAX DECLARATION FORM VIA SERVICE CENTER TO CORPORATE ACTIONS, VOLUNTARY OFFER EXPIRING, INSTRUCTIONS BY PERSHING'S DEADLINE OF 6/16/17. HOLDERS MUST WRITE THE ACCOUNT NUMBER ON THE TOP OF THE FORM. INSTRUCTIONS RECEIVEDWITHOUT A PROPERLY COMPLETED AND RETURNED TAX DECLARATION FORM WILL BE CONSIDERED NULL AND VOID. A MAILING HAS BEEN MADE TO HOLDERS. IF YOU WISH TO RECEIVE AN ADDITIONAL COPY OF THE FORM PLEASE SEND A SERVICE CENTER REQUEST TO CORPORATE ACTIONS, VOLUNTARY OFFER EXPIRING. + GENERAL OFFER TERMS: CYCLOPS HOLDINGS LLC ('PURCHASER'), IS OFFERING TO PURCHASE FOR CASH ANY AND ALL OUTSTANDING SHARES OF MOBILEYE N.V. AT A PURCHASE PRICE OF USD 63.54 PER SHARE, LESS ANY APPLICABLE WITHHOLDING TAXES AND WITHOUT INTEREST, TO THE HOLDERS CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0065254 CONFIDENTIAL SDNY_GM_00211438 EFTA01371741