EFTA01369899.pdf

According to Mobileye's Annual Report on Form 20•F for the fiscal year ended December 31. 2016. Mobileye has never declared or paid any cash dividends on its share capital. and intends to reinvest future earnings. if any. in its business, and does not expect to pay any cash dividends in the foreseeable future. 7. Certain Information Concerning Mobileye. Except as specifically set forth in this Offer to Purchase, the information concerning Mobileye contained in this Offer to Purchase has been taken from or is based upon information furnished by Mobileye or its representatives or upon publicly available documents and records on file with the SEC and other public sources. The summary information set forth below is qualified in its entirety by reference to Mobileye's public filings with the SEC (which may be obtained and inspected as described below) and should be considered in conjunction with the more comprehensive financial and other information in such reports and other publicly available information. We have no knowledge that would indicate that any statements contained herein based on such documents and records are untrue. However, none of Purchaser or any of its affiliates or assigns, the Information Agent or the Depositary assumes any responsibility for the accuracy or completeness of the information concerning Mobileye, whether furnished by Mobileye or contained in such documents and records, or for any failure by Mobileye to disclose events that may have occurred or that may affect the significance or accuracy of any such information that is unknown to Purchaser or any of its affiliates or assigns. the Information Agent or the Depositary, as applicable. General. Mobileye's legal name is Mobileye N.V. and its commercial name is "Mobileye." Mobileye is incorporated in The Netherlands as a Dutch public company with limited liability (naandoze vennootschap). On August 6. 2014, Mobileye made an initial public offering of 8.325 million shares of its common stock and listed such common stock on the NYSE. Mobileye is the global leader in the development of computer vision and machine learning-based sensing, mapping and driving policy technology for advanced driver assistance systems and autonomous driving technologies. Mobileye's official registered office, principal executive offices and management headquarters are located at Har Hotzvim. 13 Haltom Street, P.O. Box 45157, Jerusalem 9777513. Israel. and its telephone number at that address is +972 2 541 7333. Mobileye's management is located in Israel. Although Mobileye is incorporated in The Netherlands, Mobileye is a resident of Israel and not The Netherlands for tax purposes. Mobileye's common stock is traded on the NYSE under the symbol "MBLY." Available Information. Mobileye is a "foreign private issue?' as such term is defined under Rule 3b-4 of the Exchange Act. The Shares are registered under the Exchange Act. Accordingly, Mobileye is subject to certain of the information reporting requirement, of the Exchange Act and, in accordance therewith, is required to file annual reports with the SEC and to furnish other information to the SEC relating to its business, financial condition and other matters. You may read and copy any such reports, statements or other information at SEC Headquarters at 100 F Street. N.E., Washington, D.C. 20549. Please call the SEC at I -800-SEC-0330 for further information. Copies of such information may be obtainable by mail, upon payment of the SEC's customary charges, by writing to the SEC at the address above. The SEC also maintains a website on the intemet at www.sec.gov that contains reports. and other information regarding registrants, including Mobileye, that file electronically with the SEC. & Certain Information Concerning Intel and Purchaser. &t Intel Intel incorporated in 1968 under the laws of the state of California. In 1989, Intel reincorporated in the state of Delaware. Intel is a world leader in the design and manufacturing of essential products and technologies that power the cloud and an increasingly smart, connected world. Intel delivers computer, networking, and communications platforms to a broad set of customers including original equipment manufacturers (OEMs), original design manufacturers (ODMs). and cloud and communications service providers, as well as industrial. communications, and automotive equipment manufacturers. Intel's common stock is traded on NASDAQ under the symbol "INTC." 18 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0062404 CONFIDENTIAL SDNY GM_00208588 EFTA01369899