Binding Share Sale Agreement Executed with EMASS

Nanoveu Limited ("Nanoveu" or the "Company") (ASX: NVU), following on from its announcements on 15 October 2024 and 22 November 2024, is pleased to announce the completion of its binding Share Sale Agreement regarding its 100% acquisition of Embedded A.I. Systems Pte. Ltd. (“EMASS”), a leading System-on-Chip (SoC) semiconductor design company, following shareholder approval and completion of due diligence⁴. This transaction marks a key strategic moment for Nanoveu and adds cutting edge semiconductor technology to its suite of commercial offerings.

Highlights

• Nanoveu executes binding Share Sale Agreement regarding its 100% strategic acquisition of Embedded A.I. Systems Pte. Ltd. (“EMASS”), a System-on-Chip (“SoC”) semiconductor design specialist.¹
• The acquisition is reinforced with the recent appointment of Mark Goranson², an accomplished semiconductor CEO with extensive experience in scaling and commercialising semiconductor technologies who will lead Nanoveu’s new semiconductor division.
• Nanoveu to join a select group of ASX-listed semiconductor innovators, positioning the Company to participate in the growing global demand for ultra-low power, Edge computing and AI applications across numerous markets such as wearables, autonomous automobiles, drones, medical and smart home systems and Internet of Things (“IoT”) devices³
• Targeted Growth Roadmap for 2025:
  • Advance Nanoveu’s EyeFly3D™ platform through integration of EMASS’s ultra-low-power SoC for real-time, glasses-free 3D conversion
  • Pursue partnerships with wearables, drones, and IoT device manufacturers to commercialise EMASS’s leading Edge technology.
  • Recruit top-tier semiconductor engineers to accelerate connectivity innovations and broaden addressable markets
  • Enhance ultra-low-power capabilities for battery-powered devices, reducing energy consumption and carbon footprints

Financial G Strategic Rationale

• EMASS’s SoC solution to be embedded into Nanoveu’s EyeFly3D™ product to deliver faster, latency-free 2D- to-3D conversions on mobile devices without reliance on cloud processing to improve the user experience.
• By leveraging EMASS’s ultra-low-power architecture, Nanoveu can target broader IoT segments, including wearables and next-generation consumer electronics, sectors experiencing significant growth amid rising global demand for edge AI applications.
• With acquisition value tied to script and future performance milestones, shareholder interests are aligned.

Driving Innovation Under New Semiconductor Leadership

The acquisition is further reinforced with the major leadership addition at Nanoveu with the appointment of a semiconductor veteran, US-based Mark Goranson, to head the Company’s new semiconductor division (Nanoveu Semiconductor). Mr. Goranson drove hardware innovation for some of the world’s largest semiconductor companies and is experienced at forging strategic alliances. Mr Goranson will focus on integrating EMASS’s technology and accelerating commercialisation and partnerships.

Dr Mohamed Sabry Aly, Founder of EMASS, will remain involved with Nanoveu’s strategic vision, leading continued innovation in Nanoveu’s semiconductor and AI-driven technologies. Dr Aly brings a distinguished track record in hardware innovation, having led major semiconductor design initiatives, including a US$25 million project in Singapore and groundbreaking research at Stanford University that contributed to a US$75 million DARPA-funded program on emerging nanodevices.

Nanoveu Semiconductor CEO, Mark Goranson remarked: “With the current spade of AI technology coming from China, the underlying driver of these technologies underpins (SOC) offering. This will build market leadership for EMASS as we remain agnostic of current AI algorithms developed. We are seeking to redefine the limits of AI efficiency - 30 billion operations per second on just 2 milliwatts. That’s intelligence at the power level of a heartbeat. With up to 12 TOPs per watt, our ultra-low-power AI SoC is not just smaller and faster, in my opinion it’s the future of energy-efficient computing."

Competitive Landscape

By expanding into semiconductors, Nanoveu joins with notable ASX peers and international companies developing energy-efficient AI and edge computing hardware, an industry sector projected to see rapid growth due to the rising global demand for low-latency, high-performance devices. The EMASS acquisition positions Nanoveu alongside innovators driving ultra-low-power and edge-computing solutions such as Ambiq, Syntiant and ETA Compute.

Preliminary MLPerf Tiny v1.2 benchmarking of EMASS’s chipset underscores its strong performance, energy efficiency, and reliability, reflecting Nanoveu’s alignment with the next wave of AI and SoC innovation⁵. Its performance, energy efficiency, and reliability, highlights its capability to address ultra-low-power computing needs in this rapidly evolving sector.

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