Contract analysis

I. ISSUER — HALCYON SEMICONDUCTOR AKTIENGESELLSCHAFT A. Halcyon Semiconductor AG — Executive Management Entity: Halcyon Semiconductor Aktiengesellschaft Principal Executive Offices: Maximilianstraße 72 80539 Munich, Germany Frankfurt Stock Exchange Ticker: FRA: HCY (Prime Standard) Commercial Register: HRB 217458, Amtsgericht München Legal Entity Identifier (LEI): 5299007KBTVZ3XQHGL48 The following members of the Man

II. SELLING SHAREHOLDERS The following entities are selling shareholders in the proposed offering. Each selling shareholder has agreed, subject to the terms of the underwriting agreement, to sell the number of ordinary shares (in the form of ADSs) set forth below as part of the secondary component of the offering. A. Rheintal Industrieholding GmbH Entity: Rheintal Industrieholding Gesellschaft mit beschränkter Haftun

III. US COUNSEL TO THE ISSUER — CALDERWOOD & HARKNESS LLP Entity: Calderwood & Harkness LLP Address: One Liberty Plaza, 42nd Floor New York, NY 10006 Role: US securities counsel to Halcyon Semiconductor AG in connection with the proposed offering, including responsibility for the preparation, filing, and SEC review of the Registration Statement on Form F-1 and the Registration Statement on Form F-6, preparation of th

IV. GERMAN COUNSEL TO THE ISSUER — BÄHR STEIN RECHTSANWÄLTE Entity: Bähr Stein Rechtsanwälte Partnerschaftsgesellschaft mbB Address: Bockenheimer Landstraße 20 60323 Frankfurt am Main, Germany Role: German legal counsel to Halcyon Semiconductor AG in connection with the proposed offering, including responsibility for advice on German corporate governance matters, German securities law and regulation (including BaFin

V. UNDERWRITERS The following financial institutions constitute the underwriting syndicate for the proposed offering. The underwriters are expected to enter into an underwriting agreement with the issuer and the selling shareholders providing for a firm commitment underwriting of the ADSs. The allocation of economics among the members of the underwriting syndicate is set forth below for reference purposes and is subj

VI. US COUNSEL TO THE UNDERWRITERS — VAREN & KESSLER LLP Entity: Varen & Kessler LLP Address: 51 West 52nd Street New York, NY 10019 Role: US legal counsel to the underwriting syndicate in connection with the proposed offering, including responsibility for the underwriters' due diligence review, negotiation of the underwriting agreement and related documentation on behalf of the underwriters, preparation of the under

VII. GERMAN COUNSEL TO THE UNDERWRITERS — PRUMVANE THORNTON LLP Entity: Prumvane Thornton LLP (Frankfurt Office) Address: Neue Mainzer Straße 52 60311 Frankfurt am Main, Germany Role: German legal counsel to the underwriting syndicate in connection with the proposed offering, including responsibility for German law due diligence on behalf of the underwriters, review and negotiation of German law aspects of the offeri

VIII. INDEPENDENT AUDITORS — BLACKMERE & WHITFIELD A. Blackmere & Whitfield GmbH Wirtschaftsprüfungsgesellschaft (Munich — German Audit Office) Entity: Blackmere & Whitfield GmbH Wirtschaftsprüfungsgesellschaft Address: Ganghoferstraße 29 80339 Munich, Germany Role: Independent auditors to Halcyon Semiconductor AG; lead audit engagement office. Blackmere & Whitfield GmbH Wirtschaftsprüfungsgesellschaft has served as

IX. DEPOSITARY BANK — MERIDIAN TRUST COMPANY, N.A. Entity: Meridian Trust Company, National Association Address: 101 Barclay Street New York, NY 10286 Role: Depositary bank for the Level III American Depositary Receipt program to be established in connection with the proposed offering. Meridian Trust Company, N.A. will serve as the depositary under the deposit agreement to be entered into among Halcyon Semiconductor

X. TRANSFER AGENT / ADS REGISTRAR — CRESTFIELD TRANSFER SERVICES INC. Entity: Crestfield Transfer Services Inc. Address: 6201 15th Avenue Brooklyn, NY 11219 Role: Transfer agent and registrar for the American Depositary Shares in the United States. Crestfield Transfer Services Inc. will maintain the register of holders of ADSs and will process transfers, exchanges, and cancellations of ADSs in coordination with the d

XI. FINANCIAL ADVISOR TO THE ISSUER — ASHTON & BURKE ADVISORY GmbH Entity: Ashton & Burke Advisory Gesellschaft mit beschränkter Haftung Address: Theatinerstraße 11 80333 Munich, Germany Role: Independent financial advisor to Halcyon Semiconductor AG in connection with the proposed US listing. Ashton & Burke Advisory GmbH is advising the issuer on valuation considerations, offering timing and market conditions, capit

XII. US INVESTOR RELATIONS ADVISOR — BRIDGEPORT INVESTOR RELATIONS LLC Entity: Bridgeport Investor Relations LLC Address: 350 Fifth Avenue, Suite 6820 New York, NY 10118 Role: US investor relations and communications advisor to Halcyon Semiconductor AG. Bridgeport Investor Relations LLC will assist the issuer with the development and execution of the US investor relations strategy in connection with the roadshow and

XIII. D&O INSURANCE BROKER — CLEARWATER D&O INSURANCE BROKERS LTD. Entity: Clearwater D&O Insurance Brokers Ltd. Address: 30 Fenchurch Street London EC3M 3BD, England Role: Insurance broker engaged by Halcyon Semiconductor AG to place the US-compliant directors' and officers' liability insurance program in connection with the proposed US IPO and Nasdaq listing. The D&O insurance program is being structured to provide

XIV. ISSUER'S MATERIAL US SUBSIDIARY — HALCYON SEMICONDUCTOR USA INC. Entity: Halcyon Semiconductor USA Inc. State of Incorporation: Delaware Registered Address: 1209 Orange Street Wilmington, DE 19801 Principal Office: 2500 Augustine Drive, Suite 100 Santa Clara, CA 95054 Employer Identification Number (EIN): 84-3927561 Role: US sales, application engineering, and customer support subsidiary. Halcyon Semiconductor U

XV. TARGET LISTING VENUE The following information summarizes the target listing venue and registration statement forms for the proposed offering: The issuer intends to qualify as a "foreign private issuer" within the meaning of Rule 405 under the Securities Act and Rule 3b-4 under the Securities Exchange Act of 1934, as amended, at the time of filing and effectiveness of the Registration Statements. The issuer's eli

XVI. KEY TRANSACTION TERMS SUMMARY The following is a summary of certain key transaction terms for reference by working group members. All terms are preliminary and subject to change based on market conditions, SEC review, and final negotiation of the offering documentation, including the underwriting agreement. — End of Working Group List — Please direct any updates or corrections to this Working Group List to: Clai