Contract analysis

I. INTRODUCTION AND PROCEDURAL BACKGROUND The Transaction Parties — Halcyon Semiconductor Aktiengesellschaft ("HSAG") and Marlowe Asset Management Photonics Inc. ("VPI") — respectfully submit this Supplemental Response to the Committee on Foreign Investment in the United States ("CFIUS" or the "Committee") in connection with the proposed acquisition by HSAG, through its wholly owned subsidiary Halcyon US Holdings Inc

II. CATEGORY A — HSAG OWNERSHIP, CORPORATE GOVERNANCE, AND GOVERNMENT RELATIONSHIPS (QUESTIONS 1–8) Question 1: Complete Ownership Structure of HSAG HSAG is a publicly traded Aktiengesellschaft (public stock corporation) organized and existing under the laws of the Federal Republic of Germany. HSAG was incorporated on March 12, 1987, and is registered with the Amtsgericht (local court) Dresden under commercial regist

1. Halcyon US Holdings Inc. — A Delaware C-corporation formed on June 5, 2023, for the sole purpose of serving as the acquisition vehicle for the Transaction. Its registered agent is located at 160 Greentree Drive, Suite 101, Dover, Delaware 19904. Its Employer Identification Number (EIN) is 93-2841067. Halcyon US Holdings Inc. is wholly owned by HSAG and has no employees, operations, or revenues; it exists solely to

2. Halcyon US Inc. — A Delaware C-corporation and HSAG's existing U.S. operating subsidiary, which operates a fabless design center at 11501 Alterra Parkway, Suite 300, Austin, Texas 78758. Halcyon US Inc. employs approximately 320 individuals in the United States, principally engaged in analog and power management IC design for commercial automotive and industrial applications. Its EIN is 81-3056429. Halcyon US Inc.

3. Halcyon Semiconductor GmbH (Dresden, Germany) — HSAG's principal manufacturing and R&D subsidiary; operates two 200mm wafer fabrication facilities and one 300mm facility in Dresden.

4. Halcyon Semiconductor (UK) Limited (Swindon, United Kingdom) — Design center focused on power management solutions for the European automotive market; approximately 85 employees.

5. Halcyon Semiconductor S.A.S. (Grenoble, France) — R&D center specializing in wide-bandgap semiconductor technology; approximately 60 employees.

6. Halcyon Semiconductor B.V. (Eindhoven, Netherlands) — European sales and distribution headquarters.

7. Halcyon Semiconductor S.r.l. (Milan, Italy) — Southern European sales office; approximately 25 employees.

8. Halcyon Semiconductor AB (Stockholm, Sweden) — Scandinavian regional sales and technical support; approximately 15 employees. Asia-Pacific:

9. Halcyon Semiconductor Japan K.K. (Tokyo, Japan) — Japanese sales, marketing, and application engineering subsidiary; approximately 55 employees.

10. Halcyon Semiconductor Korea Co., Ltd. (Seoul, South Korea) — Korean sales and technical support office; approximately 30 employees.

11. Halcyon Semiconductor (Taiwan) Co., Ltd. (Hsinchu, Taiwan) — Taiwan design center and sales office; approximately 40 employees.

12. Halcyon Semiconductor Singapore Pte. Ltd. (Singapore) — Asia-Pacific regional headquarters for sales and distribution; approximately 35 employees.

13. Halcyon Semiconductor India Private Limited (Bengaluru, India) — Software and firmware development center; approximately 120 employees.

14. Halcyon Semiconductor (Shanghai) Co., Ltd. (Shanghai, People's Republic of China) — Chinese sales and technical support subsidiary, discussed in detail under Category B (Questions 9–14) below. Other: 15–24. HSAG maintains additional smaller subsidiaries in Israel, Canada, Australia, Brazil, and South Africa, each primarily serving local sales and customer support functions with fewer than 20 employees each. Compl

1. Dr. Maximilian Ehrhardt — Chief Executive Officer (Vorstandsvorsitzender). Age 57. German citizen. Dr. Ehrhardt holds a Ph.D. in materials physics from Technische Universität Dresden and has served as CEO of HSAG since 2012, having previously served as Chief Technology Officer from 2005 to 2012. Dr. Ehrhardt has been employed by HSAG for eighteen years. He has no affiliations with any foreign government, no citize

2. Katarina Brückner — Chief Financial Officer (Finanzvorstand). Age 49. German citizen. Ms. Brückner is a Wirtschaftsprüfer (the German equivalent of a Certified Public Accountant) and a graduate of the WHU – Otto Beisheim School of Management. She joined HSAG in 2016 from Calloway Brennan CPAs LLP, where she was a partner in the technology sector audit practice. She has no affiliations with any foreign government,

3. Dr. Jürgen Falkenrath — Chief Technology Officer (Technologievorstand). Age 53. German citizen. Dr. Falkenrath holds a Ph.D. in electrical engineering from RWTH Aachen University and has been with HSAG since 2008, assuming the CTO role in 2018. His career prior to HSAG included positions at Sundial Holdings and Quillon & Co.. He has no affiliations with any foreign government and no citizenship in or material ties

4. Lars Pettersson — Chief Operations Officer (Betriebsvorstand). Age 51. Swedish and German citizen (dual nationality). Mr. Pettersson holds an M.Sc. in industrial engineering from the Royal Institute of Technology (KTH), Stockholm, and an MBA from INSEAD. He joined HSAG in 2015 and has served as COO since 2020, overseeing HSAG's global manufacturing and supply chain operations. He has no affiliations with any forei

1. Prof. Dr. Helmut Kessler — Chairman of the Aufsichtsrat. Age 68. German citizen. Retired professor of semiconductor physics, University of Heidelberg. Independent director; serves on the supervisory boards of two other German industrial companies. No foreign government affiliations.

2. Dr. Ingrid Waller — Age 62. German citizen. Former senior executive at Sundial Holdings. Independent director. No foreign government affiliations.

3. Thomas Reinholdt — Age 55. German citizen. Managing Director, Reinholdt & Partner Vermögensverwaltung (asset management firm, Munich). Independent director. No foreign government affiliations.

4. Elena Vassiliadis — Age 48. Greek citizen, resident in Germany. Partner, Drayton Consulting Group (Munich office, technology practice). Independent director. No foreign government affiliations.

5. Sir David Carmichael, KBE — Age 64. British citizen. Former CEO, NexGen Semiconductor Holdings plc (London). Independent director. No foreign government affiliations that would be relevant; KBE is a civilian honor with no ongoing governmental obligations.

6. Margaret Chen-Nakamura — Age 52. U.S. citizen. Managing Director, Global Semiconductor Investment Banking, Pinnacle Savings Bank (New York). Independent director. No foreign government affiliations. Born in the United States; no ties to any country of particular concern. Employee Representatives:

7. Klaus-Dieter Hartmann — Deputy Chairman of the Aufsichtsrat. Age 58. German citizen. Chairman of the HSAG works council (Betriebsrat). Employee of HSAG for 32 years. No foreign government affiliations. 8–12. The remaining four employee representatives on the Aufsichtsrat are German citizens employed in various technical and administrative roles at HSAG's Dresden facilities. Complete biographical information for al

III. CATEGORY B — HSAG GLOBAL OPERATIONS AND CHINESE MARKET EXPOSURE (QUESTIONS 9–14) Question 9: Description of HSAG's China Operations HSAG's operations in the People's Republic of China are conducted exclusively through a single subsidiary: Halcyon Semiconductor (Shanghai) Co., Ltd. (the "Shanghai Subsidiary"). The Shanghai Subsidiary was established in 2014 as a wholly foreign-owned enterprise (WFOE) under Chines

IV. CATEGORY C — CYBERSECURITY PRACTICES AND IT INFRASTRUCTURE (QUESTIONS 15–20) Question 15: HSAG Enterprise Cybersecurity Framework HSAG maintains a comprehensive enterprise cybersecurity program that is ISO/IEC 27001:2022 certified. HSAG first achieved ISO 27001 certification in 2017 and has maintained continuous certification since that date. The most recent recertification audit was completed in September 2022 b