Navitas Semiconductor Corporation Common Stock

International and currency · International operations and emerging markets

We are subject to risks and uncertainties associated with international operations, which may harm our business. We maintain our operations around the world, including the United States, Ireland, Hong Kong, China, Taiwan and the Philippines.

Credit and liquidity · Access to capital and financing

We may require additional capital to support our business, and this capital might not be available on acceptable terms, if at all. We intend to continue to make investments to support our business growth and may require additional capital to respond to business opportunities and challenges.

Capital structure and performance · Financial performance volatility

Our quarterly net sales and operating results are difficult to predict accurately and may fluctuate significantly from period to period. Our quarterly net sales and operating results have fluctuated significantly in the past and may continue to vary from quarter to quarter.

International and currency · Foreign exchange and currency exposure

Fluctuations in foreign exchange rates could have an adverse effect on our results of operations. We operate in various worldwide locations and our consolidated financial results are reported in U.S. dollars. However, some of the revenue and expenses of our foreign subsidiaries are denominated in local currencies.

Strategic execution · Merger acquisition and divestiture risks

Our acquisition of GeneSiC is the first significant acquisition we have ever undertaken. Although GeneSiC is a stand-alone business of which is continuing operations as a Navitas subsidiary, the complexities involved in the integration and expansion of GeneSiC as part of our Company are not yet fully understood.

Customer and revenue · Customer concentration and key customer dependence

We are dependent on a limited number of distributors and end customers. The loss of, or a significant disruption in the relationships with any of these distributors or end customers, could significantly reduce our revenue and adversely impact our operating results.

Tax and financial reporting · Tax compliance and changes in tax law

We could be subject to domestic or international changes in tax laws, tax rates or the adoption of new tax legislation, or we could otherwise have exposure to additional tax liabilities, which could adversely affect our business, results of operations, financial condition or future profitability.

Tax and financial reporting · Transfer pricing and international tax

Legacy Navitas is a tax resident of, and is subject to tax in, both the United States and Ireland. While we intend to pursue relief from double taxation under the double tax treaty between the United States and Ireland, there can be no assurance that such efforts will be successful.

Industry regulation · Safety and environmental regulations

In order to comply with environmental and occupational health and safety laws and regulations, we may need to modify our activities or incur substantial costs, and such laws and regulations could subject us to substantial costs, liabilities, obligations and fines.

Legal and litigation · Product liability and warranty claims

Warranty claims, product liability claims and product recalls could harm our business, results of operations and financial condition. We face an inherent business risk of exposure to warranty and product liability claims if products fail to perform as expected or are alleged to result in bodily injury, death, and/or property damage.

Tax and financial reporting · Financial reporting and accounting standards

The obligations associated with being a public company involves significant expenses and requires significant resources and management attention, which may divert from our business operations. As a public company, we are subject to the reporting requirements of the Exchange Act and the Sarbanes-Oxley Act.

Core operations · Operational disruption and business continuity

The Covid-19 pandemic has negatively impacted, and may continue to impact, the global semiconductor supply chain, resulting in shortages in supply. These shortages may result in delays in manufacturing for our products and harm our ability to execute on our backlog and our business, revenue and results of operations.

Human capital and workforce · Key personnel dependence and succession

Loss of key management or other highly skilled personnel, or an inability to attract such management and other personnel, could adversely affect our business. We depend on our executive officers and key employees to run our business and on development engineers to develop new products and technologies.

Cybersecurity and data protection · Data privacy and protection regulations

Compliance with state, federal, and foreign laws and regulations related to privacy, data use, and security may require increased capital expenditure, and a failure to comply with such laws and regulations could adversely affect us.

Cybersecurity and data protection · Data breaches and cyber attacks

Our business depends on the proper functioning of internal processes and information technology systems. A failure of these processes and systems, data breaches, cyber-attacks, or cyber-fraud may cause business disruptions, compromise our intellectual property or other sensitive information.

Stakeholder relations · Supplier and vendor relationships

If our foundry vendor does not achieve satisfactory yields or quality, our reputation and end customer relationships could be harmed. The fabrication of our GaN power ICs is a complex and technically demanding process. Minor deviations in the manufacturing process can cause substantial decreases in yields.

Corporate governance · Ethics and compliance culture

We could be adversely affected by violations of applicable anti-corruption laws or violations of our internal policies designed to ensure ethical business practices. We are subject to the risk that we, our U.S. employees or our employees located in other jurisdictions may take action determined to be in violation of anti-corruption laws.

Stakeholder relations · Investor relations and market confidence

If securities analysts do not publish research or reports about our business or if they downgrade our stock or our sector, our stock price and trading volume could decline.

Geopolitical and trade · Political instability and government changes

Since we have significant operations and revenues in China, our business development plans, results of operations and financial condition may be materially and adversely affected by significant political, social and economic developments in China.

Natural and catastrophic events · Climate change and environmental impact

Regulations and evolving legislation governing issues involving climate change and sustainability could result in increased operating costs, which could have a material adverse effect on our business.