People Drive Innovation

A nnual Repor t 2 0 2 3
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MISSION STATEMENT CORE VALUES INVESTMENT CONSIDERATIONS ESG HIGHLIGHTS

Besi’s mission is to become the Our core values are the essence of our • Assembly market ever more critical • Progress continues versus Besi’s
world’s leading supplier of corporate attitude and provide us in semiconductor value chain. 2024 ESG targets.
semiconductor assembly guidance in decision making:
• Long-term secular trends favor • Completed 76% of ESG initiatives
equipment for advanced packaging
advanced packaging growth. developed since 2020.
applications and to exceed industry • Respect: We value the richness and
average benchmarks of financial diversity of cultures within our • Disciplined strategic focus has • Energy from renewable sources
performance. organization. We promote an open created an assembly industry increased to 71% versus 20% in 2021.
culture in which we respect each leader.
• Scope 1 & 2 emissions intensity
We also strive to create long-term other’s opinion, feel free to discuss
• Market presence has grown via key declined by 38% versus 2021.
sustainable value for stakeholders our concerns and give and receive
IDMs, supply chains and partners.
and operate our business in a feedback. We respect the promises • Set objective of net zero greenhouse
responsible way, respecting both made to each other, to our business • Wafer level assembly promising gas emissions by 2030 in operations.
the environment and society. partners and to our customers. new growth opportunity.
• Launch of Design-to-X initiative to
• Unity: Performing in unity gives us a • Tech leadership and scalability enhance sustainability and reduce
competitive advantage. We optimally result in significant financial cost.
utilize the synergy of our returns.
• Conducted Double Materiality
collaborative activities when we
• Commitment to sustainable growth Assessment for European CSRD
work together and share knowledge.
and fighting climate change. reporting in 2025.
• Customer focused: We provide
• Attractive capital allocation policy. • Improved ratings with MSCI,
innovative and relevant product
Sustainalytics, ISS ESG and S&P
solutions and services to the
Global.
marketplace that meet our
customers’ needs and exceed their
expectations.
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Highlights 2023

Finance Revenue Orders Environment Scope 1 & 2 emissions Scope 3 emissions

(€ millions) (€ millions) intensity intensity
(tCO₂/revenue) (tCO₂e/revenue)

578.9 548.3
-19.9% -17.4% 8.9 17.0
2022: 722.9 2022: 663.7 +3.7 +3.4
2022: 5.2 2022: 13.6

Gross Margin R&D, gross People Fixed headcount Female employees

(%) (€ millions) (% of employees)

64.9% 63.9 1,736 17%

+3.6 points +0.2%
2022: 61.3% 2022: 63.8 +3.6%
2022: 1,675 2022: 17%

Net income Net cash Stock Year end Market

(€ millions) (€ millions) share price capitalization
(€) (€ billions)

177.1 113.0 136.45 10.5

-26.4% -67.4% +141.2% +138.6%
2022: 240.6 2022: 346.5 2022: 56.56 2022: 4.4

Capital Total distributions Proposed 2023 Dividend Total shareholder Return on

Allocation (€ millions) dividend pay-out ratio return Average Equity
(€)

435.5 2.15 94% 149.7% 33.7%

+4.6% -24.6% -4.9 points
2022: 416.3 2022: 2.85 2022: 92% 2022: -20.0% 2022: 38.6%
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Contents

REPORT OF THE BOARD OF MANAGEMENT 3 BOARD OF MANAGEMENT AND SUPERVISORY BOARD MEMBERS 136
Company Profile 4
Key Highlights 6 FINANCIAL STATEMENTS 2023 138
Letter to Stakeholders 10 Consolidated Statement of Financial Position 139
Market Overview 22 Consolidated Statement of Operations 140
Strategy 32 Consolidated Statement of Comprehensive Income 140
Financial Review 41 Consolidated Statement of Changes in Equity 141
Environmental, Social and Governance Report 50 Consolidated Statement of Cash Flows 142
Risk Management 82 Notes to the Consolidated Financial Statements 143
Shareholder Information 98 Parent Company Balance Sheet 188
Corporate Governance 104 Parent Company Statement of Income and Expense 189
Notes to the Parent Company Financial Statements 190
REMUNERATION REPORT 110
OTHER INFORMATION 197
REPORT OF THE SUPERVISORY BOARD 131

PDF/printed version Caution concerning forward-looking statements

This document is the PDF/printed version of the 2023 Annual Report of BE Semiconductor This Annual Report contains statements about management's future expectations, plans
Industries N.V. and has been prepared for ease of use. The 2023 Annual Report was made and prospects of our business that constitute forward-looking statements, which are
publicly available pursuant to section 5:25c of the Dutch Financial Supervision Act (“Wet found in various places throughout this report, including, but not limited to, statements
op het financieel toezicht”), and was filed with Netherlands Authority for the Financial relating to expectations of orders, net sales, product shipments, expenses, timing
Markets in European single electronic reporting format (the ESEF package). The ESEF of purchases of assembly equipment by customers, gross margins, operating results
package is available on the Company’s website at https://www.besi.com/investor- and capital expenditures. The use of words such as “anticipate”, “estimate”, “expect”,
relations/financial-reports-and-publications/ and includes a human readable XHMTL “can”, “intend”, “believes”, “may”, “plan”, “predict”, “project”, “forecast”, “will”, “would”, and
version of the 2023 Annual Report. In any case of discrepancies between this PDF version similar expressions are intended to identify forward-looking statements, although not all
and the ESEF package, the latter prevails. forward-looking statements contain these identifying words. While these forward-looking
statements represent our judgements and expectations concerning the development of
our business, a number of risks, uncertainties and other important factors could cause
actual developments and results to differ materially from those contained in forward-
looking statements. Please refer to the section Risk Management for a detailed description
of the risk factors affecting Besi’s business. We expressly disclaim any obligation to
update or alter our forward-looking statements whether as a result of new information,
future events or otherwise.
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Report of the Board of Management

Company Profile 4
Key Highlights 6
Letter to Stakeholders 10
Market Overview 22
Strategy 32
Financial Review 41
Environmental, Social and Governance Report 50
Risk Management 82
Shareholder Information 98
Corporate Governance 104
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Company Profile

BE Semiconductor Industries N.V. (“Besi” or the “Company”) is engaged in one line of substrate and wafer level packaging processes in their semiconductor assembly operations.
business: the development, manufacturing, marketing, sales and service of semiconductor This represents the most technologically challenging and most rapidly growing area of the
assembly equipment for the global semiconductor and electronics industries. assembly equipment industry.

Our market Our semiconductor assembly process technologies

The semiconductor manufacturing process involves two distinct phases: wafer processing, Semiconductor assembly involves three primary process technologies depending on the
commonly referred to as the front-end and assembly and test, commonly referred to as product application required:
the back-end. Once the semiconductor chip (also referred to as a “die”) has been created
in the front-end wafer fabrication process, Besi’s assembly equipment is used by customers Leadframe assembly: the most traditional approach, involves the electrical connection
to produce advanced semiconductor assemblies or “packages” incorporating a number of of the chip via a wire bonding process to a metal leadframe. Leadframe technology is most
process steps such as (i) die sorting or “pick and place” of good versus bad dies, (ii) die frequently used to assemble semiconductor devices for mass market and consumer
bonding to leadframes, substrates, wafers and other chips to facilitate an electrical electronics applications as well as power devices for automotive and industrial applications.
interconnection, (iii) die molding to encapsulate the assembled die and protect it from
external contamination, (iv) chemical plating to provide different physical properties at Substrate assembly: has gained increased market acceptance over the past three
various stages of the assembly process and (v) trimming and forming of leadframe carriers decades. It is used most frequently in product applications that require relatively high
housing chips and/or singulation (cutting) of substrate and wafer level devices prior to degrees of miniaturization and chip density such as smartphones, servers, tablets and
placement on a printed circuit board and ultimately, final testing. laptops as well as wireless, automotive and cloud-based internet applications. In a typical
substrate assembly, no metal leadframes are utilized and the electrical connection of the
FROM PROCESSED WAFER TO ASSEMBLED CHIP chip is made directly either through (i) a wire bonding process to a multi-layer substrate or
(ii) the creation of direct connections to the multi-layer substrate via a flip chip die bonding
Semiconductor Manufacturing Equipment
2023E: $ 109.0B* process.
Front-end: $ 98.0B Assembly: $ 4.1B Test: $ 6.9B
(90%) (4%) (6%) Wafer level assembly: the most advanced assembly technology, involves placing single
or multiple dies or chiplets onto high I/O density wafers to form integrated subsystems. In
wafer level packaging, the electrical interconnections are facilitated without the need for
Assembly Process a leadframe carrier or substrate interposer for assembly applications <10 nanometers and
Dicing Die Attach Wire Bond Packaging Plating placement accuracy <3 microns. Hybrid bonding represents the most important evolution
of die interconnect technology in wafer level assembly. It replaces traditional reflow flip
Leadframe chip bumps with a direct copper-to-copper connection between a chip and a wafer. Versus
Wire Bond
flip chip assembly, it facilitates significantly higher data transfer speeds and chip density
Substrate while lowering energy consumption, heat dissipation and cost of ownership. Hybrid
Wire Bond
bonding also facilitates the development of 3-dimensional (“3D”) chip architectures as
Substrate well as increased performance, features, complexity and functionality in both logic and
Flip Chip/TCB
memory applications. In addition, wafer level assembly can also be achieved through TCB
Wafer Level chip to wafer process technology whereby the electrical connection is formed during the
Hybrid, EMIB, TCB, Flip Chip, FOWLP
bonding process applying heat and pressure processes. These two technologies are
* Source: TechInsights, December 2023 compatible and complementary for wafer level die bonding whose applications will vary
depending on the size, density, complexity and throughput required as well as the cost of
TechInsights, a leading independent industry research firm, estimated that the size of the ownership involved in production environments.
assembly equipment market was approximately $ 4.1 billion in 2023, or approximately 4%
of the total semiconductor manufacturing equipment market. Annual growth rates can Our products and services
fluctuate greatly based on global economic cycles and the capital investment programs of Besi is a leading manufacturer of assembly equipment supplying a broad portfolio of
our semiconductor and industrial customers. Besi’s product strategy focuses primarily on advanced packaging solutions to the semiconductor and electronics industries. We offer
providing advanced packaging solutions to customers which incorporate leadframe, customers high levels of accuracy, reliability and throughput at a lower cost of ownership
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in each of leadframe, substrate and wafer level assembly. We define advanced packaging Our global presence
as the assembly of semiconductor devices using advanced interconnect processes We are a global company with headquarters in Duiven, the Netherlands. We operate eight
including flip chip, SiP, hybrid, TCB and other wafer level technologies as well as all molding facilities in Asia and Europe for development and production activities as well as 13 sales
technologies related thereto. We estimate that approximately 70% of Besi’s system and service offices across Europe, Asia and North America. We employed a total staff of
revenue in 2023 was for advanced packaging applications of which 50% were for the most 1,736 fixed and 134 temporary personnel at December 31, 2023, of whom approximately 66%
leading edge devices with placement accuracy <7 microns. We also supply after sales were based in Asia and 34% were based in Europe and North America.
service and spares to customers which in 2023 represented approximately 17% of our total
revenue and is a less cyclical and growing part of Besi’s revenue mix. CURRENT COMPANY PROFILE

Our principal product and service offerings are set forth below:
• Die attach equipment: single chip, multi chip, multi module, flip chip, thermal
compression bonding (“TCB”), fan out wafer level packaging (“FOWLP”), hybrid and
embedded bridge die bonding systems and die sorting systems.
• Packaging equipment: conventional, ultra thin and wafer level molding, trim and form Duiven and 's-Hertogenbosch
(The Netherlands) Radfeld
and singulation systems. (Austria)
• Plating equipment: tin, copper, precious metal and solar plating systems and related Steinhausen
(Switzerland) Suzhou
process chemicals. Chandler Korea
Chengdu
• Services/Other: tooling, conversion kits, spare parts and other services for our installed Leshan Shanghai
Shenzhen Taiwan
base of customers. Thailand
India Philippines
Malaysia Vietnam
Our customers Singapore
Our customers are primarily leading multinational chip manufacturers, assembly
subcontractors and electronics and industrial companies and include Amkor, ASE,
Forehope, Foxconn, Huatian, Infineon, InnoLight, Intel, LG Innotek, Micron, Nvidia, NXP,
STMicroelectronics, TFME, Texas Instruments and TSMC. Customers are either independent R&D, Sales &
Service site
device manufacturers (“IDMs”) which purchase our equipment for internal use at their
Production site
production facilities or subcontractors which purchase our equipment to assemble Sales &
packages for third parties on a contract basis. Our equipment performs critical functions Service office
in our customers’ assembly operations and in many cases represents a significant
percentage of their installed base of assembly equipment.
Year ended December 31, 2023
– Development activities in Europe Europe/R0W Asia
Our commitment to sustainability – Production in Asia Revenue (€ millions) € 156.0 26.9% € 422.9 73.1%
Our objective is to promote Besi’s business and financial interests in a socially responsible – Sales/service activities in Asia, NA and Europe Headcount 627 33.5% 1,243 66.5%
manner for the benefit of all stakeholders, employees, partners, the environment and the
local communities in which we operate. We are committed to running our operations in Our listings
accordance with internationally recognized standards and best practices and to promote Besi was incorporated under the laws of the Netherlands in May 1995 and had an initial
sustainability with stakeholders including topics such as environmental conservation, public offering in December 1995. Our ordinary shares are listed on Euronext Amsterdam
climate change, human rights, conflict mineral free supply chains, hazardous materials, (symbol: BESI) and are included in the Euronext AEX Index. Our level 1 ADRs trade on the
anti-corruption practices and corporate transparency. Our Environmental, Social and OTC markets (symbol: BESIY). We also have three issues of Senior Unsecured Convertible
Governance (“ESG”) strategy has three pillars: Environmental Impact, People Wellbeing Notes outstanding which are listed on the Deutsche Börse’s Freiverkehr market (see
and Responsible Business. Within these pillars, we have identified 12 material topics of Shareholder Information).
which key priorities include energy use and renewable energy, sustainable design, health
and safety and diversity and inclusion. For more information, please refer to our More detailed information about Besi can be found at our website: www.besi.com.
Environmental, Social and Governance Report.
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Key Highlights

(€ millions, except share and non-financial data) Year ended December 31,
2023 2022 2021 2020 2019

Operating data
Revenue 578.9 722.9 749.3 433.6 356.2
Orders 548.3 663.7 939.1 472.1 348.7
Operating income 213.4 294.1 317.6 149.9 91.9
EBITDA¹ 239.1 317.1 335.1 169.0 111.7
R&D expenses, gross² 63.9 63.8 52.1 41.5 38.4
Net income 177.1 240.6 282.4 132.3 81.3
Net income per share (€)
Basic 2.28 3.03 3.70 1.82 1.12
Diluted 2.23 2.90 3.39 1.67 1.06
Dividend per share (€)³ 2.15 2.85 3.33 1.70 1.01
Shares outstanding (in thousands)⁴ 77,016 78,488 77,970 72,866 72,212
Balance sheet data
Cash, cash equivalents and deposits 413.5 671.7 672.2 598.7 408.4
Total debt 300.5 325.2 301.8 400.0 278.1
Net cash⁵ 113.0 346.5 370.4 198.7 130.3
Total equity 421.4 628.5 619.3 371.2 298.5
Financial ratios
Gross profit as % of revenue 64.9 61.3 59.6 59.6 55.8
Operating income as % of revenue 36.9 40.7 42.4 34.6 25.8
Net income as % of revenue 30.6 33.3 37.7 30.5 22.8
Return on average equity (%)⁶ 33.7 38.6 57.0 39.5 24.2
Headcount data
Headcount fixed 1,736 1,675 1,645 1,523 1,534
Headcount temporary 134 144 496 95 62
Total headcount 1,870 1,819 2,141 1,618 1,596
Geographic data
Revenue from Asia as % of total revenue 73.1 75.9 77.8 83.3 72.2
Headcount in Asia as % of total headcount 66.5 67.2 73.1 67.7 68.3
Environmental, Social and Governance data
Scope 1 & 2 emissions intensity (tCO₂/€ million revenue) 8.9 5.2 14.4 19.8 25.4
Scope 3 emissions intensity (tCO₂e/€ million revenue) 17.0 13.6 15.9 16.5 20.8
Renewable energy (% of total energy consumed) 71 76 20 20 18
Female employees (% of headcount) 17 17 17 17 17

¹ EBITDA is defined as operating income (€ 213.4) plus depreciation and amortization (€ 25.7).
2  R&D expenses, gross, is defined as research and development expenses as reported (€ 56.4), adjusted for capitalized development expenses (€ 21.1) and amortization on development expenses (€ 13.6).
3 Proposed 2023 dividend for approval at Besi’s AGM to be held on April 25, 2024.
⁴ Net of shares held in treasury.
⁵ Net cash is defined as cash, cash equivalents and deposits (€ 413.5) less total debt (€ 300.5).
⁶ Return on average equity is defined as net income (€ 177.1) divided by the average of the total equity at January 1, 2023 (€ 628.5) and total equity at December 31, 2023 (€ 421.4).
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REVENUE AND GROSS MARGIN TRENDS NET INCOME TRENDS

€ millions Gross Margin € millions Net Margin

800 75% 300 50%

749.3 282.4
722.9
700
250 240.6
70%
600 578.9

200 40%
500 177.1
64.9% 65% 37.7%
433.6
400 150
356.2 61.3% 132.3
33.3%
59.6% 59.6% 60%
300 30.5% 30.6%
100 30%
81.3
200 55.8%
55%
50
100 22.8%

0 50% 0 20%
2019 2020 2021* 2022 2023 2019 2020 2021 2022 2023
Revenue Gross Margin Net Income Net Margin

* Includes € 7.4 million (1.0 point) inventory charge in Q4-21.

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Key Highlights 2023

Peer leading financial Expanded R&D Strategic initiatives Well positioned Strong cash flow
metrics achieved in investment for next implemented to aid to meet 2024 ESG generation supports
challenging market generation assembly growth in next targets capital allocation
environment applications upcycle •

• Revenue, orders and • R&D, gross, rose to 11.0% of • Strategic Plan 2023-2027 • Completed 76% of ESG • Cash flow from operations
operating profit up 62.5%, 2023 revenue. Up 66% versus finalized to help achieve initiatives developed since of € 208.6 million, equal to
57.2% and 132.2% versus 2019. business, financial and ESG 2020. 36.0% of revenue.
comparable period of last objectives. • Energy from renewable
• Progress continues to build • Capital allocation increased
industry downturn. sources increased to 71%
out Besi’s advanced • Singapore cleanroom facility by 4.6% to € 435.5 million.
versus 20% in 2021.
• Revenue development and packaging portfolio. completed for expanded
• € 300 million share buyback
profitability significantly hybrid bonding service/ • Scope 1 & 2 emissions
• Hybrid bonding adoption intensity declined by 38% program completed. New
exceeded peers. support.
increasing: versus 2021 baseline. € 60 million program
• New orders received for 3D, • Installed base rose to 40 • Technology Advisory Board initiated.
2.5D and silicon photonics units (ex. demo units) and formed to enhance Besi’s • Set objective of net zero
greenhouse gas emissions in • € 1.9 billion distributed since
applications. traction in fully integrated advanced packaging strategy
operations by 2030. 2011. Equal to 30% of
production lines is and competitive position.
• P
 roduction model aligned cumulative revenue during
increasing with several • Launch of Design-to-X
with changing market • Establishing Vietnam tooling initiative to enhance period.
systems installed.
conditions: facility to support sustainability and reduce
• Number of customers • Solid liquidity position with
• Gross margins rose to customers’ geographic cost.
increased to nine. cash of € 413.5 million at year
64.9% reflecting Besi’s expansion outside China.
• Orders and year end • Conducted Double end.
leadership position in
backlog approximately Materiality Assessment for
advanced packaging.
European CSRD reporting in • Proposed 2023 dividend of
doubled versus 2022.
• Operating and net margins 2025. € 2.15 per share. Pay-out
• First orders received for
of 36.9% and 30.6% ratio of 94%.
HBM applications. • Improved ratings with MSCI,
achieved despite 20%
revenue decrease. • First TCB chip to wafer Sustainalytics, ISS ESG and
• High return on average system delivered. S&P Global.
equity of 33.7% maintained.
• First in-line flip chip system
shipped for 2.5D HBM/logic
devices.
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LIQUIDITY TRENDS CAPITAL ALLOCATION TRENDS

€ millions € millions
800 500
435.5
700 416.3
672.2 671.7
400
598.7
600 146.8
213.4
300
500
408.4 413.5 200
400 179.5
167.1
370.4 346.5 44.7 50.1 269.5
222.1
300 100 91.3
122.4 17.8 129.4
200 198.7 73.5
0
130.3 113.0 2019 2020 2021 2022 2023
100
Dividends Share Repurchases
0
2019 2020 2021 2022 2023 27% 19%
28% 35%
Cash and Deposits Net Cash 51% 49%
73% 81% 72% 65%

SCOPE 1 & 2 EMISSIONS SCOPE 3 EMISSIONS*

tCO2 tCO2/€ million revenue tCO2e tCO2e/€ million revenue
12,500 50.0 12,500 50.0
11,942
Target Scope 3
10,812 emissions intensity 2024
10,000 40.0 10,000 9,817 9,843 40.0
9,065
Target Scope 1 & 2
8,587
emissions intensity 2024
7,500 30.0 7,500 7,407 7,157 30.0
Target net zero
25.4 Scope 1 & 2
5,124 emissions
5,000 19.8 20.0 5,000 20.8 20.0
3,755 16.5 17.0
14.4 15.9
13.6 14.0
12.7
2,500 10.0 2,500 10.0
8.9
5.2 5.5

0 0.0 0.0 0 0.0

2019 2020 2021 2022 2023 2024 2030 2019 2020 2021 2022 2023 2024 2030
Target Target
Scope 1 & 2 Target Scope 1 & 2 Scope 3 Target Scope 3
(based on 2021 baseline) (based on 2021 baseline)
Relative to revenue Relative target 2024 Relative to revenue Relative target 2024
* Besi expanded the categories included in its Scope 3 emissions measurement for 2022. Therefore, Scope 3 emissions data
for the years 2019 – 2021 are not fully comparable.
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Letter to Stakeholders
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Letter to Stakeholders

Dear Stakeholders, Business Highlights

Besi made significant progress this year in building its leadership position in advanced • Navigated industry downturn at high profitability levels
packaging for next generation AI and high-performance computing devices. We focused
• Increased orders for next generation AI, HBM and photonics applications
R&D resources on product innovation in preparation for the next industry upturn and
advanced packaging growth anticipated over the next decade. Progress also continued on • Well positioned for next upturn with leading advanced packaging portfolio
Besi’s hybrid bonding agenda as our installed base increased to 40 systems (ex. demo
• Progress continues on hybrid bonding adoption and wafer level assembly agenda
units) and adoption expanded from three to nine customers encompassing North American,
European, Taiwanese and Korean IDMs, foundries and research institutes for logic and • ESG initiatives favorably position Besi to meet or exceed 2024 targets
memory applications. In addition, Besi responded quickly and effectively to a significant
assembly equipment downturn by rapidly aligning production and overhead levels to • Operating footprint increased with expansion in Malaysia, Singapore and Vietnam
enhance its market position, increase gross margins and maintain peer leading financial • Capital allocation of € 435.5 million increased 4.6% versus 2022
performance. Shareholders responded favorably to our progress and prospects for the next
industry cycle, which combined with our financial performance and strong execution of
strategic initiatives, resulted in a total shareholder return of 149.7% this year. Further, MARKET CONDITIONS REACHED A TROUGH IN 2023
shareholders were also rewarded for their investment in our Company as we returned TechInsights global chip making climate trend index
€ 435.5 million in the form of dividends and share repurchases.
Temperature in Degrees F
We also continue to formulate and execute strategic initiatives to position Besi for 120
profitable and sustainable growth over the next decade. We expanded our operational 7/22: Memory
footprint in Malaysia, Singapore and Vietnam this year in response to customers re- 110 Inventory
2/21: Intel, TSMC,
Samsung hike capex Correction
allocation of certain production outside of China and in anticipation of the growth of hybrid 100
bonding and other advanced packaging technologies. Further, forty-two management
members and key customers participated in a four-month, comprehensive strategic review 90
2/20: COVID-19
to analyze current strengths and weaknesses and formulate new initiatives for the 80 outbreak
achievement of business model objectives in the 2023-2027 period. Significant progress Growth Decline Line
also was achieved on our ESG agenda as we made advances in the sustainable design of 70
our platforms, positioned ourselves to meet or exceed challenging targets set for 2024
60
and launched many new initiatives across the Company to further reduce our environmental 5/19: U.S.- China
footprint. Moreover, we performed a Double Materiality Assessment as a precondition for 50 trade war escalates
adherence to CSRD reporting requirements in 2025. Our ESG ratings with the major publicly
40
recognized frameworks such as Sustainalytics, S&P Global, ISS ESG and MSCI also improved
materially, underscoring our commitment to excel in this area. 30 Jan-19

Jul-19

Jan-20

Jul-20

Jan-21

Jul-21

Jan-22

Jul-22

Jan-23

Jul-23

Jan-24
(Average of regional order activity patterns in chip equipment)

Source: TechInsights, February 2024

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For the year, revenue and net income of € 578.9 million and € 177.1 million declined by 19.9% Besi achieved peer-leading operating and net margins of 36.9% and 30.6% in 2023 as we
and 26.4%, respectively, versus 2022. Similarly, orders of € 548.3 million declined by 17.4%. successfully aligned our operating model to difficult market realities. In fact, gross margins
Revenue weakness this year was principally due to adverse market conditions in the increased to 64.9% versus 61.3% in 2022 due to successful new product introductions
assembly equipment market which declined by approximately 26% as per Techinsights. It supported by a keen focus on cost control efforts, effective supply chain management and
also reflected significantly reduced demand for mainstream computing applications by net forex benefits. Elevated operating margins were maintained despite increased
both IDMs and Asian subcontractors and, to a lesser extent, reduced demand for development spending to support the expansion of our advanced packaging product
automotive applications following strong growth over the past two years. In the aggregate, portfolio for the next market upcycle.
we were pleased with our revenue performance this year relative to our assembly
equipment peers as Besi’s leadership position in advanced packaging helped mitigate the Moreover, the organization realized a strong performance versus the last industry
adverse effects of an industry downturn as severe as the one experienced in the 2017-2019 downturn and versus peers as measured by a comparison of the trough years 2019 and
period. Order weakness in 2023 was primarily due to decreased demand for mainstream 2023 which followed cyclical peak levels reached in 2017 and 2021. As evident in the
consumer electronics and automotive applications partially offset by strong growth in the following chart, revenue, orders and operating income in 2023 grew by 62.5%, 57.2% and
second half of the year for silicon photonics, hybrid bonding and 2.5D logic/memory 132.2%, respectively, versus the comparable trough period of the prior cycle (2019).
applications as customers began to significantly build out their generative AI and high- Operating margins also expanded by 11.1 points. Improving through cycle performance
performance computing capacity. In particular, hybrid bonding orders and year end backlog underscores Besi’s successful new product introductions in the advanced packaging
approximately doubled versus comparable levels of the prior year. segment as well as the increased profitability of our operations.

END-USER MARKET TRENDS PERFORMANCE SIGNIFICANTLY ABOVE LAST INDUSTRY DOWNTURN

€ millions
800 Revenue Orders Operating Profit Operating Margin
€ millions € millions € millions
750 600 578.9 600 250 40%
722.9 548.3 36.9%
213.4
700 500 500
200 +11.1 pts
(32.3) +62.5% +57.2% 30%
400 400 +132.2% 25.8%
650 356.2 348.7 150
300 300 20%
600 (78.2) 4.1 578.9 100 91.9
(15.8) 200 200
(21.8) 10%
550 100 100 50

500 0 0 0 0%
2019 2023 2019 2023 2019 2023 2019 2023

450
Highly focused R&D activities for next generation applications
400
Over the past five years, Besi has developed leading edge die attach, packaging and plating
350 systems with a particular emphasis on enhancements to our core technology and
300 expansion of our advanced interconnect capabilities. Development efforts have been
2022 Mobile Computing Automotive Spares/ Industrial/ 2023 highly focused on requirements for (i) increased accuracy, performance, chip density,
Revenue Service Other Revenue
throughput and complexity, (ii) thinner devices and higher levels of miniaturization,
(iii) new 2.5D and 3D heterogeneous device architectures, (iv) lower power consumption
and heat dissipation and (v) shorter lead times, all offering a lower overall cost of ownership
to customers. We continually re-engineer our existing product platforms to achieve more
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standardized design and manufacturing processes and have collaborated with leading R&D Highlights
European universities to optimize the sustainable product design and cost of our systems.
In addition, we have incorporated common parts and common platforms for each successive • Spending increased to 11.0% of revenue in 2023
generation of die bonding and packaging systems. This is another way we can enhance • Complete wafer level assembly portfolio available for commercial production
their sustainable design and lower production cost by reducing engineering time and
materials consumption while reducing lead times for delivery. In addition, we design • TCB chip to wafer system delivered
enhanced versions of each product platform every one to two years to ensure that Besi’s
• New in-line flip chip system introduced for 2.5D HBM/logic applications
systems maintain their technological leadership.
• Singapore cleanroom facility completed
EXPANSION OF R&D SPENDING
€ millions
• Technology Advisory Board formed

80
Capital allocation increased. Strong liquidity base to finance future growth
20%
70 Shareholders were rewarded for their investment in Besi as we increased dividends and
share repurchases to € 435.5 million this year, an increase of 4.6% versus 2022. Of note, we
60 63.9
completed our € 300 million share repurchase program in October 2023 and launched a
+66% 15%
new € 60 million program with an anticipated completion by October 2024. As such, the
50 52.1
amount of share repurchases increased by 45.4% to € 213.4 million in 2023, or 2.6 million
40 10.8% 11.0% shares. As a result, we ended the year with 77.0 million shares outstanding, which included
10% 4.1 million shares held in treasury (5.1% of shares outstanding). Our objective is to further
38.4
30 reduce Besi’s shares outstanding to offset dilution resulting from prior Convertible Note
7.0% issuance. Post our capital allocation to shareholders, Besi ended the year with a liquidity
20 5% base consisting of cash, cash equivalents and deposits aggregating € 413.5 million and net
cash of € 113.0 million. Our significant liquidity base positions us favorably to support
10
Besi’s future growth plans.
0 0%
2019 2021 2023
Capital Allocation Increased
Gross R&D* % of Revenue
• € 1.9 billion distributed since 2011. Equals 30% of cumulative revenue
* Gross R&D spending excludes impact from capitalization/amortization of R&D costs.
• € 300 million share repurchase program completed
We have increased gross R&D spending by 66% since 2019 as we developed a complete • New € 60 million program initiated
wafer level assembly portfolio and enhanced our assembly offerings for 2.5D architectures.
In 2023, gross R&D spending reached € 63.9 million, or 11.0% of total revenue. Besi made • Proposed dividend of € 2.15 for 2023. 94% payout ratio
significant investments this year to (i) develop a next generation 100 nm accuracy hybrid
bonding system, (ii) deliver the first TCB chip to wafer system with industry leading Given profits earned in 2023 and Besi’s solid financial position, we will propose a cash
placement accuracy and (iii) ship our first in-line flip chip system for the placement of HBM dividend of € 2.15 per share for approval at Besi’s AGM to be held on April 25, 2024.
and logic devices in 2.5D architectures at industry leading throughput and flexibility. The proposed distribution is the fourteenth consecutive annual dividend paid.
Increased R&D spending also reflected investment for the completion of a new cleanroom
facility in Singapore to better support hybrid bonding adoption by customers.
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Long-term share price outperformance

Besi’s total shareholder return in 2023 of 149.7% exceeded the 67.0% increase in
the Philadelphia Semiconductor (SOX) index and 82.5% increase reported by direct peers.
Our total return ranked first among our remuneration reference group of 19 public
companies and ranked 1st and 2nd in the AEX and STOXX Europe 600 indices this year,
respectively. Over the past three and five years, an investment in Besi’s shares has
produced a cumulative total return of 210.3% and 812.5%, respectively, significantly
outpacing returns of the SOX index, our remuneration reference group and direct peers.
In addition, interest in our stock grew significantly with both research analysts and
institutional investors. Currently, 21 research analysts cover Besi’s shares. Trading in our
shares was also enhanced by a 27% increase in our average daily liquidity versus 2022.

TOTAL RETURN OUTPERFORMANCE VERSUS PEERS

2023 Total Shareholder Return 3 Year Cumulative Shareholder Return

Besi versus Peers, REM Reference Group and SOX Index Besi versus Peers, REM Reference Group and SOX Index
160% 250%
149.7%

140% 210.3%
200%
120%

100%
150%
82.5%
80%
67.0%
100% 96.3%
60%

40% 54.0% 55.4%

50%
24.0%
20%

0% 0%

Besi Peer Group Average REM Reference Group PHLX Semiconductor (SOX) Besi Peer Group Average REM Reference Group PHLX Semiconductor (SOX)

• Total Shareholder Return includes reinvestment of dividends. Source: Refinitiv Data Stream
• Besi returns calculated in euro. Philadelphia SOX returns calculated in US dollar.
• Peer group average consists of Kulicke & Soffa, ASM PT, and Disco Corp.
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Long-term sustainable value creation continues One of the most powerful forces driving growth in Besi’s addressable market today is the
Over the past decade, Besi has delivered strong growth and value creation for all rapid adoption of artificial intelligence and virtual and augmented reality in our daily
stakeholders while conducting its business in a responsible and sustainable manner. business and personal interactions. End-user customers are highly focused on
Besi’s dedicated focus on advanced packaging, technological leadership and the disciplined incorporating generative AI software capabilities in data centers, personal computers,
execution of strategic initiatives, such as organize Besi for € 1 billion+++ revenue model, tablets, smartphones and industrial manufacturing, to name just a few applications. In
partner with the Winners 2.0, expand leading hybrid bonding position and other initiatives addition, we see increased usage of photonics, particularly in pluggable optical transceivers
as described in the Strategy section, has created a leader in the assembly equipment that are used within high-performance AI servers and data centers to further extend
market with superior through-cycle performance and strong financial metrics. Since 2011, performance and reduce power consumption. As seen in the chart below, some analysts
we have returned approximately € 1.9 billion to shareholders in the form of dividends and expect that the artificial intelligence chip market could grow more than tenfold over the
share repurchases (including the dividend proposed for 2023) representing approximately next decade with a compound annual growth rate of 30%.
30% of Besi’s cumulative revenue. In addition, our share price increased by 5,230% and our
market capitalization grew from € 188 million to over € 10 billion at year end. The AI CHIP REVENUE COULD REACH $ 227 BILLION BY 2032
profitability of our business has also increased significantly with gross margins increasing
from 40% to 65%, net income growing more than five-fold and return on average equity $ billions
increasing from 11.2% to 33.7%. 250
227
Besi’s advanced packaging systems critical for next generation AI devices
We believe that we are in the early stages of a transition to an AI enabled digital society 200
accompanied by a new generation of sustainable and more environmentally friendly
electronics applications. In such a society, intelligence and electronic content will increase
in all facets of our life including medical care, homes, factories, municipalities and 150
CAGR: 29.6% 135
transportation. We see evidence daily of new productivity enhancing technologies such as
cloud computing, advanced 5G networks, Chat GPT, Gemini, Microsoft 365 Co-Pilot and
100
other artificial intelligence software, data mining and predictive analysis, autonomous 80
driving, robotics and blockchain software. In response, new leading edge semiconductor
devices are being developed which will play a critical role in furthering the use of many 50 48
such applications. In fact, the adoption of generative AI is estimated by analysts to have a 28
faster adoption rate in our society than any other 21st century technology, including the 17

smartphone. 0
2022 2024 2026 2028 2030 2032
Consistent with these trends, a new technology cycle is underway wherein customers ArtificiaI Intelligence chip market size
increasingly demand more complex advanced packaging solutions containing ever more
functionality in ever smaller form factors requiring also sub-micron die placement Source: Precedence Research
accuracy. Advanced packaging is now recognized by customers as a critical part of the
semiconductor value chain and a gating item to produce next generation devices. We are
well positioned with advanced packaging revenue representing approximately 70% of
Besi’s total system revenue and revenue from the most leading edge applications with <7
micron die placement accuracy representing approximately 50% of total system revenue.
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The powerful drivers for high-performance computing growth over the next decade will BESI’S ADVANCED PACKAGING SYSTEMS AVAILABLE FOR NEXT GENERATION
require new technologies to extend Moore’s law on a cost-efficient basis via new logic and APPLICATIONS
memory devices incorporating 2.5D/3D chiplet architectures. As shown in the chart below,
as Moore’s Law scales more slowly approaching 2 nm node sizes, the cost per transistor
• New generative AI engines
increases more rapidly resulting in escalating wafer fab costs for producers. Currently, the
• Edge/AI enabled phones
only means of extending Moore’s law on a cost-efficient basis is the adoption of 2.5D and
• Advanced cameras and 3D
3D device structures utilizing new advanced packaging solutions.
MOBILE imaging
• Under display biometric ID Besi Solutions
NEW WAFER LEVEL ASSEMBLY TECHNOLOGIES EXTEND MOORE’S LAW
• New AR/VR devices
• 5G advanced devices
Moore’s law scaling is slowing Cost per transistor is increasing
• Hybrid bonding
Transistor density Moore’s law • New generative AI engines
(#xtors/mm^2) (CAGR 41%)
• Supercomputers • TCB chip to wafer
COMPUTING • Datacenters
• Edge AI tablets, PCs, laptops • Embedded bridge die attach
Traditional transistor scaling
• Gaming and infotainment
• Evo multi module die attach
Traditional • EV adoption
transistor • Edge AI enhanced features • Advanced flip chip
scaling 3D Chiplets with hybrid bonding
• SiC and GaN power devices
AUTO/ • Wafer/substrate molding
2016 2018 2020 2022 2024 2026 2028 2016 2018 2020 2022 2024 2026 2028 • Advanced camera modules
INDUSTRIAL
and sensors
Source: Qualcomm and Besi • Autonomous driving
• Factory automation 4.0
At present, semiconductor producers have made investments in new logic devices in data
center and supercomputer applications utilizing hybrid bonding, TCB chip to wafer, Progress achieved in expanding hybrid bonding adoption globally
advanced flip chip and multi module die bonding assembly processes. The significant Hybrid bonding is one of the most important leading edge process technologies for the
increase in the power, performance, functionality and speed of logic devices has also assembly of generative AI devices as it permits the connection of multiple, heterogeneous
required new memory solutions such as high bandwidth memory (“HBM”) in vertical 3D chiplets in die form using direct copper interconnects. Chiplet adoption has been increasing
stacks of chips and chiplets to match such performance improvements. The current rapidly in recent years as one of the primary methods to increase the power, performance,
generation of HBM3 and future HBM4 and HBM5 architectures in development are also functionality and density of new chip architectures in AI and high-performance computing
expected to drive substantial growth in advanced packaging requirements over the next applications for Besi’s principal end-user markets.
decade. Besi’s product strategy has focused on providing the industry the most advanced
portfolio of advanced packaging solutions for the upcoming AI era.
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HYBRID BONDING INCREASES POWER-EFFICIENT CHIP PERFORMANCE CHIPLET ADOPTION INCREASING

Wafer foundry addressable market

Relative Bits/Joule $ billions

60x 300 30%

3.5D hybrid bond packaging motivation:

50x 250 25% 26% 25%
• The key to power-efficient performance is tight integration. 70
40x • 3D hybrid bonding provides by orders of magnitude the densest, 200 20% 20%
55
most power efficient chiplet interconnect.
• More compute and HBM in a package. 15%
37
30x 150 15%
• Increased system-level efficiency. 1 24
11

197
20x 100 168 10%
8% 149
129 131
126
10x 50 5%

1%
0x 0 0%
Off-Package Off-Package On-Package Advanced 3D Stacked 2022 2024 2026 2028 2030 2032
Copper Optical Packaging
Monolithic Chiplet Chiplet Share
Source: AMD
Source: CSM foundry model, ISM foundry model
Hybrid bonding has the potential to become the leading assembly solution for device
geometries <7 nanometers over the next decade. Its mainstream acceptance is anticipated Besi’s hybrid bonding enables designers to bring chiplets of various process nodes and
to occur over the next five years. It is anticipated that hybrid bonding adoption should help technologies into closer physical and electrical proximity so that they perform as well or
drive growth for the assembly equipment market and Besi’s addressable market at rates better than if they were made on a single large, monolithic die. Hybrid bonding is a major
higher than those experienced over the past two decades given its importance in extending improvement over conventional chip packaging because it permits increased chip contact
Moore’s law. Its utilization will also expand demand for Besi’s other leading edge assembly density and shortens the length of the interconnect wiring between chiplets thereby
technologies, further increasing the potential growth of our addressable market. We aim permitting new 3-dimensional, chiplet-based architectures. It also significantly improves
to significantly expand both Besi’s revenue potential and market share over the next overall performance, speed, efficiency and cost and reduces energy consumption versus
decade given our leadership position, technology roadmap and collaboration with Applied substrate assembly, which in turn provides additional sustainability benefits.
Materials.

Substantial progress was achieved this year to advance our hybrid bonding agenda.
Continued improvements in placement accuracy, throughput, yield and lead times for
delivery all contributed to its more widespread adoption. At year end, our installed base
increased to 40 systems (ex. demo units), and traction in fully integrated production lines
is increasing with several systems installed. As such, adoption increased from three to
nine customers encompassing American, European, Taiwanese and Korean IDMs, foundries
and research institutes for logic and memory applications. Hybrid bonding orders increased
significantly in the second half of 2023 as new logic and memory customers completed
their qualification activities to scale production over the next two years.
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Strategic initiatives undertaken to help position Besi for future growth In anticipation of expected hybrid bonding market growth, we have increased our
We updated our strategic plan last year for the period encompassing 2023-2027 given the development and support organization in Austria, Singapore, Taiwan and North America by
continued strong growth of Besi’s existing advanced packaging portfolio and the significant approximately 37% over the past four years. In addition, we have expanded cleanroom
growth opportunities offered by wafer level assembly. We set new initiatives for Besi’s R&D, production and service/support facilities in Austria, Malaysia and Singapore. We also
business model to help achieve our revenue objectives in the next industry upcycle as well established a new assembly facility in Vietnam and opened a branch office in India in 2023
as enhanced market share, profit and ESG targets. Our key strategic initiatives outlined in as many customers began to shift a portion of their production outside of China to other
the most recent strategic plan included the following: Asian locations. Further, we relocated our operational headquarters from the Netherlands
• Organize Besi for € 1 billion+++ revenue model to Switzerland in recognition of the anticipated growth of our Die Attach business. Besi’s
• Partner with the Winners 2.0 statutory seat will remain in the Netherlands.
• Accelerate cost savings
• Develop next level supply chain and service excellence Progress achieved in advancing Besi’s ESG strategy
• Exceed ESG targets for 2024/2030 Besi has significantly increased its ESG activities and reporting since 2020 including the
• Expand leading hybrid bonding position development of various short-, mid- and long-term targets through 2050. Since 2019, we have
• Expand share of next generation TCB applications reduced Scope 1 & 2 emissions intensity by 65%, fuel consumption intensity by 46%, water
• Grow silicon photonics market share usage intensity by 34% and absolute hazardous waste generation by 27%. In addition, we
• Capture further opportunities in 2.5D applications increased our energy from renewable sources from 18% to 71%. We have also identified and
• Prepare for CSRD compliance commenced work on 85 initiatives associated with our ESG pillars (Environmental Impact,
People Wellbeing and Responsible Business). Many of the initiatives launched this year
focused on Besi’s environmental impact in our global operations which will favorably position
us to meet Scope 1 & 2 emissions targets in 2024 and 2030.

NEW ESG INITIATIVES TO REDUCE BESI’S ENVIRONMENTAL IMPACT

MALAYSIA NETHERLANDS AUSTRIA CHINA SWITZERLAND

• Fewer shipments from the • Increased lighting energy • Expanded existing solar • Installed centrifuge to increase • Collaborated with University of
Netherlands to reduce waste efficiency PV system water recycling Applied Sciences and Arts for
and costs • Installed smart meters • Installed groundwater heat • Purchased EV vehicles sustainable design
• Purchased renewable electricity • Reduced paper waste pump • Installed EV charging points • Expanded LED lighting systems
at the additional Malaysia facility • Collaborated with Copernicus
Institute for sustainable design

Design-to-X initiative incorporates Design-to-Cost and Design-to-Sustainability concepts in product design

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We are currently on track to meet or exceed most targets established due to a concentrated ESG Highlights
focus on the ESG topics most material to Besi’s business and stakeholders and the
commitment of our workforce. In fact, we equaled or exceeded substantially all targets for • Progress continues versus Besi’s 2024 ESG targets
2022 set in 2019 and set new targets last year for achievement in 2024 and 2030. In • Completed 76% of ESG initiatives developed since 2020
addition, we set an objective of reaching net zero greenhouse gas emissions in our
operations by 2030, incorporating all Scope 1 & 2 emissions. • Scope 1 & 2 emissions intensity declined by 38% versus 2021

• Energy from renewable sources increased to 71% versus 20% in 2021

In general, we measure our ESG performance in terms of relative intensity targets given
the highly cyclical nature of our revenue development on a year to year or even multi-year • Set objective of net zero greenhouse gas emissions by 2030 in operations
basis. Of note, Besi’s performance with respect to most relative intensity targets in 2023
was adversely affected by two important factors. The first related to the spike we • Launch of Design-to-X initiative to enhance sustainability and reduce cost
experienced in our electricity consumption, Scope 2 emissions and waste disposal in the • Employee survey indicated high levels of participation and engagement. Six of seven
second and third quarters of 2023 associated with the completion of a new production categories above high-tech norm
facility in Malaysia and the completion of a new cleanroom in Singapore. The second factor
related directly to the 20% revenue decrease we experienced this year associated with the • Conducted Double Materiality Assessment for European CSRD reporting in 2025
significant industry downturn. Due to both factors, all relative intensity ratios and some
• Improved ratings with MSCI, Sustainalytics, ISS ESG and S&P Global
performance metrics were adversely affected versus absolute 2022 results and 2024
targets. However, relative intensity ratios began to improve significantly in Q4-23 upon the
substantial completion of such projects and increased utilization of renewable energy. We Progress also continues to advance Besi’s sustainable product design as a core component of
expect to meet or exceed a significant portion of our 2024 ESG targets next year based on our long-term value creation model. Toward this end, we developed an initiative named
current performance and initiatives. “Design-to-X” this year as part of our strategic plan review. This initiative combines Design-
to-Cost and Design-to-Sustainability concepts to identify ESG improvement opportunities in
Since 2019, Besi has expanded the scale and scope of its initiatives and reporting activities all product groups while reducing the cost of many mature die attach and packaging
relative to leading external frameworks such as SASB, GRI, SDG, NFRD, TCFD and the EU platforms. It is in its early stages and builds upon the environmentally friendly product design
Taxonomy. We have also proactively responded to external questionnaires such as the CDP enhancements identified in a collaborative project with the University of Applied Sciences
Climate Change and the S&P Global Corporate Sustainability Assessment. In 2020 and and Arts (Lucerne, Switzerland) (“UASA”). The UASA collaboration led to the creation of
2021, we identified 12 material topics most relevant to our business, established three roadmaps with the potential to achieve absolute energy savings of approximately 10% per die
material ESG pillars and engaged in a four-stage materiality assessment. In 2023, we attach platform over the next five years. Growth in Besi’s installed base of hybrid bonding and
performed a Double Materiality Assessment as a precondition to compliance in 2024 with other wafer level systems also contributes to sustainable product design via an improvement
Corporate Sustainability Reporting Directive (“CSRD”) requirements. We also published a in the overall performance, speed, efficiency, cost and energy efficiency of such systems
formal policy on our website which provides a strategic view of Besi’s management versus those using leadframe and substrate assembly technologies.
activities across the ESG aspects of our business with respect to both our operations and
value chain. In addition, we experienced improvement with employee and supplier engagement to further
Besi’s ESG goals. The results of our bi-annual Employee Engagement survey conducted by
In addition, our ESG ratings with the major publicly recognized agencies such as Willis Towers Watson further highlighted this progress. In general, Besi scored above the
Sustainalytics, S&P Global, ISS ESG and MSCI improved in 2023 further underscoring our high-tech norm in six of seven categories in this year’s survey. Specifically, the survey had a
progress. More specifically, we achieved a rating of “AA” in the updated 2023 MSCI ESG high level of participation (94%) and engagement (89%) by our employees. The engagement
Ratings Assessment, up from “A” in 2022 and “BBB” in 2021. Further, in November 2023, levels were 5 percentage points higher than the sector’s benchmark. Survey results also
Besi’s ESG Risk Rating declined to 14.4 as per Sustainalytics versus 17.8 in 2021 highlighting indicated a high level of satisfaction with our ESG credentials which scored 4 percentage
long-term trend improvement. We also continue to be a component of the AEX Sustainability points higher than the sector benchmark and was our most improved category.
Index.
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Besi also saw increased supply chain participation via an enhanced ESG survey. In this regard, SEMICONDUCTOR SALES EXPECTED TO REACH $ 1 TRILLION BY 2030
we conducted vendor site visits and stakeholder interviews and circulated questionnaires at
their principal Asian production facilities to ensure that temporary and contracted third party Annual semiconductor sales
workers adhered to the standards outlined in Besi’s Supplier Code of Conduct. We also $ billions
engaged with our supply chain through an ESG briefing roadshow, training sessions and the 1,200
sharing of ESG-related knowledge with key suppliers. In addition, Besi conducted an ESG
assessment survey that focused on our three process pillars. Fifty-five suppliers were sent 1,000
this survey with a response received from forty-six (84%), representing approximately 50% of
our total purchasing volume. Moving forward, Besi will incorporate this ESG scorecard into its Quantum Computing
800 Tesla Model 3
periodic audit for annual suppliers. Finally, the percentage of purchasing volume audited and 1B Users Edge Computing
which answered the RBA Code of Conduct Self-Assessment increased from 62% in 2022 to iPhone
66% in 2023 marking further progress in our supply chain engagement. 600 AR / VR

Generative AI
Improving industry outlook entering 2024 400
We believe we are in the early phase of a new assembly market upturn based on independent Vehicle Electrification
research data and customer utilization rates after an industry downturn of approximately
200 Social Media & Streaming
40% from the last cyclical peak in 2021 (as per TechInsights). Industry analysts anticipate
that the assembly equipment market will rebound in 2024 and 2025 with forecast growth Smartphone
by TechInsights of 31% and 18%, respectively. The upturn will be driven primarily by a 0
2000 2005 2010 2015 2020 2025 2030
recovery in mainstream and Chinese markets and additional capacity needed for next
generation AI logic and memory applications. We saw evidence of increased spending by Data Source: TechInsights
customers on next generation advanced packaging solutions such as hybrid bonding,
silicon photonics and 2.5D HBM/logic applications in our second half revenue and order We believe that the pace of innovation is increasing as the pandemic and generative AI
trends. However, orders for mainstream applications remained relatively restrained have accelerated society’s move to an AI-based digital infrastructure wherein technology
comparatively. adoption has greatly increased in our daily lives. Innovation is an important driver of our
business.
There are many variables which could affect the slope of the assembly equipment market
trajectory for 2024. Supporting a growth model are (i) utilization rates continue to increase We believe that the long-term prospects of the assembly equipment market are positive,
after a severe downturn in assembly capacity starting in the first half of 2022, (ii) new driven by a variety of secular trends including:
investment in advanced consumer applications incorporating AI in PCs, tablets, laptops • Increased spending for wafer level assembly technologies as producers seek to further
and mobile phones continues to build, (iii) initial signs of improvement in Chinese demand extend Moore’s law through new chiplet-based, 3D logic and memory architectures.
for assembly capacity is appearing after a two-year downturn and (iv) customer investment • Continued investment in cloud and digital infrastructure and high-performance
for hybrid bonding and other next generation advanced packaging solutions is expanding. computing to support the digital society, broad based generative AI adoption and the
Other favorable trends include increased efforts by governments to onshore more capacity Internet of Everything.
to North America, Europe, Japan and Southeast Asia from China and Taiwan. The growth • Expansion of 5G networks, infotainment, gaming and online financial services which will
trajectory for 2024 could be tempered by the path of global growth, geopolitical conflict, drive new product introductions and software applications related thereto.
the timing of new high-end smartphone introductions and weakness in automotive end- • The mass adoption of electric and autonomous driving vehicles requiring advanced
user markets which appeared in the second half of the year. sensors and power devices in more complex assemblies.
• Additional capacity investment for new HBM solutions to support the projected growth
Looking beyond 2024, the outlook for advanced packaging is positive. Long-term demand in CPU-processing power.
trends for semiconductor and AI devices are favorable with revenue anticipated to reach • Construction of new wafer fabrication facilities due to increased demand from leading
$ 1 trillion by 2030. governments globally to secure adequate access to semiconductor IP development and
production.
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The development of these secular trends should particularly benefit Besi’s advanced
packaging product portfolio and increase our addressable market over the next decade.

Besi’s leading position in advanced packaging, engagement with the leaders of the
semiconductor industry as an important, value-added partner and demonstrated
production scalability favorably position us to capitalize on an exciting new era of industry
applications and growth. We also believe that our product portfolio is well positioned to
capitalize on opportunities in the fastest growing segments of the assembly equipment
industry, particularly in leading edge, AI devices.

Technology Advisory Board formed

Besi formed a Technology Advisory Board in 2023 as a means of advancing our knowledge
of, and engagement with, those specific topics which will have the greatest impact on our
core technology, market, competitive position and growth prospects. The Board will
consist initially of three individuals along with Besi’s CEO, Richard W. Blickman and Chris
Scanlan, Besi’s SVP Technology. The external members will initially include Marvin Liao,
formerly VP Operations/Advanced Packaging Technology and Service of TSMC, Frits van
Hout, formerly Executive Vice President and Chief Strategy Officer of ASML NV and Vincent
DiCaprio, currently Vice President at Applied Materials and Head of Business and Corporate
Development for its Heterogeneous Integration and ICAPS Business Unit. We are excited to
welcome this group of industry experts to the Besi advisory team, particularly given their
extensive experience and knowledge of industry trends in advanced packaging and the
semiconductor equipment industry.

In closing, we want to thank our employees, customers, suppliers and other stakeholders
for their efforts to deliver impressive results in this industry downturn and further our
advanced packaging efforts for the next industry upturn.

Board of Management
Richard W. Blickman

February 21, 2024

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Market Overview
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Market Overview

Assembly equipment market TechInsights, a leading independent industry research firm, estimated that the size of the
The semiconductor manufacturing process involves two distinct phases: wafer processing, assembly equipment market was approximately $ 4.1 billion in 2023, or approximately 4%
commonly referred to as the front-end, and assembly and test, commonly referred to as of the total semiconductor manufacturing equipment market. The market declined by
the back-end. Once the semiconductor chip (also referred to as a “die”) has been created $ 1.4 billion, or 25.7% versus 2022 reflecting the adverse impact of an industry downturn
in the front-end wafer fabrication process, Besi’s assembly equipment is used by customers which began in the second quarter of 2022. As per their estimates, die attach systems
to produce advanced semiconductor assemblies or “packages” incorporating a number of represented 23% of the assembly equipment market in 2023. Based on such data, we
process steps such as (i) die sorting or “pick and place” of good versus bad dies, (ii) die estimate that Besi’s addressable market was approximately $ 1.5 billion in 2023 which
bonding to leadframes, substrates, wafers, chips and chiplets to facilitate an electrical represented approximately 37% of the total assembly equipment market. Our estimated
interconnection, (iii) die molding to encapsulate the assembled die with an epoxy addressable market declined by 24% versus 2022 reflecting general market weakness with
compound and protect it from external contamination, (iv) chemical plating to provide particular softness in demand for computing applications. Besi has a leadership position
different physical properties to the package at various stages of the assembly process and in the die attach and advanced die placement markets which are expected to be the most
(v) trimming and forming of leadframe carriers housing chips and/or singulation (cutting) rapidly growing segments of the assembly equipment market over the next five years.
of substrate and wafer level devices prior to placement on a printed circuit board and
ultimately, final testing. GROWTH EXPECTED TO FAVOR BESI’S PRODUCT PORTFOLIO,
PARTICULARLY DIE ATTACH
Besi’s product strategy focuses primarily on providing advanced packaging solutions to
$ millions
customers which incorporate both substrate and wafer level packaging processes in their
semiconductor assembly operations. This represents the most technologically challenging 8,000
7,326
and rapidly growing area of the assembly equipment industry. Our product group offerings
7,000
for the assembly equipment market include Die Attach and Packaging & Plating which 6,388
represented approximately 77% and 23%, respectively, of our revenue in 2023. 6,000 +17.9% 1,938

5,395 1,644
+31.2%
ASSEMBLY EQUIPMENT MARKET (2023) BESI ADDRESSABLE MARKET (2023) 5,000 896
1,253
4,108 +30.7% 778
2% Plating 4,000
959 655
Wire Bonding
3,000
544
Inspection, 18% Packaging 4,492
Dicing, Other 2,000 3,966
3,487
36% 34% 2,605
1,000
$ 4.1 billion $ 1.5 billion
0
23%
64% 2023E 2024E 2025E 2026E
Die Attach
Die Attach Die Attach Packaging & Plating* Other Assembly
15% 7% * Packaging & Plating includes only Besi’s addressable segments. Non-addressable reported in other assembly market.
1% Plating
Source: TechInsights, December 2023. TechInsights projections exclude hybrid bonding
Packaging Other Bonding

Source: TechInsights, December 2023 CAGR (2023-2026)

Die Attach 26.4%

Packaging & Plating 18.1%
Other Assembly 19.9%
Total 21.3%
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Besi’s key end-user markets KEY MOBILE MARKET DRIVERS

Besi has three principal end-user markets: mobile internet, computing and automotive. Drivers Assembly solutions
They represented in the aggregate an estimated 72% of Besi’s total revenue in 2023 (2022:
74%). In addition, we serve industrial and other markets (11% and 9% of revenue in 2023 • New generative AI engines • Heterogeneous chiplet architectures
and 2022, respectively) and provide spares and service to our installed base of customers • Edge/AI enabled phones • Co-packaged optics
(17% of revenue in each of 2023 and 2022). • Advanced cameras and 3D imaging • Periscope camera modules
Mobile • Under display biometric ID • Integrated sensing/camera/display
BESI END-USER MARKETS • New AR/VR devices • Optical wave guide assembly
• 5G advanced devices • Antennae in package
Spares/Service
Mobile
17% Internet

30%

Industrial/ Source: Fonearena, Qualcomm

Other 11%
2023 Revenue
PREMIUM SMARTPHONE MARKET SHARE GROWING RAPIDLY
24%

Automotive
18%
24%
3x Volume growth in 2023
compared to 2016 21%

Computing 19%

Source: Company estimates

15% 15%

13%
Mobile internet
Besi’s largest end-user market has traditionally been mobile internet devices to which we
sell die bonding, packaging and plating systems to support high-end and mainstream 8%
smartphones, wearable internet devices such as wireless watches, headphones, virtual
6%
headsets and other related wireless devices and logistical systems. Besi’s end-user
customers include the largest mobile handset manufacturers and their global supply
chains worldwide. Revenue from this end-user market can fluctuate significantly per
annum depending on the timing of new product introductions. Through its assembly
solutions, Besi helps manufacturers develop next generation mobile device features and 2016 2017 2018 2019 2020 2021 2022 2023E
functionality such as 5G advanced antennas, front-back facing and periscope cameras,
camera modules and enhanced 3D sensing and facial recognition capabilities. • Premium segment of smartphone market = ≥ US$ 600 wholesale price.
Source: Counterpoint Research’s Market Pulse Service, January 2024

A significant customer focus currently is the development of die bonding and packaging
solutions for (i) edge computing/AI enabled smartphones, watches, virtual headsets and
AI-enabled glasses requiring even more sophisticated camera modules and imaging
technologies, (ii) enhanced 3D video, gaming and infotainment applications, (iii) the
development of 6G network capacity and (iv) improved security for online payment and
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banking applications. As such, the market share represented by premium smartphones is DATA VOLUMES GROWING EXPONENTIALLY
expected to grow rapidly over the next decade. Such growth opportunities will require new
device architectures incorporating ever higher data transfer speeds and computing Zetabytes
capabilities, increased circuit consumption and heat dissipation, all of which will require 200
next generation assembly solutions utilizing Besi’s most advanced multi module die • Since 1955,
bonding, flip chip, TCB, hybrid bonding, molding and singulation systems. 181 computing
demand doubling
EDGE AI COMPUTING DRIVES NEXT GENERATION CONSUMER APPLICATIONS 150 every two years
147
CAGR +23% • Since 2015,
Edge AI Use Cases
Mobile 120 computing
Phones
Text Generation 100 demand doubling
97
Audio and Video Creation every 3-4 months
XR Glasses Laptops 79
Image and Video Enhancement
64 • AI workloads
Edge AI
Code Generation 50
significantly
Medical Diagnostics outpacing
Moore’s Law
IoT
Auto Self-Driving
Auto
0
Environmental Monitoring 2020 2021 2022 2023 2024 2025

Information created, captured, copied and consumed

Computing Source: Statista, December 2022 Source: OpenAI

Computing has traditionally been Besi’s second largest end-user market. It includes sales
of die bonding, hybrid bonding and packaging systems for high-end logic and memory KEY COMPUTING MARKET DRIVERS
devices used in supercomputers, data center servers, PCs, tablets, flat panel displays and Drivers Assembly solutions
many consumer internet applications such as gaming, entertainment and financial
services. Demand for computing power has been growing rapidly over the past decade with • New generative AI engines • 2.5D/3D chiplet architectures
the explosion of data volumes and memory needed to power the IT needs of the largest • Supercomputers • HBM memory stacking
sections of the global economy. The outbreak of the global pandemic in 2020 served to • Datacenters • Co-packaged optics
further increase computing demand and growth rates as governments and corporations Computing • Edge AI tablets, PCs, laptops • Optical transceivers
moved to build out the digital infrastructure necessary to support decentralized workplace • Gaming and infotainment
environments and help lessen chip shortages affecting the global economy.

One of the most powerful forces driving growth in Besi’s computing end-user market today
is the rapid adoption of artificial intelligence and virtual and augmented reality in our daily
business and personal interactions. End-user customers are highly focused on incorporating
generative AI software capabilities in data centers, personal computers, tablets,
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smartphones and industrial manufacturing, to name just a few applications. Some analysts FAVORABLE AUTOMOTIVE MARKET OUTLOOK
expect that the artificial intelligence chip market could grow more than twelvefold over
Global light vehicle production
the next decade to reach $ 227 billion by 2032. In addition, the AI PC market is expected to
(million units)
grow by a compound annual rate of 50% between 2020 and 2030. We also see increased
100
usage of photonics, particularly in pluggable optical transceivers that are used within
90 1.1x
high-performance AI servers and data centers to further extend performance and reduce TAM of auto semiconductor
power consumption. Silicon photonics units are expected to grow at a compound annual 80
(Trillion yen)
rate of 34% between 2022 and 2028 to reach 21.9 billion units. 70
2019 2029 10
Source: LMC Automotive Global Light 2.8x
Other computing growth opportunities include the expansion of cloud-based infrastructure Vehicle Forecast (Q1 2023)
5
and applications necessary to support the new digital society, the usage of software to
Content per vehicle
mine, organize and analyze the massive quantities of data being generated and the
($/Unit) 0
proliferation of the Internet of Everything including the smart management of residential, 2019 2029
1,000 Source: Renesas, May 2023
industrial and municipal equipment and functions. 2.4x
500

The powerful drivers for high-end computing growth over the next decade will require not 0
2019 2029
only new means of extending Moore’s law on a cost-efficient basis through new logic and Source: TechInsights Automotive Semiconductor
memory architectures incorporating 2.5D/3D chiplet architectures but also new wafer Demand Forecast 2020 to 2029 - January 2023

level assembly solutions. At present, the most significant investment by semiconductor FAVORABLE AUTOMOTIVE MARKET OUTLOOK
producers has been for next generation logic devices in data center and supercomputer Projected growth in this end-user market reflects (i) the ever-increasing electronic content
applications utilizing hybrid bonding, TCB chip to wafer, advanced flip chip and multi and artificial intelligence necessary to deliver increased computing power and functionality
module die bonding assembly processes. The significant increase in power, performance, for autonomous driving and infotainment capabilities and (ii) the usage of more dense,
functionality and speed of logic devices has also required new memory solutions such as integrated and complex power and silicon carbide (“SiC”) devices as the industry moves to
high bandwidth memory (“HBM”) in vertical 3D stacks of chips and chiplets to match such electric and computer driven vehicles in response to environmental and climate change
performance improvements for next generation devices. In fact, the high bandwidth concerns. Growth in such applications will also increase the semiconductor content and
memory market is expected to grow by a factor of 10 to approximately $ 33 billion between the cost of semiconductor content per car in the future.
2023 and 2027. The current generation of HBM3 memory devices and HBM4 and HBM5
architectures in development utilizing new process technologies such as hybrid bonding KEY AUTOMOTIVE AND INDUSTRIAL MARKET DRIVERS
and TCB for die stacking are expected to drive substantial growth in advanced packaging Drivers Assembly solutions
requirements over the next decade.
• EV adoption • Sinter bonding
Automotive • Edge AI enhanced features • Soft solder die attach
Besi’s automotive end-user market consists principally of the sale of die bonding, • SiC and GaN power devices • Diffusion bonding
packaging and plating systems for intelligent automotive components, sensors and • Advanced camera modules and • Multi module die attach
subsystems to leading European, North American and Japanese automotive suppliers. sensors • Power module molding
Auto/
Besi’s system solutions address critical automotive requirements such as power, safety, • Autonomous driving • Advanced leadframe plating
Industrial
reliability, intelligence and autonomous driving capabilities. Our addressable automotive • Factory automation 4.0 • Wet chemical processing
market has grown significantly in recent years due to the increased use of semiconductors • Extreme high precision trim & form
and electronics to deliver increased power, performance and functionality to consumers.
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Industrial and other ASSEMBLY EQUIPMENT MARKET TRENDS 2019 - 2026E

In industrial and other end-user markets, Besi sells its full range of systems for a variety
of applications including advanced power, industrial IoT, robotics, medical, high-end $ billions
lighting and LED devices, solar cell technology, lithium-ion battery and renewable energy. 8.0 80%
In addition, the move to an AI powered Industry 4.0 is creating additional demand for 68.5% 7.3
semiconductors used for sensing, actuation and control in a wide range of industrial 7.0
6.6 60%
6.4
applications. For example, industrial IoT systems are being developed to integrate wireless
6.0
communication modules with sensors to provide remote, centralized control of industrial 5.5 5.4
equipment. Besi systems are also used in the production of industrial power conversion 40%
5.0 31.3%
systems that employ advanced power switching devices to increase their efficiency and
3.9 4.1
reduce their electrical power consumption. These new applications require the increased 4.0 22.5%
18.4% 20%
14.7%
use of Silicon IGBTs, SiC and Gallium Nitride (“GaN”) devices which can significantly 3.2
increase efficiency and performance but will require a new range of assembly equipment 3.0
0%
solutions.
2.0
-16.2%
-20%
Spares and service 1.0 -25.7%
-29.6%
Revenue from Besi’s spares and service activities represented approximately 17% of total
revenue in each of 2023 and 2022, respectively. In general, revenue from these activities 0.0 -40%
has grown significantly over the past decade reflecting the increase in our installed base 2019 2020 2021 2022 2023E 2024E 2025E 2026E
of systems and increased customer requirements for onsite production assistance Market Size YoY Growth Rate
associated with our most advanced packaging systems. Revenue from spares and service
activities is typically less cyclical than from our equipment sales. Source: TechInsights, December 2023. Assembly equipment revenue excludes hybrid bonding contribution and service
revenue

Assembly equipment market trends

TechInsights currently estimates that the semiconductor assembly equipment market Looking forward, TechInsights estimates that the assembly equipment market will
decreased by 25.7% versus 2022 and by a total of 37.7% from the last cyclical peak in 2021 increase by 31% in 2024 as excess inventory is consumed, capacity utilization rates rise and
to the end of 2023. The current downcycle has been driven primarily by lower demand for demand for new advanced packaging solutions increases. They believe that an industry
mobile handsets, PCs, laptops, wearables and gaming consoles post large capacity builds trough was reached in 2023 and that a new industry upturn has begun which will continue
in 2020 and 2021. It also reflected lower growth by hyperscalers for cloud infrastructure through 2026 with growth of 78% from trough levels in 2023. Further, their estimates
applications as well as an inventory correction by semiconductor producers from elevated exclude revenue from hybrid bonding and other wafer level assembly technologies which
levels during the COVID-19 pandemic. Market growth was further adversely affected by a could increase growth rates higher.
significant decline in orders from Chinese subcontractors due to assembly overcapacity
conditions in that country, decelerating economic growth and the adverse effects on We believe that the long-term prospects of the assembly equipment market are favorable,
economic activity of COVID-19 lockdowns. Decreased demand for mobile and computing driven by a variety of secular trends including:
markets was partially offset by growth in automotive and power end-user markets as • Increased spending for wafer level assembly technologies such as hybrid bonding and
demand for vehicles continued to rebound from 2020 trough levels. TCB chip to wafer systems as semiconductor producers seek to further extend Moore’s
law through new chiplet-based, 3D logic and memory architectures.
• Continued investment in cloud and digital infrastructure, and high-performance
computing to support the digital society, broad based generative AI adoption and the
Internet of Everything.
• Expansion of 5G networks, infotainment, gaming and online financial services which will
drive new product introductions and software applications related thereto.
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• The mass adoption of electric and autonomous driving vehicles requiring advanced ADVANCED PACKAGING SOLUTIONS CRITICAL TO NEXT GENERATION APPLICATIONS
sensors and power devices in more complex assemblies.
• Additional capacity investment for new high bandwidth memory solutions to support the Greater
Miniaturization
projected growth in CPU processing power.
• Construction of new wafer fabrication facilities due to increased demand from leading
governments globally to secure adequate access to semiconductor IP development and
Higher Greater
production. Accuracy Performance

The development of these secular trends should particularly benefit Besi’s advanced
packaging product portfolio and increase our addressable market and market share over Besi Solutions
the next decade. • Hybrid bonding
• TCB chip to wafer
Strategically well positioned for next generation of electronics applications • Embedded bridge die attach
We believe that we are in the early stages of a transition to an AI enabled, digital society • Evo multi module die attach
accompanied by a new generation of sustainable and more environmentally friendly • Advanced flip chip
electronics applications. In such a society, intelligence and electronic content will increase Lower Power • Wafer/substrate molding Increased
Consumption Density
in all facets of our life including medical care, homes, factories, municipalities and
transportation. We see evidence daily of new productivity enhancing technologies such as
cloud computing, 5G networks, Chat GPT, Gemini, Microsoft 365 Co-Pilot and other artificial
Higher
intelligence software, data mining and predictive analysis, autonomous driving, robotics Complexity
and blockchain software. In response, new leading edge semiconductor devices are being
developed which will play a critical role in furthering the use of many such applications. In
fact, the adoption of generative AI is estimated by analysts to have a faster adoption rate ADVANCED PACKAGING REVENUE GROWING RAPIDLY.
in our society than any other 21st century technology, including the smartphone. 2.5D/3D FASTEST GROWING SEGMENT

Consistent with these trends, a new technology cycle is underway wherein customers $ billions
increasingly demand more complex advanced packaging solutions containing ever more 90
functionality in ever smaller form factors with sub-micron die placement accuracy. Market Revenue CAGR
80 78.6
Advanced packaging is now recognized by customers as a critical part of the semiconductor Advanced Packaging 10.0% 72.9
value chain and a gating item to produce next generation devices. As such, Besi is actively 70 2.5D/3D 19.7%
64.4
involved with the leading semiconductor producers and supply chains at an early stage in
the design process to help them achieve their future device roadmaps. We are well 60 56.9
51.9
positioned with advanced packaging revenue representing approximately 70% of Besi’s 50 46.8
total system revenue and revenue from the most leading edge applications with <7 micron 44.3
40.3
die placement accuracy representing approximately 50% of total system revenue. 40

30

20

10

0
2021 2022 2023 2024 2025 2026 2027 2028
Other 2.5D/3D
Source: Yole, November 2023
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Besi’s leading position in advanced packaging, engagement with the leaders of the Hybrid bonding adoption has potential to significantly increase size of assembly
semiconductor industry as an important, value-added partner and demonstrated equipment market, Besi’s addressable market and our market share
production scalability favorably position us to capitalize on an exciting new era of industry A key strategic focus currently is the expansion of Besi’s penetration of both logic and
applications and growth. We also believe that our product portfolio is well positioned to memory markets accompanying the infrastructure growth necessary to power the digital
capitalize on opportunities in the fastest growing segments of the assembly equipment society of which advanced packaging plays a critical role. We signed a joint development
industry, particularly in leading edge, advanced die placement. agreement with Applied Materials in October 2020 to develop the industry’s first integrated
equipment solution for die-based hybrid bonding. Applied Materials leads the wafer fab
LEADER IN ADDRESSABLE MARKET, DIE ATTACH MARKET AND ADVANCED DIE equipment industry in the materials and systems used to create on-chip interconnects,
PLACEMENT with products spanning etch, CVD, PVD, copper electroplating, CMP and process control.
Die Attach Advanced Hybrid bonding represents the next evolution of die bonding technology as the
(77% of Revenue) Die Placement** semiconductor market moves from substrate to wafer level assembly. It enables a direct,
Other copper-to-copper connection between chips, chiplets and wafers with much higher
7%
interconnect density than previously possible.

Other HYBRID BONDING ENABLES FASTER, MORE COMPLEX DEVICES WITH SUBMICRON
47% $ 1.0 $ 318
2023 Addressable Market* Besi PLACEMENT ACCURACY
billion 53% million

Direct Cu-Cu 3D Interconnect Heterogeneous Chiplet Integration

Besi
93%

Besi
42% Packaging & Plating
$ 1.5

+
(23% of Revenue)
Other billion
58%
Besi
23%

Source: Intel Source: IMEC

$ 543
million
1,000x increase in contact density More transistors per package
Other
77%

New chip Increased Lower cost of

architectures performance ownership
* Excludes wire bonding, dicing, and other. • • •
** Advanced die placement defined as < 7 micron accuracy per TechInsights. • Quasi-monolithic 3D • Highest compute power • Higher die yield
• Optimal use of nodes • Increased data transfer • Lower energy per bit
Source: TechInsights, December 2023. Equipment only • Customized designs • Higher bandwidth • Lower cost per contact
• Highly configurable • Higher speed • Lower heat dissipation
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Hybrid bonding offers many advantages to customers in terms of form factor, power, Hybrid bonding process technology has the potential to become the leading assembly
energy efficiency, contact density, data transmission speed and cost of ownership. It can solution for device geometries <3 nanometers over the next decade. Each of the largest
greatly expand data transmission speeds with substantially higher contact density than global semiconductor producers is currently evaluating its adoption in their future device
prior assembly process technologies while reducing heat dissipation and consuming less roadmaps. Currently, hybrid bonding has been successfully utilized for the commercial
energy per bit. As such, it also represents an important advancement in ESG semiconductor production of high-end logic devices for data centers and other high-performance
manufacturing technology. In addition, the usage of chip scale, wafer level packaging computing applications. Potential applications are numerous including data centers, high-
integrating a variety of heterogeneous chip functions and architectures enables customers end servers, high-performance computing, artificial intelligence, photonics, high-end
to create ever smaller, more dense, complex and powerful devices in new 3-dimensional smartphones, PCs, laptops, wearables, gaming, entertainment, autonomous driving and
architectures with significantly increased features and functionality versus current medical. They also have the potential to significantly increase the capital intensity and
substrate-based process technologies. Given demanding specifications, it is more like a size of the assembly equipment market over the next decade. Adoption by the largest
front-end process technology in that it requires a cleanroom production environment to semiconductor producers is anticipated to occur over the next five years with further
eliminate particulate contamination. Equally important, it enables the integration of adoption by assembly subcontractors thereafter. Average selling prices will be significantly
heterogeneous functions such as logic, memory and specific feature components in higher than the most advanced flip chip or TCB bonding systems currently given their
chiplet-based architectures. Using hybrid bonded chiplets, customers can create the complexity, increased number of process steps, cleanroom requirements, throughput and
smallest, most complex and powerful devices in the semiconductor market at geometries significant R&D investment. The market potential for hybrid bonding process technology is
<7 nanometers and at a placement accuracy ten times smaller than the most advanced significant as indicated in the table below:
assembly technology currently. As such, customers benefit from increased circuitry speed,
density and performance while significantly reducing their overall cost of ownership. The HYBRID BONDING MARKET POTENTIAL
use of disaggregated chips, or chiplets, in next generation architectures also helps
producers to significantly lower their cost of ownership as they scale down Moore’s Law Cumulative TAM of installed hybrid bonding systems
curve below 7 nm geometries in the face of rapidly escalating wafer fabrication costs. The 2,000
use of chiplet technology in wafer level assembly can also drive increased capital intensity High case
1,800
for hybrid bonding and TCB chip to wafer systems given the increased number of process
steps required to achieve heterogenous integration of disparate semiconductor functions. 1,600
Mid case
1,400
CHIPLET ADOPTION DRIVES HIGHER CAPITAL INTENSITY
1,200

1,000 Low case

Single Chip Design Multi Chip Module Multi Chiplet System
800

600

400

200

0
2021 2022 2023 2024 2025 2026 2027 2028 2029 2030
Monolithic | Integrated SoC Multiple Dies | process optimized Individual IPs | process optimized
Development Volume Production Logic

Development Volume Production Memory

1 Step More die attach steps Dozens
Development Volume Production Mobile AP

Source: Besi estimates, June 2023

Cases based on potential adoption scenarios.
10µm Higher accuracy 100nm

Source: Intel
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We believe that the hybrid bonding market is tracking at the mid-point of its estimated more efficient solar cells and lower power consumption and heat dissipation in
market size. Its market acceptance should help drive growth both for the assembly smartphones. Additionally, increased automotive electronic content and intelligence can
equipment market and our addressable market at rates higher than those experienced help foster the development of next generation electric and autonomous vehicles without
over the past two decades. In addition, hybrid bonding adoption will also expand demand fossil fuel generated combustion engines.
for other advanced packaging assembly technologies such as TCB chip to wafer, embedded
bridge die attach, advanced flip chip and multi module die attach systems in new device Another trend which affects Besi’s business and end-user markets is the circular economy.
architectures, all of which can further increase the potential growth of our addressable As opposed to a linear economy in which we make, use and dispose of materials, a circular
market. Given our initial leadership position in this segment, we hope to expand both economy emphasizes (i) the usage of materials for as long as possible, (ii) the extraction of
Besi’s revenue potential and market share over the next decade. their maximum value while in use and (iii) the recovery and regeneration of products and
materials at the end of their useful service life. Besi contributes to the circular economy
Increased focus on sustainability and climate change in production of next by designing high quality, flexible systems which have long useful lives and can be
generation devices repurposed by customers or by us for other production requirements to extend their useful
Society and customers in each of our end-user markets are increasingly interested in lives. In addition, Besi is actively developing more energy efficient equipment with reduced
sustainability as they seek to operate in a safer, more environmentally efficient manner. In materials and energy consumption as well as lower failure rates, all of which can help
fact, the semiconductor industry will contribute significantly to the long-term energy lessen waste. For more information, please refer to the Environmental, Social and
transition away from fossil fuels by the development of AI chips to reduce energy Governance Report.
consumption, optimize energy efficiency and facilitate the usage of renewable energy
technologies.

Many of Besi’s assembly systems are used to assemble more efficient semiconductor
devices and reduce material and energy consumption. During the COVID-19 pandemic, our
systems helped facilitate a more decentralized working environment which contributed to
reductions in corporate and personal travel and congestion in urban environments. In
addition, our ability to rapidly scale production during the pandemic played an important
role in helping not only satisfy increased customer demand but also in reducing supply
chain shortages globally, particularly for consumer devices such as smartphones,
automobiles and various computing equipment and software related thereto.

Besi’s advanced packaging technologies have assisted in the development of the digital
society with our systems performing an important role in the development of artificial
intelligence, 5G networks, high-performance data centers and blockchain software. They
also have aided in the development of smart cities, smart manufacturing, smart mobility
and self-driving electric cars with artificial intelligence. Hybrid bonding and TCB chip to
wafer process technologies will further contribute to the development of a digital society
with its promise of significantly increased data transmission speeds and increased power
and functionality in ever-smaller form factors. The use of hybrid bonding systems can also
contribute positively to sustainability as it promises significantly lower resource and
energy consumption in the assembly manufacturing process. Our systems also contribute
to a more efficient and cleaner world by means of longer battery life for electronic devices,
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Strategy
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Strategy

Mission sustainable performance of our systems and the development of a business culture which
Besi’s mission is to become the world’s leading supplier of semiconductor assembly is diverse, respects the rights of our employees and promotes the skills and talents of our
equipment for advanced packaging applications and to exceed industry average personnel. Besi’s business strategy has been developed with these considerations in mind.
benchmarks of financial performance. We also strive to create long-term value for
stakeholders and operate our business in a sustainable way respecting both the One of our top priorities is the maintenance of technological leadership in the advanced
environment and society. packaging segment of the industry. This is the most rapidly growing part of our business
with the greatest potential for future growth. We aim to leverage Besi’s technological
Summary strategy and long-term sustainable value creation model leadership position to generate ever higher levels of through-cycle revenue, profitability
Long-term success in the assembly equipment industry requires technological leadership, and cash flow via a highly scalable and flexible production model. Weekly analyses of order
customer alignment, system reliability and high levels of accuracy in 24/7, high volume development and the supply chain combined with disciplined cost control efforts have
production environments. Other key factors include production flexibility and scalability in enabled us to respond rapidly to changing market conditions, retain superior margins and
response to volatile shifts in demand for an industry whose cycle times have become ever generate high levels of cash flow to support a shareholder friendly capital allocation policy.
shorter. We also recognize the importance of environmental, social and governance
considerations in the development of our strategy such as our carbon footprint, the

BESI’S LONG-TERM SUSTAINABLE VALUE CREATION MODEL

CAPITALS INPUT OUTPUT IMPACT STAKEHOLDERS

Intellectual • Significant investment in research and • Leading edge assembly solutions Environmental footprint Customers
development • Sustainably designed systems
• Promote cleaner environment. Mitigate climate change
• Know-how of our people • Partnership with industry leaders
• Longer battery life in electronics
• Our intellectual property
• Lower power consumption and heat dissipation in smartphones
• Lead free content in PCBs
Human • 1,870 worldwide employees • Committed and engaged employees • Reduced waste, water, energy, packaging and hazardous materials Employees
• Flexible workforce • Long-term customer relationships • More efficient solar cells
• Responsible ethics, labor and tax • Increased customer satisfaction • Electric vehicle usage
practices • Expand addressable market • Reduced greenhouse gas emissions

Natural • Minerals, metals and other raw materials • Recyclable materials Digital society Society
• Natural and renewable energy sources • A light carbon footprint
• Promote new applications in digital society
• Higher % of renewable energy
• Smart infrastructure, manufacturing and homes
• Conservation of natural resources
• Better communication, mobility, medical care and security

Industrial • Our global production and supply chain • Value-added assembly Communities Suppliers
• Components, modules and semi-finished • Scalable, sustainable and responsible
• Provide safe and healthy working environment
products we purchase supply chain
• Invest in well-being of employees/communities
• Flexible production model
• Promote training, local sponsorship, investments, diversity and
inclusion and human rights
Financial • Strategic planning • Peer-leading financial metrics Shareholders
• Capital allocation • € 1.3 billion returned to shareholders (5 years)
Shareholders
• Capital markets funding • Average ROAE of 39.5% (5 years)
• Acquisitions • Total shareholder return 812.5% (5 years) • Offer attractive total long-term returns
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Besi’s Board of Management reviews its strategy on a regular basis. We engaged an Through the implementation of these strategic initiatives, Besi seeks to:
independent consulting firm in 2016, 2019, 2021 and 2023 to help assess our strategic plan • Increase revenue at rates exceeding the growth rate of the assembly equipment market.
and long-term sustainable value creation model and formulate specific market, product, • Reduce revenue volatility.
revenue, ESG and cost initiatives. The most recent plan assessment encompassed the • Become a more efficient and profitable company with increased market share in those
period 2023-2027, took place over a 16-week timeframe and involved the participation of, segments of the assembly equipment market with the greatest long-term growth
and feedback from, various stakeholders such as extended management, employees, potential.
customers, the Supervisory Board and shareholders to help define key issues and • Enhance production scalability and flexibility to better serve our customers and improve
initiatives. Besi’s development and successful execution of strategic initiatives have our performance during semiconductor cycles.
favorably influenced our organizational development, competitive position and financial • Achieve our strategic objectives responsibly for the benefit of all stakeholders, partners,
performance in recent years. the environment and the local communities in which we operate.
• Be a good employer, focused on employee wellbeing and fostering a workplace culture
Strategic objectives that encourages employees to grow and excel in their careers.
The key initiatives to realize our strategic objectives and long-term sustainable value
creation can be summarized as follows: In addition, Besi wants to be a meaningful partner in the emerging digital society and to
further advance information and communication technologies which can benefit
sustainability themes in the future.

Our key business model objectives for the next five-year period are set forth in the chart
Maintain best
below:
in class
technology KEY BUSINESS MODEL OBJECTIVES
leadership
Reward Expand
shareholders presence in Business Model
via capital wafer level
allocation policy assembly Revenue € 1 billion+++

Addressable market share 40%+

Gross margin 60-64%

Strategic Operating margin 30-45%
Acquire
companies with
Objectives Increase
market Headcount split 80% Asia/20% Europe/NA
complementary presence in
technologies addressable Scope 1 & 2 emissions 62% reduction
and products markets
Global energy needs 75% from renewable sources

Exceed Enhance
challenging ESG scalability.
targets for 2024 Reduce
and 2030 structural costs
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Maintain technology leadership In addition, Besi is re-engineering several of its existing product platforms to enhance
Besi aims to provide global semiconductor manufacturers and subcontractors with a their sustainability and reduce their overall cost and manufacturing cycle time through
compelling value proposition consistent with market requirements and new product more standardized design and manufacturing processes. As part of the streamlining
development roadmaps. We seek to differentiate ourselves in the marketplace by means process, we have incorporated common parts and common platforms for each successive,
of a technology-led product strategy that capitalizes on revenue opportunities in both next generation die bonding and packaging systems with the objective of decreasing the
premium and mainstream assembly equipment markets. Besi enters such markets with number of platforms for such products. This initiative will enable Besi to (i) enhance
leading edge technology and products appealing to the first movers of the industry, sustainability via a reduced number of components and machine parts utilized per system,
typically leading global semiconductor manufacturers and other advanced industrial end- (ii) decrease average component costs, (iii) greatly simplify design engineering, (iv) shorten
users. Upon commercial acceptance, we then attempt to maximize the return on product cycle times and (v) lower warranty expense. In addition, we introduced this year a Design-
investment through continued system cost of ownership reduction so that they appeal to to-X initiative to further promote sustainable design across our product portfolio.
a broader, more mainstream customer base and extend their product life cycle. Mainstream The objective is to reduce our customer’s total cost of ownership while optimizing material
customers are often Asian assembly subcontractors. Besi exits product markets when its consumption and energy efficiency. In such ways, we expect to achieve enhanced labor,
technology becomes commoditized and returns on investment become unattractive. In supply chain and working capital efficiencies and lessen its products’ environmental
pursuing its product strategy, Besi uses its core competency to (i) enhance the sustainable impact.
design of its systems, (ii) increase its revenue, addressable market and market share and
(iii) maximize the return on its technology investment. Increase market presence in addressable markets
Key to increasing our market presence and addressable market is the development of
Over the past five years, Besi has developed next generation die attach and packaging close, strategic relationships with customers at the forefront of semiconductor technology
systems with a particular emphasis on a new portfolio of wafer level assembly systems deemed critical to our technological leadership and growth. Besi’s customer relationships,
facilitating heterogeneous 3D device architectures. Efforts have focused on customer many of which exceed 50 years, provide us with valuable knowledge about semiconductor
requirements for (i) increased accuracy, performance, chip density and complexity, (ii) assembly requirements as well as new opportunities to jointly develop assembly systems.
lower power consumption and heat dissipation, (iii) thinner devices and higher levels of As such, they provide us with important insights into future market trends and opportunities
miniaturization, (iv) sustainable design to reduce material consumption and increase to broaden the range of products sold to customers.
energy efficiency and (v) shorter lead times, all at a lower overall cost of ownership. In
addition, we design enhanced versions of each product line every one to two years to In order to sustain close relationships with customers and generate new product sales,
ensure that Besi’s systems maintain their technological leadership in the areas of form Besi believes that it is critical to maintain a significant presence in after-sales and service
factor, placement accuracy, reliability, throughput and sustainability. in each of its principal markets. As such, Besi currently has 13 regional sales and service
offices in the Asia Pacific region, Europe and North America and a direct sales force and
Key highlights in recent years include the development for production environments of: customer service staff of over 250 people at year end. Consistent with the migration of
• Hybrid bonding systems capable of integrating multiple heterogeneous chips, chiplet customers to Asia, we have strengthened our sales and customer service activities in this
functions and wafers via a high-density copper interconnect. region and have shifted a significant portion of our resources to countries such as
• Next generation TCB chip to wafer and embedded bridge die attach systems for use in Singapore, China, Malaysia, Thailand, Taiwan, Korea and Vietnam. Further, we centralized
wafer level, 3D assembly applications. all global spare parts activities in one business unit based in Singapore to increase
• Next generation multi module die bonding systems capable of assembling multiple, customer satisfaction and efficiency. We plan to expand our Asian process support, order
complex devices for advanced features such as 3D image sensing, facial recognition, high fulfillment and field service capabilities over the next five years to better serve a rapidly
bandwidth memory (“HBM”) and silicon photonics using 2.5D architectures. growing installed base of customers in the region.
• First in-line flip chip system for the placement of HBM and logic devices in 2.5D
architectures at industry leading throughput and flexibility.
• Assembly solutions for advanced 5G smartphones, watches, headphones, virtual
headsets, AR glasses, electric vehicles and autonomous driving.
• Fan out wafer level die bonding systems and wafer level molding systems for 2.5D and 3D
device architectures.
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We seek to increase long-term, sustainable revenue growth by expanding Besi’s The expansion of Besi’s addressable markets and revenue potential will also be aided by
addressable markets and market presence via the following initiatives: ongoing efforts to further improve our competitive cost position via strategic cost
• Pick the Winners: Leverage our leadership position in substrate and wafer level assembly reduction initiatives.
technology to engage with customers at the forefront of leading edge applications.
• Expand market position profitably in wafer level assembly via our first mover advantage Expand presence in wafer level assembly applications
in hybrid bonding as well as advanced packaging systems for 2.5D architectures. A key strategic focus currently is the expansion of Besi’s penetration of both logic and
• Provide new assembly solutions for next generation mobile, computing and automotive memory markets in the era of cloud and high-performance computing, artificial intelligence
applications in the areas of cloud and high-performance computing, generative AI, edge and the Internet of Everything of which advanced packaging plays a critical role. Toward
computing, high bandwidth memory, silicon photonics, 5G advanced network this end, we collaborate with Applied Materials, the leader in front-end wafer fabrication
compatibility, autonomous and electric vehicles and virtual and augmented reality. tools and processes, to help promote the adoption of integrated production lines for
• Create new assembly solutions for industrial IoT and industrial power conversion hybrid bonding incorporating our hybrid bonding tools. Hybrid bonding represents the next
applications requiring the increased use of SiC and GaN devices. evolution in interconnect technology as the semiconductor market moves from substrate
• Achieve net zero greenhouse gas emissions in our operations by 2030 and challenging to below 1 micron accuracy wafer level assembly. Its adoption will also expand demand for
ESG targets for 2024 and 2030. other Besi advanced packaging solutions such as TCB chip to wafer and embedded bridge
die attach systems and advanced flip chip die bonding systems further increasing the
KEY STRATEGIC INITIATIVES potential growth of our addressable market. In this regard, we shipped this year our first,
next generation TCB chip to wafer system with industry leading accuracy and our first in-
Organize Besi Partner with the Accelerate cost Next level supply
for € 1 billion+++ Winners 2.0 savings chain and service line flip chip system for the placement of HBM and logic devices in 2.5D architectures at
revenue model excellence industry leading throughput and flexibility.

At present, Besi has a leadership position in the development and sale of hybrid bonding
Exceed ESG Expand leading Expand share of Grow silicon systems to the industry’s leading producers with significant orders received over the past
targets for hybrid bonding next generation photonics market
three years. An important focus of our strategic planning review involved refinements to
2024/2030 position TCB share
Besi’s organization and management structure in order to realize the potential of this new
revenue stream while maintaining the exciting growth opportunities available for our
Capture Prepare for CSRD existing advanced packaging portfolio. Toward this end, we dedicated senior management
opportunities in compliance personnel to manage a new die bonding unit apart from Besi’s mainstream die bonding
2.5D applications activities in order to provide proper focus and customer engagement for wafer level
applications. In addition, we significantly increased development staff in Austria and
Singapore and added service support in Taiwan and North America for new advanced
Activities undertaken in 2023 to better position Besi for future, sustainable growth packaging and hybrid bonding production lines. We established cleanroom facilities in
included the following: Austria, Malaysia and Singapore over the past three years to accommodate future hybrid
• Strategic plan updated through 2027. Confirmed revenue goal of € 1 billion+++ as well as bonding production and customer process support. In addition, Besi opened a new 125,000
initiatives to increase market share at peer leading margins. square foot Malaysian facility to expand our capabilities in alignment with customer
• Singapore and Malaysian cleanrooms completed to support growth of Besi’s hybrid roadmaps. We intend to dedicate additional management, development and production
bonding and wafer level assembly activities. resources to help ensure the success of this promising growth opportunity.
• Vietnam assembly facility and Indian service office established to facilitate customer
expansion outside of China.
• ESG initiatives expanded including Design-to-X philosophy for sustainable product
design.
• Goal of net zero greenhouse gas emissions in our operations set for achievement by
2030, incorporating Scope 1 & 2 emissions.
• Double Materiality Assessment conducted in preparation for compliance with the CSRD
in 2025.
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Enhance scalability. Reduce structural costs

The semiconductor equipment market has become increasingly more volatile in recent
years due to heightened global economic uncertainty, trade tensions, changing end market
applications, more seasonal purchasing patterns and shorter lead times for delivery. In
response, Besi fundamentally reorganized its global operations and management structure
to streamline operations, transfer production and supply chain activities to its Asian
operations, improve returns from its product portfolio, reduce break-even revenue levels
and increase through cycle profitability. European and North American headcount was
significantly reduced, inefficient operations closed and substantially all European
production and all tooling capacity transferred to our Malaysian and Chinese facilities. In
addition, Besi made strategic capital investments over the past two decades to expand
production, development and administrative activities in Asia including Singapore and
Vietnam to better service a customer base that migrated from Europe and North America
to Asia and more recently, from China to Southeast Asia. In 2023, approximately 76% of
revenue was derived from sales to Asian customer locations. We have also funded
expansions over the past decade of our Malaysian and Chinese production facilities and
Singapore development/sales and service center to expand capacity and better service our
Asian customer base.

In the Besi operating model, all system production, sourcing, product applications
engineering, process and software support and tooling/spares operations take place at
Besi’s Asian locations. All product ownership and new product development remain at our
European operations. Only highly customized systems are produced in Europe for which we Cleanroom Besi Austria.
generate attractive gross margins. In recent years, Besi has diversified its Asian
manufacturing and engineering capabilities to further drive cost reduction, increase
capacity, technical and field service support and enhance our local presence.
Integration of ESG objectives into Besi’s long-term business strategy
We have also actively developed and qualified local supply chains for each of our Malaysian Besi has engaged in a new, more robust approach to managing and reporting on ESG topics.
and Chinese operations which produce substantially all modules and subassemblies used We have also actively promoted the integration of ESG topics and initiatives into our long-
in our assembly and plating system production. The successful development of a flexible term value creation model. In 2020, we established a framework with three principal pillars
Asian supply chain is an important factor in our profitable navigation of volatile (Environmental Impact, People Wellbeing and Responsible Business). We defined near and
semiconductor equipment markets and low capital intensity. Strategic initiatives were long-term goals, ambitions and activities for the next decade whose adoption and
also implemented to (i) increase the scalability and flexibility of Besi’s production model acceptance have been well received by our organization and stakeholders. In 2020 and
via the use of temporary Asian production personnel and the establishment of high-quality 2021, we identified 12 material topics most relevant to our business and engaged in a four-
Asian supply chain networks, (ii) further reduce European facility space and fixed headcount stage materiality assessment. In 2023, we conducted a Double Materiality Assessment as
and (iii) simplify and harmonize diverse manufacturing and IT processes. a precondition to compliance with Corporate Sustainability Reporting Directive (“CSRD”)
requirements. The assessment analyzed the impact of Besi on people and the environment
As a result, Besi has significantly reduced labor, material and overhead costs, improved as well as the environmental and social-related risks and opportunities to which we are
delivery times and inventory turnover and enhanced its local presence. We have also been exposed. In addition, we significantly expanded the scale and scope of our initiatives and
able to scale our operations on a timely basis in response to volatile industry trends over reporting activities against leading external frameworks. We also published a formal policy
the past five years while consistently improving gross margins. Increased scalability on our website this year which provides a strategic view of Besi’s management activities
combined with tight inventory control have also greatly expanded Besi’s cash generation across the ESG aspects of our business with respect to both our operations and value
capabilities and market share potential. chain.
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BESI’S ESG STRATEGIC FRAMEWORK

Our pillars What we do Material issues Relevant SDGs

Focus areas

Environmental We build sustainability into our products and operations Impact at Besi:
Impact to reduce Besi’s environmental footprint and those of our Energy use and renewable energy
suppliers and customers Carbon emissions
Waste and hazardous material use
Water use
Impact at suppliers and customers:
Sustainable design

People We foster a diverse and inclusive culture and support Diversity and inclusion
Wellbeing the safety, development and wellbeing of our employees Employee health and safety
Employee engagement and career
development

Responsible We act responsibly and ethically across our value chain Ethics and compliance
Business and seek to have a positive impact on our local communities Responsible supply chain
Community impact
Tax practices

The Environmental Impact pillar of our ESG strategy is focused on the impact of our Our People Wellbeing pillar is based on three priorities: (i) diversity and inclusion, (ii)
products, operations and supply chain on the environment and the communities in which employee health and safety and (iii) employee engagement and career development. In
we operate. In recent years, we have reduced the environmental impact of our production addition, Besi strives to employ high social and ethical standards with competitive
operations through programs designed to: employment terms and pay scale. A high level of employee satisfaction is a basic
• Reduce our carbon emissions and increase the share of energy generated from renewable precondition to achieve our revenue and profit growth objectives.
sources.
• Eliminate materials, processes and hazardous waste deemed harmful to the environment. Our Responsible Business pillar consists of four main components: (i) ethics and
• Conserve natural resources such as water and electricity. compliance, (ii) responsible supply chain, (iii) community impact, and (iv) tax practices. We
• Reduce packaging, waste, transportation and energy consumption. are committed to the UN Universal Declaration of Human Rights, adhere to ethical
• Emphasize sustainable design in new product development. standards and expect the same commitment from key stakeholders, particularly across
Besi’s supply chain. To this end, we strive to have a positive impact on the communities
and countries in which we operate via charitable activities, responsible tax practices and
active engagement with our employees and suppliers.
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Since 2019, Besi has significantly increased its ESG activities including the development of The COVID-19 pandemic and climate change crises have also increased our focus on
various short- and long-term targets through 2050. Between 2019 and 2023, we reduced potential ESG impacts and our role in limiting their adverse effects on our business,
Scope 1 & 2 emissions intensity by 65%, fuel consumption intensity by 46%, water usage employees and communities. We adapted our business model in the areas of travel,
intensity by 34%, absolute hazardous waste generation by 27% and increased our energy interactions and communications both within and outside the organization as a result of
from renewable sources from 18% to 71%. We have also identified and commenced work on the pandemic, many of which lessened our ESG impact. In addition, Besi made significant
85 initiatives associated with our ESG pillars since 2020, of which 76% have been completed. investments in its Malaysian facilities in 2022 to help reduce the potential impact of
In fact, Besi met or exceeded approximately 80% of its relative ESG targets set in 2020 for climate change related events such as the flooding which caused production disruptions
achievement in 2022. In addition, we set a new objective in 2023 of reaching net zero in the fourth quarter of 2021.
greenhouse gas emissions in our operations by 2030, incorporating Scope 1 & 2 emissions.
Moreover, our ESG ratings with the major publicly recognized agencies such as Further, we have launched several sustainable design initiatives focused on design-to-
Sustainalytics, S&P Global, ISS ESG and MSCI improved significantly in 2023 further cost, quality and sustainability via the utilization of our intellectual capital. Such initiatives
underscoring Besi’s progress towards best practice metrics. have been focused on upgraded versions of Besi’s mainstream die bonding product lines as
well as for new wafer level assembly platforms such as hybrid bonding and next generation
ENHANCED ESG TARGETS TCB systems. We expect these activities to bring value to our customers in terms of better
yield, throughput, energy conservation and efficiency, lower material consumption and
total cost of ownership. In addition, we have invested in the development of more
2024 2030
environmentally friendly products and services to help customers operate more efficiently
75% renewable sources 100% renewable sources both in terms of environmental impact and cost savings. Toward this end, we developed an
for global energy needs for global energy needs initiative named “Design-to-X” this year as part of our 16-week strategic plan review. This
initiative combines Design-to-Cost and Design-to-Sustainability concepts to identify ESG
62% reduction in Scope 1 & 2 Carbon neutral for improvement opportunities in all product groups while reducing the cost of many mature
emissions* Scope 1 & 2 emissions* die attach and packaging platforms.

12% reduction in Scope 3 20% reduction in Scope 3 For more information on Besi’s ESG priorities, performance and targets, please refer to the
emissions* emissions* Environmental, Social and Governance Report.

Above-benchmark employee Achieve revenue objectives Acquire companies with complementary technologies and products
engagement with lower environmental impact It is critically important to identify and incorporate new technologies on a timely and
continuous basis in order to provide customers with leading edge process solutions. As a
Compliance with CSRD 80% vendor compliance with result, Besi actively identifies and evaluates acquisition candidates that can assist us in:
Conflict Free Sourcing Initiative (i) increasing process technology leadership, (ii) profitably increasing market presence in
those assembly markets with the greatest long-term potential such as wafer level
packaging, (iii) enhancing the productivity and efficiency of our Asian manufacturing
CARBON NEUTRAL BY 2050 operations and (iv) growing less cyclical, “non-system” related revenues from tooling,
spares and service.
* As per Greenhouse Gas Protocol. Targets relative to 2021 baseline data.
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Besi has made four important acquisitions over the past three decades which have
significantly expanded our advanced packaging strategy:
• RD Automation (USA) was acquired to advance Besi’s product strategy into the front-end
of the assembly process with the addition of flip chip capabilities.
• Laurier (USA) was acquired to add intelligent die sorting capabilities into our product
range.
• Datacon (Austria) was acquired to further extend our presence in the flip chip and die
bonding equipment markets and increase our customer market presence.
• Esec (Switzerland) was acquired to expand Besi’s position in the mainstream die bonding
market.

The successful execution and integration of such acquisitions in combination with

subsequent organic growth related thereto have created a leader in the die bonding
segment of the assembly equipment market.

Reward shareholders via capital allocation policy

The successful execution of Besi’s strategic plan and long-term sustainable value creation
model has significantly benefited shareholders. Peer-leading financial metrics have been
achieved in gross, operating and net margins. Our addressable market share has also
increased. In addition, Besi’s capital allocation plan has resulted in the return to
shareholders of € 1.9 billion since 2011 in the form of dividends and share repurchases
(including the dividend proposed for 2023). Such distributions represented approximately
30% of our aggregate revenue during such period of which € 435.5 million was distributed
in 2023 (up 4.6% versus 2022). Profit generation and capital allocation also resulted in a
peer leading return on average equity of 33.7% in 2023 even despite a significant industry
downturn. Finally, shareholders have benefited from an investment in Besi by an increase
of 149.7%, 210.3% and 812.5%, respectively, over the past one, three and five years in their
total stock market return (share price appreciation plus dividends). This total return
significantly exceeded total returns during such periods from an investment in Besi’s
direct peer group of assembly equipment companies, the SOX index and Besi’s remuneration Visit of the Dutch prime minister to Besi APac, Malaysia, November 2023.
reference group.
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Financial Review
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Financial Review

General In recent years, Besi has experienced significant upward and downward movements in
BE Semiconductor Industries N.V. (“Besi” or the “Company”) is engaged in one line of quarterly order rates due to global macroeconomic concerns, trade tensions, the COVID-19
business, the development, manufacturing, marketing, sales and service of semiconductor pandemic and increased seasonality of end-user application revenue. Customer order
assembly equipment for the global semiconductor and electronics industries. Since we patterns have become increasingly more seasonal due to the growing influence of more
operate in one segment and in one group of similar products and services, all financial retail-oriented electronics applications in the overall demand for semiconductor devices
segment and product line information can be found in the Consolidated Financial such as smartphones, tablets, wearable devices, gaming consoles and automotive
Statements. electronics. They have been characterized typically by a strong upward ramp in the first
half of the year to build capacity for anticipated year end demand followed by a subsequent
Besi’s revenue and results of operations depend in significant part on the level of capital decline in the second half of the year as capacity additions are digested by customers.
expenditures by semiconductor manufacturers, which in turn depends on the current and Volatile global macroeconomic conditions and seasonal influences have also contributed
anticipated market demand for semiconductors and for products utilizing semiconductors. to the significant upward and downward movements in our quarterly and semi-annual
Demand for semiconductor devices and expenditures for the equipment required to revenue and net income.
assemble semiconductors is highly cyclical, depending in large part on levels of demand
worldwide for mobile internet, computing, automotive and industrial end-user markets as Besi’s revenue is generated primarily by shipments to the Asian manufacturing operations
well as the production capacity of global semiconductor manufacturers. Furthermore, a of leading European, North American and Asian independent device manufacturers (“IDMs”)
rise or fall in the sales levels of semiconductor equipment typically lags any downturn or and Taiwanese, Chinese, Korean, Japanese and other Asian subcontractors. Sales to
recovery in the semiconductor market due to the lead times associated with the production individual customers tend to vary significantly from year to year depending on global
of semiconductor equipment. economic conditions generally and the specific capital expenditure budgets, new product

THROUGH CYCLE REVENUE AND GROSS MARGIN TRENDS

€ millions Gross Margin

800 70%

700 60%
58.0%

600
51.1% 50%
516
500
39.5% 40%
424
400 34.1% 749
30%
4 year 302
300 averages
593 579

20%
200 379
164 351

100 191
10%

0 0%
2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023

Revenue Gross Margin Revenue Average

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introductions, production capacity and packaging requirements of its customers. For the Revenue
year ended December 31, 2023, no customer represented more than 10% of our revenue and 2023 2022 2021
the largest ten customers accounted for approximately 52% of revenue. In addition, we
derive a substantial portion of our revenue from products that have an average selling US dollar 75% 72% 78%
price in excess of € 400,000 and that have lead times of approximately 4-12 weeks between Euro 25% 28% 22%
the initial order and delivery of the product. Besi only recognizes orders upon receipt and Total 100% 100% 100%
acceptance of a firm purchase order. The timing and recognition of revenue from customer
orders can cause significant fluctuations in operating results from quarter to quarter. Costs and Expenses
2023 2022 2021
Corporate and financial structure
Besi’s corporate organization consists of a Dutch holding company in which shareholders Euro 32% 27% 27%
own ordinary shares and a network of wholly owned subsidiaries located globally which Malaysian ringgit 23% 30% 31%
reflects its product group operating facilities and business activities. To get a better Chinese renminbi 15% 14% 13%
overview of our largest shareholders, please refer to Shareholder Information. Singapore dollar 10% 8% 7%
US dollar 8% 10% 11%
In general, Besi funds its operations through available cash on hand, cash generated from Swiss franc 8% 8% 8%
operations and, in some instances, funds the operations of its subsidiaries through Other 4% 3% 3%
intercompany loans and borrowings under its bank lines of credit. The working capital Total 100% 100% 100%
requirements of its subsidiaries are affected by the receipt of periodic payments on orders
from its customers. Although its subsidiaries occasionally receive partial payments prior Given changes in the foreign currency composition of its revenue, costs and expenses,
to final installation, initial payments generally do not cover a significant portion of the Besi’s results of operations can be affected by fluctuations in the value of, and relationships
costs incurred in the manufacturing of such systems which requires Besi to finance its between, the euro, the US dollar, Malaysian ringgit, Swiss franc, Chinese renminbi and
system production with internal resources and, in certain instances, via bank financing. Singapore dollar. In 2023, our results of operations were favorably influenced primarily by
a depreciation of the Chinese renminbi and the Malaysian ringgit versus the euro. Besi’s
Currency exposure costs denominated in Malaysian ringgit and Chinese renminbi can vary on an annual basis
Besi’s reporting and functional currency is the euro. In 2023 and 2022, our euro-denominated depending on the number of units produced at each location.
revenue represented 25% and 28% of total revenue, respectively, while euro-denominated
costs and expenses represented 32% and 27%, respectively. As seen in the following table, Quarterly results of operations
the substantial majority of Besi’s revenue is denominated in US dollars while in 2023, its
costs were denominated in a variety of European and Asian currencies. In 2023, 55% of our (€ millions) 1 2022 2023
costs and expenses were denominated in Malaysian ringgit and euro. The remainder of our Q1 Q2 Q3 Q4 Total Q1 Q2 Q3 Q4 Total
costs were primarily represented by the Chinese renminbi, Singapore dollar, US dollar and
Swiss franc. Besi seeks to manage its exposure to currency fluctuations in part by hedging Revenue 202.4 214.0 168.8 137.7 722.9 133.4 162.5 123.3 159.6 578.9
firmly committed orders denominated in US dollars and, in part, by hedging net exposures Orders 204.8 153.1 125.3 180.5 663.7 142.0 112.6 127.3 166.4 548.3
in its principal transaction currencies. Costs for hedging sales contracts and any Net income 67.5 75.6 57.3 40.2 240.6 34.5 52.6 35.0 54.9 177.1
ineffectiveness therefrom are recorded in the line item financial income (expense), net in 1
Numbers may not reconcile due to rounding.
Besi’s Consolidated Statement of Operations.
For the year, Besi’s revenue and net income of € 578.9 million and € 177.1 million declined
by 19.9% and 26.4%, respectively, versus 2022. Similarly, orders of € 548.3 million declined
by 17.4%. Revenue weakness this year was principally due to adverse market conditions in
the assembly equipment market which declined by approximately 26% as per TechInsights.
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It also reflected significantly reduced demand for mainstream computing applications by 2023 compared to 2022
both IDMs and Asian subcontractors and, to a lesser extent, reduced demand for Set forth below is a summary of our key income statement highlights for 2023 versus 2022:
automotive applications following strong growth over the past two years. Besi’s leadership
position in advanced packaging helped mitigate the adverse effects of an industry (€ millions, except %)1 Year ended December 31, Change
downturn as severe as the one experienced in the 2017-2019 period. Order weakness in 2023 2022 2023/2022
2023 was primarily due to decreased demand for mainstream consumer electronics and % revenue % revenue % points
automotive applications partially offset by strong growth in the second half of the year for
silicon photonics, hybrid bonding and 2.5D logic/memory applications. Revenue 578.9 100.0% 722.9 100.0% –
Cost of sales 203.1 35.1% 279.8 38.7% (3.6)
Besi achieved peer-leading operating and net margins of 36.9% and 30.6% in 2023 as we Gross profit 375.8 64.9% 443.1 61.3% 3.6
successfully aligned our operating model to difficult market realities. In fact, gross margins
increased to 64.9% versus 61.3% in 2022 due to successful new product introductions, SG&A expenses 106.0 18.3% 95.0 13.1% 5.2
supported by a keen focus on cost control efforts, effective supply chain management and R&D expenses 56.4 9.7% 53.9 7.5% 2.2
net forex benefits. Elevated operating margins were maintained despite increased Total operating expenses 162.4 28.1% 149.0 20.6% 7.5
development spending to support the expansion of our advanced packaging product
portfolio for the next market upcycle. Operating income 213.4 36.9% 294.1 40.7% (3.8)
Financial expense, net 5.7 1.0% 18.6 2.6% (1.6)
QUARTERLY REVENUE AND GROSS MARGIN TRENDS Income before income taxes 207.7 35.9% 275.5 38.1% (2.2)

€ millions Gross Margin Income taxes 30.6 5.3% 34.8 4.8% 0.5
250 80% Net income 177.1 30.6% 240.6 33.3% (2.7)

214.0 Effective tax rate 14.7%2 12.6%

202.4 75%
200 1
Numbers may not reconcile due to rounding.
2
Effective tax rate in 2023 was 13.6%, excluding € 2.3 million downward valuation of deferred tax assets.
168.8
162.5 159.6 70%
150 Revenue/Orders
137.7 133.4
65.6% 123.3
65.1% 65%
64.2% 64.6%
(€ millions) Year ended December 31, % Change
100 62.3% 62.3%
61.0% 2023 2022 2023/2022
60.1% 60%

Revenue 578.9 722.9 (19.9%)

50
55% Orders 548.3 663.7 (17.4%)
IDM 286.5 363.2 (21.1%)
0 50% Subcontractors 261.8 300.5 (12.9%)
Q1-22 Q2-22 Q3-22 Q4-22 Q1-23 Q2-23 Q3-23 Q4-23
Revenue Gross Margin Besi’s revenue of € 578.9 million in 2023 declined by € 144.0 million, or 19.9%, versus 2022.
The revenue decrease was principally due to adverse market conditions as well as
significantly reduced demand for mainstream computing applications by both IDMs
and Asian subcontractors. To a lesser extent, it also reflected reduced demand for
automotive applications following strong growth over the past two years. Besi’s orders of
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€ 548.3 million decreased by 17.4% versus 2022 due primarily to decreased demand for Selling, general and administrative expenses
mainstream consumer electronics and automotive applications partially offset by strong Total SG&A expenses increased by € 11.0 million, or 11.6%, versus 2022. The increase was
growth in the second half of the year for silicon photonics, hybrid bonding and 2.5D logic/ due primarily to (i) € 3.8 million increased share-based compensation expense, (ii)
memory applications as customers began to significantly build out their generative AI and € 3.3 million expenses related to Besi’s strategic plan review as well as (iii) additional
high-performance computing capacity. In particular, hybrid bonding orders and year end marketing, technical support, and personnel necessary to support the growth of Besi’s
backlog approximately doubled versus comparable levels of the prior year. In addition, wafer level assembly portfolio. As a percentage of revenue, SG&A expenses increased from
bookings by IDMs and subcontractors represented approximately 52% and 48%, 13.1% in 2022 to 18.3% in 2023.
respectively, of total orders versus 55% and 45%, respectively, in 2022. Revenue and orders
in 2023 were not adversely affected by trade restrictions and regulations resulting from QUARTERLY OPERATING EXPENSE TRENDS
geo-political tensions.
€ millions Baseline Opex as % of Revenue
ORDER TRENDS 50 45%
44.0 43.7
€ millions 40%
39.9
1,000 40 37.9 37.1 37.8 35%
939.1 11.2 9.5 36.9
34.0 2.8 2.2
9.4 4.7 3.3
0.9 30%
800 30 27.3%
24.9% 24.6% 25%
45% 22.3%
663.7 21.1%
19.6% 20%
600 20
548.3 35.6
15.1% 15.5%
33.1
34.3 34.2
33.6
15%
472.1 45% 30.5 33.2 32.8
10%
400 348.7
48% 10
55% 5%
39% 55%
0 0%
200 55%
52% Q1-22 Q2-22 Q3-22 Q4-22 Q1-23 Q2-23 Q3-23 Q4-23
61% 45%
Baseline Opex Other Opex* Baseline Opex % of Revenue
0
2019 2020 2021 2022 2023 * Other Opex includes both short-term and long-term incentive compensation, seasonal effects, restructuring costs, net

IDMs Subcontractors R&D capitalization/amortization and certain one-time items.

Gross profit
Gross profit declined by € 67.3 million, or 15.2%, versus 2022 due to lower revenues, partially
offset by improved gross margin efficiency. Besi's gross margin increased 3.6 points to
reach 64.9%, despite adverse market conditions, due primarily to (i) successful new product
introductions, (ii) effective and timely management of our costs and supply chain activities,
(iii) a more favorable product mix and (iv) forex benefits mainly from the devaluation of
Asian currencies versus the euro and US dollar. In addition, Besi was able to implement
price increases for its systems to help offset labor and material cost inflation.
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Research and development expenses Besi’s net financial expense of € 5.7 million improved by € 12.9 million compared to 2022
Besi’s R&D spending is primarily focused on advancing its leadership position in advanced primarily due to increased interest income on our cash balances outstanding. Exposure to
assembly process technology and upgrades to its product portfolio on a regular basis. changes in interest rates on our external funding is limited given the fixed interest rates
Spending can vary from year to year depending on specific customer roadmaps and the on Besi’s Convertible Notes outstanding which represent substantially all of its current
timing of new device introductions. The components of research and development debt outstanding.
expenses for the years ended December 31, 2023 and 2022, were as follows:
Income taxes
(€ millions) Year ended December 31, Besi recorded income tax expense of € 30.6 million in 2023 versus € 34.8 million in 2022.
2023 2022 The effective tax rate increased to 14.7% versus 12.6% in 2022 primarily due to a
€ 2.3 million downward valuation of tax assets. Excluding such adjustment, Besi’s effective
Research and development expenses, gross 63.9 63.8 tax rate for 2023 would have been 13.6%.
Amortization of capitalized development expenses 13.6 11.7
Capitalization of development expenses (21.1) (21.6) Net income
Research and development expenses as reported 56.4 53.9 Besi’s net income of € 177.1 million in 2023 decreased by 26.4% versus 2022 and its net
margin decreased from 33.3% to 30.6% primarily due to lower revenue and higher operating
In 2023, R&D expenses of € 56.4 million increased by € 2.5 million, or 4.6%, versus 2022, expenses, partially offset by improved gross margins and increased interest income on
due primarily to increased amortization of capitalized development costs primarily related cash balances outstanding.
to new product introductions. As a percentage of revenue, R&D expenses increased to
9.7% in 2023 versus 7.5% in 2022. Gross R&D expenses (excluding the impact of R&D QUARTERLY NET INCOME TRENDS
capitalization and amortization) were € 63.9 million, or 11.0% of revenue, and were roughly
equivalent to 2022 levels. € millions Net Margin
80 80%
75.6
Operating income
Operating income of € 213.4 million declined by 27.4% versus 2022 principally due to Besi’s 70 67.5 70%
19.9% revenue decrease and a 9.0% increase in operating expenses partially offset by gross
margin improvement of 3.6 points. As a result, Besi's operating margin declined from 40.7% 60 57.3
54.9 60%
52.6
to 36.9%.
50
50%
Financial expense, net 40
40.2

The components of financial expense, net, for the years ended December 31, 2023 and 34.5 35.0
40%
2022, were as follows: 30 35.4%
33.4% 34.0% 34.4%
32.4%
29.2% 28.4% 30%
Year ended December 31, 20 25.9%

(€ millions) 2023 2022 20%

10

Interest income 12.3 1.6 10%

0
Interest expense (11.7) (12.1) Q1-22 Q2-22 Q3-22 Q4-22 Q1-23 Q2-23 Q3-23 Q4-23
Interest income (expense), net 0.6 (10.5) Net Income Net Margin
Net cost of hedging (7.1) (7.6)
Net foreign exchange effects 0.8 (0.5)
Financial income (expense), net (5.7) (18.6)
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Balance sheet, cash flow development and financing Working capital

Besi’s working capital (excluding cash and debt) increased by € 17.2 million, or 13.9%, to
Cash flow reach € 140.7 million at December 31, 2023, due primarily to an increase in other receivables
In 2023, Besi generated cash flow from operations of € 208.6 million which along with cash, and a decrease in other payables. As a percentage of revenue, working capital increased to
cash equivalents and deposits outstanding, was utilized for the following principal 24.3% at year end 2023 versus 17.1% at year end 2022.
purposes:
• € 222.1 million of cash dividends were paid to shareholders. Capital expenditures
• € 213.4 million of ordinary shares were repurchased and held in treasury. Capital expenditures of € 6.9 million were roughly equivalent to 2022 levels. Capital
• € 21.1 million of development expenses were capitalized. spending in 2023 primarily related to the completion of Besi's Singapore cleanroom facility
• € 6.9 million of capital expenditures were made. and the establishment of a new assembly facility in Vietnam. We anticipate that capital
expenditures will range between € 8 and € 12 million in 2024 primarily related to increased
As a result, Besi’s cash and deposits decreased by € 258.2 million to reach € 413.5 million purchases of process equipment for our Centers of Excellence in Austria and Singapore
at December 31, 2023. Year end cash balances reflected a total capital allocation of and our tooling and support facility in Vietnam.
€ 435.5 million in the form of dividends and share repurchases. Similarly, Besi’s year end
net cash position of € 113.0 million (defined as cash, cash equivalents and deposits less Financing
total debt) decreased by € 233.5 million versus year end 2022 which also included the At December 31, 2023, Besi had € 300.5 million of total indebtedness of which
conversion into equity of € 31.7 million of our 2016 and 2017 Convertible Notes. € 298.5 million related to three issues of Convertible Notes outstanding with a face value
of € 328.2 million and € 2.0 million of government loans. No other indebtedness was
CASH FLOW GENERATION TRENDS outstanding at such date including amounts owed under Besi’s bank lines of credit.

€ millions % of Revenue Bank lines of credit

300 45% At December 31, 2023, Besi and its subsidiaries had available bank lines of credit aggregating
277.9 271.9 € 97.7 million. At such date, utilization under the lines aggregated € 1.1 million related to
bank guarantees. In general, interest is charged at the banks’ base lending rates or
250
40% ESTR/SOFR plus an increment. Most credit facility agreements include covenants requiring
37.6% 208.6 Besi and/or its subsidiaries to maintain certain financial levels or financial ratios.
37.4% 37.1%
200 36.0% Besi and all its applicable subsidiaries were in compliance with all loan covenants at
35% December 31, 2023.
33.7% 162.0
150
120.1
The lines of credit include an € 80 million revolving credit facility with a consortium
30%
of European banks (the “Facility”), which matures in 2026 and can be expanded to
100
€ 136 million. Interest rates on borrowings vary per currency and the level of cash balances
25% outstanding and borrowings utilized. It ranks pari passu with the Convertible Notes and is
50 secured by guarantees from certain operating subsidiaries. Borrowings can be repaid at
any time at 100% of principal amount and used for working capital and other corporate
0 20% purposes. The principal covenants associated with the Facility include a maintenance test
2019 2020 2021 2022 2023 of consolidated debt to equity and a limitation on the incurrence of additional permitted
Total Cash Flow from Operations As % of Revenue indebtedness.
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On August 5, 2020, Besi issued € 150 million principal amount of 0.75% Senior Unsecured
Convertible Notes due August 2027 (the “2020 Convertible Notes”). The 2020 Convertible
Notes will be repaid at maturity at 100% of their principal amount plus accrued and unpaid
interest or, if converted, into approximately 3.1 million ordinary shares at a conversion
price of € 48.95 (subject to adjustment). The original exercise price of € 51.56 has been
adjusted for dividends paid subsequent to the date of issuance in accordance with the
terms and conditions related thereto.

On April 6, 2022, Besi issued € 175 million principal amount of 1.875% Senior Unsecured
Convertible Notes due April 2029 (the “2022 Convertible Notes”). The 2022 Convertible
Notes will be repaid at maturity at 100% of their principal amount plus accrued and unpaid
interest or, if converted, into approximately 1.5 million ordinary shares at a conversion
price of € 115.50 (subject to adjustment).

Besi may redeem each of the outstanding 2017, 2020 and 2022 Convertible Notes at 100%
of their principal amount after December 27, 2021 (2017 Convertible Notes), August 26,
2024 (2020 Convertible Notes) and April 27, 2026 (2022 Convertible Notes), respectively,
provided that the market value of its ordinary shares exceeds 130% of the then effective
conversion price for a specified period of time. In the event of a change of control (as
defined), each noteholder will have the right to require Besi to redeem all (but not less
than all) of its Convertible Notes at 100% of their principal amount together with accrued
Donation to Children’s Cancer Aid Tyrol by Besi Austria and its employees. and unpaid interest thereon. In addition, the 2020 and 2022 Convertible Notes may be
redeemed at the option of the holder on August 5, 2025 and April 6, 2027, respectively, at
their principal amount plus accrued interest.

Issuance of Convertible Notes The terms and conditions governing each of the Convertible Notes contain no incurrence
On December 2, 2016, Besi issued € 125 million principal amount of 2.5% Senior Unsecured tests nor maintenance covenants which could materially limit Besi’s ability to conduct its
Convertible Notes due December 2023 (the “2016 Convertible Notes”). In 2023, the operations in the normal course. The Convertible Notes were privately offered to
remaining outstanding principal balance of € 2.4 million was converted into approximately institutional investors and are listed on the Deutsche Börse’s Freiverkehr market.
130,000 shares.
Capital allocation
On December 6, 2017, Besi issued € 175 million principal amount of 0.5% Senior Unsecured Besi’s capital allocation policy seeks to provide a current return to shareholders in the
Convertible Notes due December 2024 (the “2017 Convertible Notes). The 2017 Convertible form of cash dividends and share repurchases while retaining a capital base sufficient to
Notes will be repaid at maturity at 100% of their principal amount plus accrued and unpaid fund future growth opportunities.
interest or, if converted, into ordinary shares at a conversion price of € 45.75 (subject to
adjustment). The original exercise price of € 99.74 has been adjusted for the two-for-one Dividends
stock split effective May 4, 2018 and dividends paid subsequent to the date of issuance in Besi’s dividend policy considers the payment of dividends on an annual basis based upon
accordance with the terms and conditions related thereto. In 2023, € 29.3 million principal (i) a review of its annual and prospective financial performance, liquidity and financing
amount of the 2017 Convertible Notes were converted into approximately 0.6 million needs, the prevailing market outlook and Besi’s strategy, market position and acquisition
ordinary shares. As a result, the principal amount outstanding declined to € 3.2 million at strategy and/or (ii) a dividend payout ratio in the range of 40-100% relative to net income
year end 2023 representing approximately 70,000 shares still available for conversion. to be adjusted accordingly if the factors referred to under (i) so require.
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Due to Besi’s earnings and cash flow generation in 2022, the Board of Management On October 26, 2023, Besi announced a new € 60 million share repurchase program effective
proposed and Besi paid a cash dividend to shareholders of € 2.85 per share which resulted November 1, 2023. The program is aimed at general capital reduction purposes and to help
in cash payments to shareholders of € 222.1 million. offset dilution related to Besi’s Convertible Notes and shares issued under employee stock
plans. It is funded using Besi’s available cash resources and expected to be completed by
DIVIDEND TRENDS October 2024.

Dividend (€) Dividend Payout Ratio In 2023, Besi repurchased a total of approximately 2.6 million of its ordinary shares at an
Cumulative dividends of € 1.4 billion since 2011, or € 17.78 per share*
3.50 100% average price of € 83.40, representing an aggregate amount of € 213.4 million.
3.33
98% 98%
3.00 At present, Besi has shareholder authorization to repurchase up to 10% of its issued share
2.85
96% capital (approximately 8.1 million shares) until October 26, 2024. At December 31, 2023,
95%
2.50 Besi held approximately 4.1 million shares in treasury equal to approximately 5.1% of its
94% 94%
2.15 ordinary shares outstanding.
92% 92%
2.00
90%
1.70 90% Besi believes that its cash position, internally generated funds and available lines of credit
1.50 will be adequate to meet its anticipated levels of capital spending, research and
88%
development, debt service requirements, working capital and capital allocation policy for
1.01 at least the next twelve months.
1.00 86%

84%
0.50 SHARE REPURCHASE ACTIVITY
82%

0.00 80% € millions Avg Cost per Share (€)

2019 2020 2021 2022 2023 160.0
250
Dividend Dividend Payout Ratio*
213.4 140.0
* Calculated on Basic EPS. Includes value of both cash and stock dividends. Includes proposed dividend for approval at 2024 200
AGM. 120.0

146.8 100.0
Due to Besi’s earnings and cash flow generation in 2023, the Board of Management will 150
propose a cash dividend to shareholders of € 2.15 per share for approval at Besi’s Annual € 83.40 80.0
General Meeting of Shareholders to be held on April 25, 2024. € 69.84
100 60.0
€ 54.38
The payments for the year 2022 and proposed for the year 2023 represent a dividend payout
€ 38.05 40.0
ratio relative to net income of 92% and 94%, respectively, based on the number of 44.7 50.1
50
outstanding shares at year end 2023. € 24.31 20.0
17.8

Share repurchase program 0 0.0

On July 21, 2022, Besi announced a € 300 million share repurchase program effective 2019 2020 2021 2022 2023
August 1, 2022. The program was completed in October 2023. Under the program, a total of Share Repurchases Average Cost per Share
4.3 million shares were repurchased between August 1, 2022 (inception) and October 27,
2023 (completion) at an average price per share of € 69.87.
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Environmental, Social and Governance Report

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Environmental, Social and Governance Report

This Environmental, Social and Governance ("ESG") Report provides an overview of Besi’s Since 2019, Besi has significantly expanded the scale and scope of its initiatives and
ESG activities in 2023 including a discussion of the following topics: reporting activities relative to leading external frameworks such as SASB, GRI, SDG, NFRD,
• Overview TCFD and the EU Taxonomy. We have also proactively responded to external questionnaires
• Materiality assessment such as CDP Climate Change and the S&P Global Corporate Sustainability Assessment,
• Strategy with a focus on materiality, clarity and transparency. In 2020 and 2021, we identified 12
• Initiatives material topics most relevant to our business, established three material ESG pillars and
• Governance engaged in a four-stage materiality assessment. This framework was applied for our 2023
• Reporting framework report. In addition, we conducted a Double Materiality Assessment as a precondition to
• Environmental impact compliance in 2024 with Corporate Sustainability Reporting Directive (“CSRD”)
• People wellbeing requirements, assessing the impact of Besi on people and the environment as well as the
• Responsible business environmental and social-related risks and opportunities to which we are exposed. The
results of the analysis will be used to further validate our current approach to ESG-related
A year of progress topics, make any necessary adjustments to our ESG strategy and comply with the CSRD’s
Besi has significantly increased its ESG activities and reporting since 2020 including the European Sustainability Reporting Standards (“ESRS”) in 2024. We also published a formal
development of various short- and long-term targets through 2050. Since 2019, we have policy on our website this year which provides a strategic view of Besi’s management
reduced Scope 1 & 2 emissions intensity by 65%, fuel consumption intensity by 46%, water activities across the ESG aspects of our business. In addition, Ernst & Young Accountants
usage intensity by 34% and absolute hazardous waste generation by 27%. We also LLP provided reasonable assurance on our materiality assessment and limited assurance
increased our energy from renewable sources from 18% to 71%. We have also identified and on the Environmental, Social and Governance Report included in this Annual Report. Their
commenced work on 85 initiatives associated with our ESG pillars (Environmental Impact, assurance report is included in Other Information.
People Wellbeing and Responsible Business) many of which have lessened Besi’s ESG
impact. In fact, we equaled or exceeded substantially all targets for 2022 set in 2019 and In addition, our ESG ratings with the major publicly recognized agencies such as
set new targets in 2022 for achievement in 2024 and 2030 using 2021 data as a baseline. In Sustainalytics, S&P Global, ISS ESG and MSCI improved significantly in 2023, further
addition, in 2023 we set an objective of reaching net zero greenhouse gas emissions in our underscoring Besi’s progress towards best practice metrics. More specifically, we achieved
operations by 2030, incorporating Scope 1 & 2 emissions. a rating of “AA” in the updated 2023 MSCI ESG Ratings Assessment, up from “A” in 2022 and
“BBB” in 2021. Further, in November 2023, Besi’s ESG Risk Rating declined to 14.4 as per
In general, we measure our ESG performance in terms of relative intensity targets given Sustainalytics versus 17.8 in 2021 highlighting long-term trend improvement. We also were
the highly cyclical nature of our revenue development on a year to year or even multi-year selected for inclusion as a component of the AEX ESG Index in 2022. Such index identifies
basis. Of note, Besi’s performance with respect to most relative intensity targets in 2023 the 25 companies within the combined AEX (large cap) and AMX (mid cap) indices
was adversely affected by two important factors. The first related to the spike we demonstrating best in class ESG practices as per criteria assessed by Sustainalytics.
experienced in our electricity consumption, Scope 2 emissions and waste disposal in the
second and third quarters of 2023 associated with the construction of a new production Further, progress continues to advance Besi’s sustainable product design as a core
facility in Malaysia and the completion of two new cleanrooms in Malaysia and Singapore component of our sustainable long-term value creation model. As such, we seek to design
to facilitate growth in Besi’s wafer level assembly operations. The second factor related leading edge assembly solutions with high levels of reliability, yield of defect free devices
directly to the cyclical revenue volatility of the semiconductor assembly equipment market and throughput with a lower total cost of ownership including efficiencies in energy and
in which we participate. This market experienced a significant downturn in demand starting material consumption. Toward this end, we developed an initiative named “Design-to-X”
in the second quarter of 2022 and continued through year end 2023. As a result, Besi’s this year as part of our strategic plan review which included input from our leading
revenue declined from a peak of € 749 million in 2021 to € 579 million in 2023. As a result of customers and other stakeholders. This initiative combines Design-to-Cost and Design-
both such factors, all relative intensity ratios and some performance metrics were to-Sustainability concepts to identify ESG improvement opportunities in all product
adversely affected this year versus 2022 actual results and 2024 targets. Relative intensity groups while reducing the cost of many mature die attach and packaging platforms. It is in
ratios began to significantly improve in Q4-23 upon the substantial completion of such its early stages and builds upon the environmentally friendly product design enhancements
projects and further migration to renewable energy in Asia. We are currently on track to identified in a collaborative project with the University of Applied Sciences and Arts
meet or exceed substantially all environmental targets established for 2024. (Lucerne, Switzerland) (“UASA”) over the past three years. The UASA collaboration led to
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the creation of roadmaps with the potential to achieve absolute energy savings of
approximately 10% per die attach platform over the next five years. Such potential savings
are material as die attach revenue represented approximately 77% of Besi’s total revenue
in 2023. Growth in Besi’s installed base of hybrid bonding and other wafer level systems
also contributes to sustainable product design via an improvement in the overall
performance, speed, efficiency, cost and energy efficiency of such systems versus those
using leadframe and substrate assembly technologies.

In addition, we made considerable progress this year with employee and supplier
engagement with Besi’s ESG goals and objectives. Many of the defined goals, ambitions,
and activities we have promoted with such stakeholders since 2019 have been implemented
and well received by our organization. The results of our bi-annual Employee Engagement
survey conducted by Willis Towers Watson in 2023 further highlighted this progress. In
general, Besi scored above the high-tech norm in six of seven categories in this year’s
survey. Specifically, the survey had a high level of participation (94%) and engagement
(89%) by our employees. The engagement levels were five percentage points higher than
the sector’s benchmark. The survey results also indicated a high level of satisfaction with
our ESG credentials due to a high level of favorable responses to ESG category questions
(87%). This component scored four percentage points higher than the sector benchmark
and was our most improved category this year.

Besi also saw increased supply chain participation with respect to ESG topics via an
enhanced Besi ESG survey. In this regard, we conducted vendor site visits and stakeholder
interviews and circulated questionnaires at their principal Asian production facilities to Besi Austria employees participated in the Wings for Life World Run 2023.
ensure that our suppliers as well as temporary and contracted third-party workers adhered
to the standards outlined in Besi’s Supplier Code of Conduct. We also engaged with our
supply chain through an ESG briefing roadshow, training sessions and the sharing of ESG- Materiality assessment
related knowledge. In addition, Besi conducted an ESG assessment survey that focused on In 2020, Besi’s management team identified 12 ESG topics most material to our business.
Besi’s pillars of Environmental Impact, People Wellbeing and Responsible Business. Fifty- Such topics formed the basis of our ESG approach and foundation of three strategic pillars:
five suppliers were sent this assessment survey with a response received from forty-six Environmental Impact, People Wellbeing and Responsible Business. In 2021, we conducted
(84%), representing approximately 50% of our total purchasing volume. Such responses a full assessment of the material topics identified in 2020 by engaging in a four-stage
were used to create a grading system of either Low Risk, Medium Risk or High Risk. Moving materiality assessment involving an industry trend analysis (including consideration of
forward, Besi will incorporate this ESG scorecard into its periodic audit for annual suppliers. SASB standards for the semiconductor industry), peer group benchmarking, key investor
Finally, the percentage of purchasing volume which answered the RBA Code of Conduct research and broader stakeholder outreach including employees, customers and suppliers.
Self-Assessment increased from 62% in 2022 to 66% 2023 marking further progress in our The assessment served to substantiate Besi’s current strategy and understanding of
supply chain engagement with Besi’s ESG activities. material topics with the collaboration of key stakeholder groups to validate their areas of
interest. In addition, the perspective of investors as a key stakeholder was captured in the
research phase and factored into the final assessment. The assessment highlighted a
variety of important themes that can have the most significant positive impact in the
near-term of which we prioritized four focus areas, (i) energy use and renewable energy, (ii)
sustainable design (iii) health and safety and (iv) diversity and inclusion.
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In 2023, Besi reviewed its 2021 materiality assessment and concluded that the material
topics identified were still valid. As a result, the same reporting framework was applied to
ESG reporting for 2023. Besi recognizes increased interest expressed by stakeholders to
report information as to their dependence on biodiversity and ecosystems. As a result,
these topics were included within our materiality assessment. We also began conducting
a Double Materiality Assessment in 2023 according to CSRD requirements as a precondition
to full compliance by year end 2024. Updated results of this assessment will be included in
Besi’s 2024 Annual Report.

Based on the aforementioned materiality assessment performed in 2021 and reviewed in

2023, the ranking of topics of importance per stakeholder group is listed below for each of
Besi’s three process pillars: Environmental Impact, People Wellbeing and Responsible
Business:

Material topics
Strategic Pillars Employees Customers Suppliers

1. Environmental Impact 1. Energy use and renewable energy Sustainable design 1. Waste and hazardous waste disposal
2. Carbon emissions 1. Energy use and renewable energy 2. Carbon emissions
3. Sustainable design Waste and hazardous waste disposal 3. Energy use and renewable energy
4. Waste and hazardous waste disposal 4. Carbon emissions 4. Sustainable design
5. Water use 5. Water use 5. Water use

2. People Wellbeing 1. Employee health and safety 1. Employee health and safety 1. Employee health and safety
2. Employee engagement 2. Diversity and inclusion 2. Employee engagement
3. Diversity and inclusion 3. Employee engagement 3. Diversity and inclusion

3. Responsible Business 1. Ethics and compliance 1. Ethics and compliance 1. Ethics and compliance
2. Responsible supply chain 2. Responsible supply chain 2. Responsible supply chain
3. Community impact 3. Tax practices 3. Community impact
4. Tax practices 4. Community impact 4. Tax practices
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Strategic pillars Material topics 2024 targets* 2030 targets* Relevant

SDGs
Priority focus area

Energy use and 15% 11% 75% 25% 25% 100%

Environmental renewable energy Reduction in Increase in electricity Renewable energy Reduction in Increase in Renewable
Impact fuel consumption globally fuel consumption electricity energy globally
Carbon emissions 62% 12% Net zero 20%
Reduction in Reduction in Scope 3 Scope 1 & 2 emissions Reduction in
Scope 1 & 2 carbon carbon emissions Scope 3 carbon
emissions emissions
Waste and hazardous 15% 20% 18% 20%
waste disposal Reduction in Reduction in Reduction in Reduction in
total waste hazardous waste total waste hazardous waste
Water use 2% 5%
Reduction in water Reduction in water
consumption consumption

Sustainable design Develop priority targets for sustainable system design Achieve priority targets for sustainable system design

Diversity Increase % female Increase % female Maintain % local Increase % female Increase % female Maintain % local
People and inclusion employees in employees in nationals in employees in employees in nationals in
Wellbeing workforce to management to management workforce to management to management
>
–19% >
–21% >
–86% >
–20% >
–23% >
–86%
Employee health
and safety Safety incident record of 0

Employee Maintain employee Remain above Increase investment in Maintain employee Remain above Increase investment
engagement and engagement high-tech benchmark employee training to engagement high-tech benchmark in employee training to
career development > > > >
–85% –21 –85% –21
working hours per working hours per
employee per year employee per year

Ethics and
Responsible compliance Whistleblower procedure in place. Prompt response to violations by Besi senior management
Business
Responsible 70% 75% 77% 73% 75% 85% 85% 80%
supply chain Purchasing PV to sign Self PV to sign PV to sign PV audited PV to sign Self PV to sign PV to sign
Volume (“PV”) Assessment General Work Conflict-Free Assessment General Work Conflict-Free
audited Questionnaire Agreement Sourcing Questionnaire Agreement Sourcing
in our Code of or General Initiative in our Code of or General Initiative
Conduct Procurement Conduct Procurement
Contract Contract

Community impact Report on Besi hours volunteered, monetary donations and education projects supported

Tax practices Comprehensive compliance with tax obligations where factual economic activities take place

* All targets are based on estimated reductions relative to 2021 baseline levels.
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ESG Strategy Initiatives implemented during 2023 include:

Within our three strategic pillars, Besi’s ESG strategy has identified twelve material topics
and formalized a range of short and long-term targets against which we have committed Environmental Impact:
to report. Besi follows the objectives of the UN Sustainable Development Goals (“SDGs”) in • All business units
such reporting whose 17 interlinked goals are designed to be a blueprint for achievement • Inception of Design-to-X initiative to incorporate Design-to-Cost and Design-to-
by 2030 of a better and more sustainable future. SDG objectives help inform our thinking Sustainability concepts in product design and development.
and approach to sustainable business growth. We have aligned the SDGs to which we can • Besi APac
make the greatest contribution with our strategic pillars. • Reduced shipments from Besi Netherlands to Besi APac to once a week versus twice
a week.
ESG initiatives • Purchase of renewable electricity at new Glenmarie, Malaysia site.
Since 2020, we increased the number of Besi’s ESG initiatives from 75 to 85 at year end • Besi Netherlands
2023 (up 13%). Of the total initiatives identified, 65 have been completed and 20 are • Increased lighting energy efficiency at our Meco facility.
ongoing or scheduled to be implemented over the next few years. The charts below indicate • Installation of smart meters at Meco facility to improve energy management.
the distribution of ESG initiatives per major pillar and Besi’s progress against such • Completion of wastewater treatment project with Copernicus Institute, Utrecht, the
initiatives. Netherlands, to measure ecological footprint of Besi’s plating systems.
• Reduction of paper waste through sustainable procurement initiative with 70% of
ESG topics and initiatives are widely supported by Besi employees at all levels of the total waste now recycled at this site.
organization including management, development personnel and production staff. • Besi Austria
• Expansion of existing solar PV system to reduce energy consumption.
• Installation of groundwater heat pump to replace gas usage.
• Besi Switzerland
13
• Implementation of joint project with UASA Switzerland, which identified potential
20 energy savings for die attach platforms of approximately 10%.
• Expansion of LED lighting system.
• Besi Leshan
21 • Installation of centrifuge to reduce water consumption via recycling.
51
• Purchase of EV vehicles to replace ICE vehicles.
65 • Installed EV charging points for corporate and employee use.

People Wellbeing
• Six of seven Besi operations are now ISO 45001 compliant. Besi Leshan received external
Completed initiatives Environmental impact validation in 2023.
Planned + ongoing initiatives People wellbeing • Active engagement in diversity-related recruitment programs.
Responsible business • Bi-annual employee engagement survey:
• Survey indicated that employees feel safe in their current physical working environment,
there is effective collaboration between departments to meet customer needs and
a strong feeling of trust exists between team members.
• Employees also had a strong understanding and motivation to contribute to Besi’s
business and ESG objectives.
• Results will be used to improve areas in which we under-performed.
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Responsible Business ESG reporting framework

• Conducted ESG assessment survey with suppliers focused on Environmental Impact, Reporting scope
People Wellbeing and Responsible Business pillars. The data in this ESG report covers all entities that belong to the scope of the Consolidated
• Fifty-five suppliers were engaged with a response rate of 84% representing approximately Financial Statements (see Note 2 to the Consolidated Financial Statements, section
50% of total purchasing volume. "Principles of consolidation") excluding the following “Environmental Impact” data:
• Continued annual third-party external supplier audits for all significant production and • Energy data for four and water data for seven sales and service offices due to their
development facilities with respect to their ISO 9001, ISO 14001, ISO 45001 and RBA immaterial significance.
capabilities. • Energy, emission, water and waste-related data for our operations in Vietnam due to
• Supported activities and charities in our local communities, particularly in Malaysia, their immaterial significance this year.
China, Switzerland, the Netherlands and Austria.
Besi is continuously enhancing its ESG methodology and data collection so as to identify
ESG topics and initiatives are widely supported by Besi employees at all levels of the all material impacts for inclusion in the ESG report. For example, our Scope 3 CO₂ emissions
organization including management, development personnel and production staff. from inbound freight at our Dutch plating research and development site were added in
2023. Comparable numbers for prior years were not adjusted due to a lack of available data.
ESG governance
Besi’s ESG focus and strategic initiatives are integrated into its operations. The Board of External reporting frameworks
Management is responsible for setting our ESG strategy and targets as well as its As part of our expanded reporting activities, we have analyzed appropriate external
implementation and execution. The Supervisory Board has oversight responsibility for frameworks to enhance and broaden Besi’s ESG strategy. We have aligned our reporting
Besi’s ESG strategy. In addition, ESG issues are assessed monthly by the management principles with them as much as possible to ensure that Besi’s reporting is appropriately
team including resource allocation and capital investment. aligned with its business and operations.

As such, Besi’s ESG governance and approach is fully aligned with its hierarchal structure. Besi has prepared the sustainability information in this Annual Report with reference to
SVPs and facility management monitor and track progress against ESG-related goals. the GRI universal standards for the 1. Foundation, 2. General disclosures and 3. Material
Progress is then reported to the Board of Management and discussed in detail at Besi’s topics including the reporting principles as included in chapter 4 of GRI 1. Foundation.
monthly management meeting. Incentives for all such employees are aligned with We refer to Annex 2 of our 2023 ESG report for our GRI content index 2023 available at
performance against certain specific ESG targets which forms a portion of their variable www.besi.com.
compensation. The Supervisory Board is updated by the Board of Management as to Besi’s
progress on a quarterly basis. In addition, the Sustainability Accounting Standards Board (“SASB”) published 77 industry
standards to enable business to communicate material sustainability information to their
All of Besi’s production sites have environmental, health and safety (“EHS”) officers and investors. We believe that the semiconductor industry-specific standards and metrics
committees and a health and safety management structure. These committees have provided by the SASB¹ are appropriate for a company of Besi’s business and size. When
representatives from each department responsible for the inspection, enforcement and material topics are not covered by SASB, we apply topic specific disclosures from the
promotion of EHS matters in the workplace. EHS inspections are conducted quarterly to Global Reporting Initiative (“GRI”) and/or our own developed criteria whenever possible.
identify and address any unsafe acts and conditions which may exist. Employees also A majority of the requisite information for GRI compliance is available and presented on
regularly receive EHS training. In addition, we have implemented externally certified ISO our website including a list of the key topics, metrics and disclosures necessary for
9001 and ISO 14001 management systems to manage quality and environmental topics as compliance with SASB as well as a list of material topics with their respective reporting
well as health and safety topics in our operations. Six of seven Besi product operations criteria (Annex 1 of our 2023 ESG Report). In addition, we intend to assess the applicability
have received ISO 45001 certificates of approval for their occupational health and safety of other frameworks such as the IFRS Sustainability Disclosure Standards of the
management systems with all expected to have received such certification by the end of International Sustainability Standards Board (“ISSB”) and the Taskforce for Nature-related
2024. Financial Disclosures (“TNFD”).

1
The SASB Standards became a resource of the IFRS Foundation as of August 1, 2022, upon consolidation of the Value
Reporting Foundation (which housed the SASB Standards and the Integrated Reporting Framework) into the IFRS
Foundation.
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The CSRD is effective for Besi as of January 1, 2024. As such, we will be required to report BESI’S ESG RATING TRENDS
in accordance with the European Sustainability Reporting Standards (ESRS) in Besi’s 2024
Annual Report (published in 2025). In 2023, Besi initiated its CSRD compliance activities, ESG Rating Agent 2021 2022 2023 Current
implementing various actions to ensure readiness on a timely basis. For instance, we Score Score Score Ranking
started to assess material topics by means of a ‘double materiality assessment’ according
to ESRS requirements. During 2024, we will conduct a gap assessment against the final Second highest
standards and develop an implementation roadmap to ensure compliance. possible MSCI ESG
‘BBB’ ‘A’ ‘AA’
rating
Additionally, we published both a new ESG policy and a Diversity and Inclusion policy which
can be found on our website. The ESG policy aims to address the material topics involved 12th out of 342
in our business in alignment with our long-term value creation strategy for stakeholders semiconductor
17.8 15.6 14.4 related companies
while conducting our business in a sustainable way, respecting both the environment and
society. The Diversity and Inclusion policy outlines what diversity and inclusion means to
Besi, our goals and what we are doing to promote a diverse and inclusive business culture. Top 10% of
Such policies will be updated following completion of our Double Materiality Assessment C- C- C industry
and gap analysis versus ESRS standards.

EU Taxonomy Above industry

The EU Taxonomy Regulation (EU 2020/852) (“EU Taxonomy”) is a green classification 39 47 50 average (score 21)
system that determines which economic activities can be considered environmentally
sustainable under the EU framework. It helps companies, investors, and other stakeholders
identify and invest in activities that contribute to sustainable objectives. Besi’s accounting principles for determining turnover, capital expenditures and operating
expenses under the EU Taxonomy are aligned with the accounting principles included in
The EU Taxonomy establishes six environmental objectives, each supported by subsequent Note 2 to the Consolidated Financial Statements. Operating expenses as per the EU
delegated acts that define related activities and determine technical screening criteria Taxonomy have a different definition and are included as a subset of the operating
(“TSC”): expenses reported in the Consolidated Financial Statements.
• Climate change mitigation (“CCM”).
• Climate change adaptation (“CCA”). Circular economy
• Sustainable use and protection of water and marine resources (“WTR”). This year, Besi extended the scope of the EU Taxonomy assessment to the activities
• Transition to a circular economy (“CE”). outlined in the Environmental Delegated Act that came into force in June 2023. Besi has
• Pollution prevention and control (“PPC”). identified the following revenue streams and associated economic activities under the
• Protection and restoration of biodiversity and ecosystems (“BIO”). Circular Economy objective:
• Manufacture of electrical and electronic equipment (CE 1.2), associated with Besi’s core
The EU Taxonomy requires that any undertaking which is subject to Directive 2013/34/EU activity of manufacturing semiconductor assembly equipment.
report on its alignment with the EU Taxonomy’s objectives². The relevant Key Performance • Repair, refurbishment, and remanufacturing (CE 5.1), associated with the extended
Indicators (“KPIs”) for eligibility and alignment are reported as the proportion of turnover, warranty service on the machines purchased from Besi in the past.
capital expenditure (“CapEx”) and operating expenses (“OpEx”). In 2022, the required
disclosure was limited to eligibility and alignment assessment for CCM and CCA activities. The proportion of the EU Taxonomy eligible revenue is determined as the part of the net
Starting in 2023, the disclosure requirement has been expanded to also include the turnover derived from our products and services associated with CE 1.2 “Manufacture of
eligibility of activities for the remaining four objectives. electrical and electronic equipment” and CE 5.2 “Repair, refurbishment and
remanufacturing”, divided by the net turnover. In addition, Besi derives a portion of its
² The EU Taxonomy Regulation (EU) 2020/852 as supplemented with Commission Delegated Regulation (EU) 2021/2139, revenue from the sale of spare parts. However, in the absence of more granular financial
Commission Delegated Regulation (EU) 2021/2178, Commission Delegated Regulation (EU) 2023/2485 and Commission reporting information, Besi is unable to distinguish between spare parts and wear and tear
Delegated Regulation (EU) 2023/2486.
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The Environmental Delegated Act only mandates the disclosure of eligible amounts under its
specified objectives for 2023. Reporting on alignment is required in 2024. Besi has proactively
conducted a preliminary alignment assessment of activities pursuant to the Circular Economy
objective, as a substantial portion of Besi's revenue falls within the scope of these activities.
However, it is unlikely that Besi will report high levels of alignment next year in the absence
of EU Ecolabels for machines manufactured by Besi and the extensive substantial contribution
and Do Not Significant Harm (“DNSH”) criteria required for the activity pursuant to CE 1.2.

Climate change mitigation

In 2023, Besi made investments to modernize its energy generation system at its site in
Austria by installing heat pumps and solar panels. As a result, Besi allocated related CapEx
to the activities outlined under the category “Installation, maintenance and repair of
renewable energy technologies (CCM 7.6)”.

To evaluate the alignment of its investments as per CCM 7.6, Besi conducted a detailed
examination of Technical Screening Criteria. Besi is taking a conservative approach with
regard to reporting alignment to CCM 7.6 due to insufficient evidence pertaining to the
DNSH criteria for CCA, although the investments in both heat pumps and solar panels
International Women’s Day, Besi Singapore. meet the substantial contribution criteria. In particular, the DNSH requires a comprehensive
physical climate risk assessment for sites hosting renewable energy installations. We
components (referred to as consumables), a distinction explicitly outlined in the description believe the granularity of the climate risk assessment performed by Besi in 2022 under the
of economic activity “Sale of spare parts (CE 5.2)”. As a result, Besi has opted for a more Task Force on Climate-related Financial Disclosures (“TCFD”) falls below the expectations
conservative approach by not reporting eligibility for this revenue stream. This category set forth in the EU Taxonomy framework. As such, Besi intends to revisit the assessment
will be further examined in the future. in 2024 to ensure that potential future investments align with the criteria.

Besi concluded that a portion of the CapEx associated with manufacturing equipment is Key Performance Indicators
essential to its revenue-generating activities. As a result, the investments associated In the aggregate, 82% of Turnover was eligible under CE objectives, 66% of CapEx were
with Besi’s R&D are classified under the activity “Manufacture of electrical and electronic eligible under CCM and CE objectives, and 51% of OpEx were eligible under CE objectives. In
equipment (CE 1.2)”. The denominator for the CapEx KPI includes additions to tangible and 2024, Besi will continue to assess revenue, capital expenditures and operating expenses
intangible assets during the financial year. for eligibility and alignment in accordance with the EU Taxonomy.

Besi further concluded that a portion of the OpEx associated with the non-capitalized R&D
costs is related with its core activity of manufacturing semiconductor assembly equipment.
As a result, these OpEx are classified under the activity “Manufacture of electrical and
electronic equipment (CE 1.2)”. Total OpEx in the scope of the EU Taxonomy are determined
based on the non-capitalized costs associated with R&D, building renovation, short-term
leases, maintenance and repair activities and any other direct expenditures related to the
day-to-day servicing of property, plant and equipment.
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Turnover

Financial year N 2023 Substantial Contribution Criteria DNHS criteria

aligned (A.1) or eligible (A.2)

Proportion of Taxonomy-
Proportion of Turnover,

Turnover, year N-1 (18)

Circular Economy (15)

Minimum Safeguards

Category transitional
Circular Economy (9)

Category enabling
Biodiversity (10)

Biodiversity (16)
Climate Change

Climate Change

Climate Change

Climate Change
Economic Activities (1)

Adaptation (12)
Adaptation (6)

Mitigation (11)
Mitigation (5)

Pollution (14)
Pollution (8)
Turnover (3)

activity (20)
activity (19)
Water (13)
year N (4)

Water (7)
Code (2)

mEUR % Y; N; Y; N; Y; N; Y; N; Y; N; Y; N; Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T

N/EL N/EL N/EL N/EL N/EL N/EL
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1. Environmentally sustainable
activities (Taxonomy-aligned)
n/a
Turnover of environmentally – 0% 0%
sustainable activities (Taxonomy-
aligned) (A.1)
of which Enabling 0% 0% E
of which Transitional 0% 0% T
A.2 Taxonomy-eligible but not
environmentally sustainable (not
Taxonomy-aligned activities)
EL; EL; EL; EL; EL; EL;
N/EL N/EL N/EL N/EL N/EL N/EL
Manufacturing of electric and CE 1.2 472.2 82% N/EL N/EL N/EL N/EL EL N/EL n/a
electronical equipment
Repair, refurbishment, and CE 5.1 2.5 0% N/EL N/EL N/EL N/EL EL N/EL n/a
remanufacturing

Turnover of Taxonomy-eligible but not 474.7 82% 0%

environmentally sustainable activities
(not Taxonomy-aligned activities) (A.2)
A. Turnover of Taxonomy-eligible 474.7 82% 0%
activities (A.1+A.2)
B. TAXONOMY-NON-ELIGIBLE
ACTIVITIES
Turnover of Taxonomy-non-eligible 104.2 18%
activities
Total 578.9 100%
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CapEx

Financial year N 2023 Substantial Contribution Criteria DNHS criteria

aligned (A.1) or eligible (A.2)

Proportion of Taxonomy-
Circular Economy (15)

Minimum Safeguards

Category transitional
Proportion of CapEx,

Circular Economy (9)

CapEx, year N-1 (18)

Category enabling
Biodiversity (10)

Biodiversity (16)
Climate Change

Climate Change

Climate Change

Climate Change
Adaptation (12)
Economic Activities (1)

Adaptation (6)

Mitigation (11)
Mitigation (5)

Pollution (14)
Pollution (8)

activity (20)
activity (19)
Water (13)
year N (4)
CapEx (3)

Water (7)
Code (2)

mEUR % Y; N; Y; N; Y; N; Y; N; Y; N; Y; N; Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T

N/EL N/EL N/EL N/EL N/EL N/EL
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1. Environmentally sustainable
activities (Taxonomy-aligned)
n/a
CapEx of environmentally sustainable – 0% 0%
activities (Taxonomy-aligned)
of which Enabling 0% 0% E
of which Transitional 0% 0% T
A.2 Taxonomy-eligible but not
environmentally sustainable (not
Taxonomy-aligned activities)
EL; EL; EL; EL; EL; EL;
N/EL N/EL N/EL N/EL N/EL N/EL
Installation, maintenance and repairs CCM 0.4 1% EL N/EL N/EL N/EL N/EL N/EL n/a
or renewable energy technology 7.6
Manufacturing of electric and CE 1.2 21.1 65% N/EL N/EL N/EL N/EL EL N/EL n/a
electronical equipment

CapEx of Taxonomy-eligible but not 21.5 66% 0%

environmentally sustainable activities
(not Taxonomy-aligned activities) (A.2)
A. CapEx of Taxonomy-eligible 21.5 66% 0%
activities (A.1+A.2)
B. TAXONOMY-NON-ELIGIBLE
ACTIVITIES
CapEx of Taxonomy-non-eligible 10.9 34%
activities
Total 32.4 100%
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OpEx

Financial year N 2023 Substantial Contribution Criteria DNHS criteria

aligned (A.1) or eligible (A.2)

Proportion of Taxonomy-
Circular Economy (15)

Minimum Safeguards

Category transitional
Circular Economy (9)
Proportion of OpEx,

OpEx, year N-1 (18)

Category enabling
Biodiversity (10)

Biodiversity (16)
Climate Change

Climate Change

Climate Change

Climate Change
Adaptation (12)
Economic Activities (1)

Adaptation (6)

Mitigation (11)
Mitigation (5)

Pollution (14)
Pollution (8)

activity (20)
activity (19)
Water (13)
year N (4)

Water (7)
OpEx (3)
Code (2)

mEUR % Y; N; Y; N; Y; N; Y; N; Y; N; Y; N; Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T

N/EL N/EL N/EL N/EL N/EL N/EL
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1. Environmentally sustainable
activities (Taxonomy-aligned)
n/a
OpEx of environmentally sustainable – 0% 0%
activities (Taxonomy-aligned)
of which Enabling 0% 0% E
of which Transitional 0% 0% T
A.2 Taxonomy-eligible but not
environmentally sustainable (not
Taxonomy-aligned activities)
EL; EL; EL; EL; EL; EL;
N/EL N/EL N/EL N/EL N/EL N/EL
Manufacturing of electric and CE 1.2 19.2 51% N/EL N/EL N/EL N/EL EL N/EL n/a
electronical equipment

OpEx of Taxonomy-eligible but not 19.2 51% 0%

environmentally sustainable activities
(not Taxonomy-aligned activities) (A.2)
A. OpEx of Taxonomy-eligible 19.2 51% 0%
activities (A.1+A.2)
B. TAXONOMY-NON-ELIGIBLE
ACTIVITIES
OpEx of Taxonomy-non-eligible 18.5 49%
activities
Total 37.7 100%
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Green activity by our customers

We deliver systems which can potentially be used by our customers for a variety of
environmentally friendly applications as set forth in the following table:

Potential green activity Application Contribution by Besi

by our customers

Power transmission Electrical • Our new equipment generations are used in the fabrication of advanced power packages for automotive and industrial applications
vehicles enabling more efficient power conversion and reduced power dissipation.

Communication 5G cellular • Our advanced SiP technologies allow for faster, more secure, more efficient and higher bandwidth transmission and reception in 5G
networks advanced cellular networks.

More efficient high-end Data centers • Our next generation die bonding systems allow for ever greater contact density per chip or SiP. As such, they require less power usage and
computing Mobile heat dissipation for data transfer and provide a reduction of overall power usage per bit for both data center and autonomous driving
Phones applications.
Edge/AI • The progress achieved by our hybrid bonding development has also led to significant improvements relative to the energy efficiency,
Phones material consumption and reduced heat dissipation realized by our end-customers versus substrate and leadframe assembly.
Gaming • Our system development for the assembly of integrated photonics and co-packaged optics can reduce power consumption in data centers.
Autonomous
driving

Less waste General • We continuously optimize our systems for reduced material consumption during customer operation in the areas of epoxy and molding
compounds as well as the conversion to water-based chemicals in our plating process technologies as a means of reducing waste.
• Our wafer level systems also facilitate the usage of chiplets in device architectures which also can significantly reduce material
consumption.
• We increase the throughput and yield and reduce the waste generation of our systems during customer operation by shortening learning
curves and reducing operator interaction.

Circular economy General • We offer upgrades, retrofits and conversion kits to customers to extend the useful lives of our systems.
• Some of our equipment has been running at customer sites for more than ten years.
• Some customers sell our equipment to third parties in the secondary market further extending the useful lives of our systems.
• We reduce the energy consumption of our systems with comparable output by optimizing process cycles and component selection.
• We work with scientific institutes to further optimize our systems’ material and energy usage and increase their recycling potential.
• We reduce transport-based emissions via local manufacturing and the usage of alternative freight methods.
• We re-use packaging in our operations to reduce waste and enhance sustainability.
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TCFD Our key stakeholders

Besi recognizes the adverse effects caused by the emerging climate change crisis and Besi regularly engages with stakeholders to identify business and performance
carefully monitors the impact of climate change on our operations. In addition, we opportunities, issues and risks in order to better assess its long-term sustainable value
recognize increasing interest from customers and investors on climate topics and support creation model. Insights are gathered through a variety of channels including dialogue
the activities of the Taskforce on Climate-Related Financial Disclosures (“TCFD”). Our with investors and customers, management reviews, employee surveys and internal and
objective is to comply with its recommendations to provide greater transparency in the external audits. We listen to our stakeholders, strive to be as responsive as possible and
reporting of climate-related risks and opportunities. Additionally, we have used TCFD’s to exceed their expectations.
guidance and conducted a climate change risk assessment using various scenarios to
inform the development of Besi’s climate strategy. We identify key stakeholders according to Besi’s impact on their interests as well as their
ability to influence our strategy and objectives. Our key stakeholders include shareholders,
Besi has made certain climate-related disclosures versus TCFD recommendations as part suppliers, customers, employees, local communities, society and local governments.
of this Annual Report. An overview of all TCFD topics and relevant disclosures including the
climate-related scenario analysis used for compliance with TCFD, are available in Besi’s
ESG Report that can be found at www.besi.com.

Stakeholder group Why we engage How we engage

Shareholders • Shareholders expect Besi to protect their investment and • Shareholders are engaged through an active investor relations program including quarterly and
provide a competitive return on capital while operating annual conference calls, roadshows, conferences, analyst presentations and Besi’s Annual
responsibly as a corporate citizen. General Meeting (“AGM”).
• Both existing and new investors have shown increased • We maintain close contact with investors in Europe, North America and Asia.
interest in ESG and have specific ESG criteria with which to • We conduct regular meetings with investment professionals and encourage them to ask
evaluate Besi’s performance. questions during our earnings calls, meetings, conferences and at our AGM.
• We engage in important face-to-face dialogue and receive valuable feedback about our business
and ESG topics.
• We posted a formal ESG policy on our website to better inform shareholders and analysts as to
Besi’s material topics and activities.

Suppliers • Maintaining a responsible supply chain is an important part • We engage with suppliers through direct dialogue, site visits and audits.
of our Responsible Business pillar. • We perform annual third-party external audits for all significant production and development
• A high quality, flexible and scalable supply chain is critical to facilities with respect to supplier ISO 9001, ISO 14001, ISO 45001, and RBA capabilities.
satisfying customer needs in a cyclical business and to the • We work together with suppliers to lower our joint environmental footprint, create sustainable
long-term success of our business. products and supply chains and assess and mitigate social, health, safety and ethical risks.
• We seek to build long-term, mutually beneficial relationships • In 2023, we conducted an ESG roadshow and provided training sessions for key suppliers to
with our suppliers. increase their ESG-related knowledge. We also asked 55 material suppliers to respond to an
• We are expanding our efforts to ensure that all suppliers can ESG assessment survey to which 84% responded.
match Besi’s own environmental and ethical standards. • We have begun engagement with suppliers as to the origin of their imported steel and iron
supplies due to new EU restrictions.
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Stakeholder group Why we engage How we engage

Customers • Building strong relationships is important to attract • Customer satisfaction is an important measure to gauge customer fulfilment.
customers and to our revenue growth. • We have a very experienced team of 268 sales and service people globally which maintain
• Providing superior customer support is critical to maintaining customer relationships and engage key customers on topics such as device roadmaps, assembly
strong relationships. equipment requirements and future market trends.
• Besi’s customers increasingly seek products that are • We conduct annual customer satisfaction surveys to assess existing relationships and identify
sustainable, environmentally friendly and ethically produced. areas for improvement.
• Our ESG strategy is formulated with sustainable design as a • Customer satisfaction scores have increased over the past five years. In 2023, customers were
key component. particularly satisfied with the reliability, durability and performance of Besi’s systems.
• We engage with customers to ensure that our products meet their environmental and social
standards.
• We conduct sustainable design training on a regular basis in both Austria and Switzerland to
help engineers promote sustainable design in next generation product development.

Employees • Besi considers satisfied and engaged employees as a key • We promote an atmosphere of open dialogue between managers and employees. During
ingredient for its successful growth. performance appraisals, both employees and managers are encouraged to voice their concerns
• Employees expect Besi to have high social and ethical in a collegial exchange.
standards in the conduct of its business. • Employee interests are also communicated in a more institutional way via local European Works
• Employees also expect us to provide them with equal Council representations.
treatment and opportunities, safe working conditions and • We conduct Town Hall meetings for all employees on a quarterly basis to inform them as to
career development potential. current business and financial developments.
• Our ESG performance and engagement will become • We have launched ESG resource pages in certain locations to educate and engage our employees
increasingly important in attracting and retaining talent. about Besi’s ESG strategy and progress.
• We conduct bi-annual employee engagement surveys. Our most recent 2023 survey reported a
high level of participation (94%) and engagement (89%).

Local communities, • Besi relies on the health, wellbeing and stability of local • Besi invests in many community projects, particularly in Asia.
governments and communities in the regions where we operate. • Senior managers review any concerns raised by local communities. They try to communicate any
society • We aim to have a positive impact on communities through issues which may arise to all stakeholders as well as best practices for successful resolution.
good corporate and employee conduct. • We abide by appropriate social, ethical and environmental standards in our operations.
• Society expects Besi to respect national and international • We meet or exceed minimum legal and regulatory compliance levels.
laws and regulations, positively impact local communities • We engage in responsible tax practices.
and provide transparency on economic, environmental and • We pay our fair share of taxation in all jurisdictions in which we have operations.
social topics. • Local governments expect compliance with local laws, regulations and care for the health,
safety and security of their communities.
• Many countries pay close attention to ESG topics in light of increased concern over serious
environmental issues.
• We use international social and ethical standards wherever possible in all our operations.
• We participate in dialogue with local chambers of commerce as appropriate.
• We do not participate in lobbying activities or make political contributions.
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ENVIRONMENTAL IMPACT

Besi is committed to reducing its environmental impact, resource consumption and the
carbon footprint of its operations which includes increasing the sustainability of the
components, modules and systems we produce and purchase from third parties. Material
topics of this pillar include a reduction of carbon emissions and overall usage of energy,
waste, water and hazardous materials. It also focuses on integrating sustainable design
processes into Besi’s development activities and increasing the utilization of renewable
energy sources. We updated our targets for 2024 and 2030 in 2022 and updated the base
year for target setting from 2019 to 2021, as a result of Besi’s successful performance
versus prior targets. In 2023, the Supervisory Board approved a company-wide ESG policy
for publication on our corporate website outlining Besi’s commitment to climate change
mitigation, energy efficiency, renewable energy deployment, waste reduction, re-use and
recycling. In addition, we set an objective of reaching net zero greenhouse gas emissions
in our operations by 2030, incorporating all Scope 1 & 2 emissions.

Set forth below are Besi’s material topics related to its Environmental Impact process
pillar, progress in 2023, progress against Besi’s targets relative to the 2021 baseline and its
targets for 2024: Suppliers Day at Besi APac, Malaysia.

Material topic 2023 progress update versus 2022 2023 progress update versus 2021 base year 2024 target versus 2021 base year

Energy use and • Fuel consumption intensity increased by 10% but declined on an • Fuel consumption: Fuel intensity of 3.2 Kwh/ • 15% reduction in fuel
renewable energy absolute basis (14%). €million revenue was roughly equal to 2021. consumption intensity.
• Electricity consumption intensity increased by 48% and an increase • Electricity consumption: Electricity intensity • 11% increase in energy
of 21% on an absolute basis. increased to 34 Kwh/€million revenue versus 21 Kwh/ consumption intensity due to
• 100% renewable energy achieved at European operations which €million revenue in 2021 (+62%). increased cleanroom
was comparable to 2022. • Renewable energy in Europe increased to 100% requirements.
• Renewable energy utilized globally declined from 76% to 71%. versus 92% in 2021. • 75% renewable energy
• Reporting against TCFD framework continued with relevant • Renewable energy utilized globally increased to 71% utilized globally.
disclosures wherever possible. in 2023 versus 20% in 2021.

Projects realized:
• Purchase of renewable electricity at new Glenmarie, Malaysia site.
• Expansion of existing solar PV system and installation of
groundwater heat pump to replace gas usage at Besi Austria.
• Increased lighting energy efficiency at Besi Netherlands.
• Expansion of LED lighting system at Besi Switzerland.
• Installation of smart meters at Meco facility in the Netherlands.
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Material topic 2023 progress update versus 2022 2023 progress update versus 2021 base year 2024 target versus 2021 base year

Carbon emissions • Scope 1 & 2 emissions intensity increased from 5.2 to • Scope 1 & 2 emissions intensity • 62% reduction in Scope 1 & 2
8.9 tCO₂/€million revenue (+71%). of 8.9 tCO₂/€million revenue decreased versus carbon emissions intensity.
• Absolute Scope 1 & 2 emissions increased from 3,755 to 14.4 tCO2/€million revenue in 2021 (-38%) mainly • 12% reduction in Scope 3
5,124 tCO₂ (+36%). as a result of the accelerated implementation of carbon emissions intensity.
• Scope 3 emissions intensity increased from 13.6 to 17.0 renewable energy usage in Asia.
tCO₂e/€million revenue (+25%). • Absolute Scope 1 & 2 emissions reduced from 10,812
• Absolute Scope 3 emissions roughly equal: from 9,817 tCO₂e tCO₂ in 2021 to 5,124 tCO₂ (-53%).
to 9,843 tCO₂e. • Scope 3 emissions intensity rose from 15.9
tCO₂e/€million revenue in 2021 to
Projects realized: 17.0 tCO₂e/€million revenue (+7%).
• Increased utilization of renewable energy in our Malaysian facilities. • Absolute Scope 3 emissions declined reduced from
• EV vehicles purchased in China to replace petrol-based ICE vehicles. 11,942 tCO₂e in 2021 to 9,843 tCO₂e (18% reduction).
• Reduced shipments from Besi Netherlands to Besi APac to once a
week versus twice per week.

Waste and • Total waste intensity increased from 319 to 430 kg/€million • Total waste intensity of 430 kg/€million revenue • 15% reduction in total waste
hazardous waste revenue (+35%) due to completion of cleanroom facilities in increased versus 316 kg/€million revenue (+36%). intensity.
disposal Singapore and Malaysia. • Absolute total waste increased by 5%. • 20% reduction in hazardous
• Absolute total waste disposal increased by 8% mainly due to • Absolute hazardous waste decreased by 33%. waste.
scrapping activities in Besi APac and Besi Austria.
• Hazardous waste decreased by 8% in absolute terms.
• Reduced paper waste at Besi Netherlands through sustainable
procurement initiative with 70% of total waste now recycled
at this site.

Water withdrawal • Water withdrawal intensity increased from 46 to 51 m3/€million • Water intensity of 51 m3/€million revenue increased • 2% reduction in water
revenue (+11%). by 24% versus 41 m3/€million revenue in 2021. withdrawal intensity.
• Absolute water withdrawal decreased by 9%. • Absolute water withdrawal decreased by 3%.
• Use of centrifuge at China facility to increase water recycling.

Sustainable • Projects underway to analyze product lifecycles in multiple product • Roadmaps, priorities and initiatives developed for • Develop additional targets for
design groups. sustainable system design in accordance with sustainable system design.
• Finished wastewater treatment project in collaboration with targets.
Copernicus Institute of Sustainable Development at Utrecht
University, the Netherlands, to measure ecological footprint of
Besi’s plating systems.
• Launch of Design-to-X initiative to incorporate a Design-to-Cost
and Design-to-Sustainability philosophy in product design.
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SDG alignment
The following SDGs align with the Environmental Impact pillar of Besi's ESG strategy:

Goal/description How we contribute

Ensure access to affordable, reliable, We increased the percentage of renewable energy used across our operations to 71% in 2023 which was significantly above the
sustainable and modern energy for all. 25% renewable energy target for 2022. On track to meet the revised 2024 target of 75%.

Build resilient infrastructure, promote We conduct life cycle assessments as a means of reducing our products’ environmental footprint while increasing their efficiency
inclusive and sustainable industrialization and recyclable content. Toward this end, we have collaborative projects underway with several European universities and launched
and foster innovation. an initiative called Design-to-X to increase Besi’s sustainable system design for each successive product generation.

Ensure sustainable consumption and The availability and conservation of natural resources is one of today’s largest global challenges. We accept our responsibility by
production patterns. concentrating on the procurement of environmentally friendly materials, reducing waste and packaging in our supply chain for
product manufacturing and increasing our participation in the circular economy.

Take urgent action to combat climate We recognize the urgent global challenge of reducing greenhouse gas emissions. We contribute to this effort by investigating
change and its impacts. innovative systems and solutions to help reduce emissions during their entire use phase and by providing a transparent overview
of greenhouse gas emissions as part of our Annual Report. In this regard, we significantly outperformed the 2022 targets for
Scope 1, 2 and 3 emissions and fuel and electricity intensity against a 2019 baseline. In 2022, we set new challenging targets for
achievement by 2024 and 2030 against a 2021 baseline. We aim to reach net zero greenhouse gas emissions in our operations by
2030, incorporating all Scope 1 & 2 emissions. Our long-term objective is to reach net zero carbon emissions by 2050 in recognition
of the global ecological and societal imperatives caused by climate change.
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Energy use and renewable energy

We seek to decrease our energy usage via a reduction of fuel and electricity consumption
and increased utilization of renewable energy sources.

FUEL CONSUMPTION ELECTRICITY CONSUMPTION

GWh KWh/€ million revenue GWh KWh/€ million revenue

4 20 20 Target electricity consumption intensity 2024 100

19.9
Target fuel consumption intensity 2024 16.5
15.6
3 15 15 29% 25% 75
2.8 14.0 24%
13.5
2.5

2.1
2.1
10 10 82% 50
2 80% 80%
1.8
39
34
5.9 6.4 31
1 5 5 26 25
23 23
21
3.3 2.9 3.2 2.8
2.5
18% 20% 20% 76% 71% 75% 100%

0 0 0 0
2019 2020 2021 2022 2023 2024 2030 2019 2020 2021 2022 2023 2024 2030
Target Target
Fuel Target (based on 2021 baseline) Renewable energy Non-renewable energy (based on 2021 baseline)
Relative to revenue Relative target 2024 Target renewable energy
Target non-renewable energy
Relative to revenue Relative target 2024

In 2023, Besi's absolute fuel consumption declined by 14% versus 2022. However, Besi’s
electricity consumption increased on both an absolute and relative intensity basis Groundwater heat pump project at Besi Austria
compared to 2022 due to the expansion of a new production site in Glenmarie, Malaysia,
the completion of cleanrooms at our Singapore and Malaysia facilities. In addition, Besi’s During 2023, we invested in a groundwater heat pump at Besi’s Radfeld, Austria facility
percentage of renewable energy utilized in 2023 decreased versus 2022 due primarily to to replace natural gas usage for its central heating system. The project’s aim, in the
the limited availability of renewable energy at the Glenmarie site in the first half of 2023. best-case scenario, is to fully substitute gas usage with renewable heat generation and
However, we were able to purchase renewable electricity for this site in the second half of to reduce gas usage on an annual basis by approximately 50,000m³, or approximately
2023 and will continue to do so in 2024. As a result, we expect to meet the 2024 target for 100 tCO₂ emissions. The project is expected to be operational in the first quarter of
this KPI. At present we purchase 100% of our electricity needs from renewable source at 2024.
all our European operations.
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Carbon emissions Our absolute Scope 1 emissions decreased by 38% in 2023 relative to 2022 due to improved
Reducing Besi’s carbon footprint is a key focus of our ESG strategy. In reporting carbon energy efficiency. Our absolute Scope 2 emissions increased in 2023 relative to 2022 due to
emission levels, we have adopted the standards and methodology put forth by the a variety of construction projects associated with the expansion of our technology and
Greenhouse Gas Protocol, an independent standard which divides emissions into three scopes: production capabilities, including the temporary absence of renewable energy available at
• Scope 1 emissions: cover direct greenhouse gas (“GHG”) emissions resulting from day-to- the Glenmarie, Malaysia site.
day business activities. This category includes on-site fuel combustion such as gas
boilers as well as manufacturing, transport and fugitive emissions. In addition, both Besi’s Scope 1 & 2 and Scope 3 emissions intensity increased in 2023
• Scope 2 emissions: cover indirect GHG emissions which result from the electricity, heat relative to 2022 due primarily to the significant downturn experienced in the semiconductor
and steam we purchase from external sources. assembly equipment industry which caused our revenue to decline by 20% year over year.
• Scope 3 emissions: include our emissions resulting from upstream and downstream However, Besi has reduced its Scope 1 & 2 emissions intensity versus the 2021 baseline by
transportation, business flights and non-renewable electricity consumption, 5.5 tCO₂ emissions/€million revenue, or 38%, as a result of the accelerated implementation
transmission and distribution losses and well-to-tank, except for the exclusions as of renewable energy across our Asian and European facilities.
mentioned in the Reporting Scope section.
Furthermore, Besi has reduced its absolute Scope 3 emissions versus our 2021 baseline by
Our ambition is to reduce carbon emissions intensity (carbon emissions/revenue) across 2,099 tCO₂e, or 18%, reflecting progress in the areas of transportation, freight and travel
all three reporting scopes. We exceeded targets in 2022 set in 2019 and intend to meet or as well as the beneficial impact of a higher proportion of leading edge assembly systems
exceed more challenging targets set for 2024. Toward this end, we aim to reach net zero in our product mix. In 2023, Besi’s Scope 3 emissions intensity increased to 17.0 tCO₂e
operational greenhouse gas emissions in our operations by 2030, including all Scope 1 & 2 emissions/€million revenue, a 7% increase versus the 2021 baseline.
emissions.
Installation of solar power reduced energy usage at Besi Austria

We expanded a solar roof and increased the usage of photovoltaics systems in 2023 at
Besi’s Radfeld, Austria facility to help reduce aggregate energy consumption and Scope
2 emissions. The solar cells utilized were assembled using Besi’s own equipment.

River cleaning by Besi Singapore employees.

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SCOPE 1 & 2 EMISSIONS SCOPE 3 EMISSIONS*

tCO2 tCO2/€ million revenue tCO2e tCO2e/€ million revenue

12,500 50.0 12,500 11,942 50.0

Target Scope 3
10,812 emissions intensity 2024
10,000 9,817 9,843 40.0
10,000 40.0
9,065
Target Scope 1 & 2
8,587
emissions intensity 2024
7,500 7,407 7,157 30.0
7,500 30.0
Target net zero
25.4 Scope 1 & 2
5,124 emissions 5,000 20.8 20.0
5,000 19.8 20.0
16.5 17.0
3,755 15.9
14.4 13.6 14.0
12.7
2,500 10.0 2,500 10.0
8.9
5.2 5.5

0 0.0 0.0 0 0.0

2019 2020 2021 2022 2023 2024 2030 2019 2020 2021 2022 2023 2024 2030
Target Target
Scope 1 & 2 Target Scope 1 & 2 Scope 3 Target Scope 3
(based on 2021 baseline) (based on 2021 baseline)
Relative to revenue Relative target 2024 Relative to revenue Relative target 2024

* Besi expanded the categories included in its Scope 3 emissions measurement for 2022. Therefore, Scope 3 emissions data
for the years 2019 – 2021 are not fully comparable.

Waste and hazardous waste disposal

We seek to reduce the waste and hazardous waste produced by our operations wherever
possible. In all facilities, waste separation systems are in place and the re-use, reduce,
recycle concept is well established. The principal focus of our efforts is the reduction of
waste used in the packaging process wherein we use materials such as plastic, wood and
cardboard to ensure proper protection. There was an increase in Besi’s absolute waste
produced and waste intensity in 2023 relative to 2022. The launch of the new Glenmarie,
Malaysia site, the scrapping of obsolete materials at Besi Austria in the first half of 2023
and refurbishments to the assembly space at Besi Netherlands all contributed to the
increase in absolute waste. The increase in absolute waste combined with the significant
revenue decline experienced by Besi in 2023 led to a significant increase in our waste
intensity this year. Given that these construction activities were completed in 2023, we
anticipate reducing waste intensity materially in 2024 and intend to meet or exceed our
2024 intensity target in this area.
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WASTE WATER WITHDRAWAL

Tonne kg/€ million revenue Thousands m3 m3/€ million revenue

400 2,000 40 200
Target water intensity 2024
346
33

300 Target waste intensity 2024 1,500 30 30

30 150
27
26
249
237 230

200 1,000 20 100

159 800 77

59
100 500 10 46 51 50
447 430 41 40 39
316 319 268 259

14% 5% 10% 7% 6% 9% 10%

0 0 0 0
2019 2020 2021 2022 2023 2024 2030 2019 2020 2021 2022 2023 2024 2030
Target Target
Hazardous waste Non-hazardous waste (based on 2021 baseline) Water withdrawal Target (based on 2021 baseline)
Target hazardous waste Relative to revenue Relative target 2024
Target non-hazardous waste
Relative to revenue Relative target 2024

Water withdrawal 45001 certificates of approval for their occupational health and safety management
Water conservation is another priority. Virtually all water used in our operations is system. Our development efforts focus on system efficiency both in terms of environmental
discharged back into local water systems. As a result, our net water usage is limited. In impact and productivity/cost savings with a particular emphasis on:
addition, Besi does not operate in any regions with a high or very high-water risk as defined • Leading edge product innovation.
by the World Resources Institute. Besi utilized approximately 30 million liters of fresh • Energy efficiency.
water in its operations in 2023 of which approximately 90% was utilized in our Asian • Recycling potential of applied production materials.
production operations. Water withdrawal intensity increased this year due to the • Recycled content used in our products.
significant revenue decrease experienced. • Exclusion of hazardous components in our systems.
• Exclusion of conflict materials from our design process.
Sustainable design
Besi develops high quality, premium priced system solutions for customers offering We prioritize sustainable design in our system development efforts and conduct life cycle
leading edge reliability, accuracy, throughput, system uptime, yield of defect free devices, assessments as a means of reducing their environmental footprint while increasing their
longevity and low environmental impact. We have implemented externally certified ISO efficiency and recyclable content. As a result, we can provide customers a low total cost
9001 and ISO 14001 management systems to manage quality and environmental issues in of ownership and an attractive return on initial investment while promoting sustainability
our production operations. In addition, six of seven Besi operations have received ISO themes.
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In 2021, we launched several sustainable design initiatives focused on design-to-cost, to-Cost and Design-to-Sustainability concepts to identify ESG improvement opportunities
quality and sustainability. Such initiatives were focused on upgraded versions of our in all product groups while reducing the cost of many mature die attach and packaging
mainstream die bonding product lines as well as for new wafer level assembly platforms platforms. More specifically, the review analyzed the ways Besi could reduce its greenhouse
such as hybrid bonding and next generation TCB chip to wafer systems. We also participated gas emissions and energy use and minimize the carbon footprint for its end-users while
in a project with the University of Applied Sciences and Arts (Lucerne, Switzerland) to increasing product performance and efficiencies in design, procurement and operations.
identify potential areas of cooperation with respect to environmentally friendly product We have developed certain key deliverables utilizing Besi’s existing sustainable engineering
design. Internal projects were also commenced to analyze product lifecycles in multiple efforts and plan to engage with customers who derive the greatest value from
product groups to further extend their useful lives. decarbonization efforts.

In 2023, Besi increased its focus on sustainable design initiatives related to energy In addition to such initiatives, we completed a wastewater treatment project this year in
consumption and greenhouse gas emissions. Toward this end, we developed an initiative collaboration with the Copernicus Institute of Sustainable Development at Utrecht
named “Design-to-X” as part of our strategic plan review. This initiative combines Design- University, the Netherlands, to measure the ecological footprint of Besi’s plating systems.
The project highlighted reduced electricity consumption as a priority in our sustainable
design efforts for this platform.

Besi’s systems can also be customized, reconfigured and redeployed over their product
lifespan thus extending their useful life as well as reducing their environmental impact
Design-to-Sustainability Design-to-X and raw material consumption. Customer utilization of our extensive global network of
field service and spare parts also helps customers extend the useful life of our systems.
Circular Design Combination of Design- • Introduce Design-to-
For existing/future systems to-Cost and Design- Sustainability (focusing Future sustainable design priorities
to-Sustainability on ESG metrics) • Realization of benefits from Design-to-X initiative.
Optimize Across Multiple • Optimization of material selection and consumption.
Optimizing for sustainability

ESG metrics (e.g., carbon Design-to-Value • Embed Design-to-X in • Optimization of transport packaging.
emissions, water use, Maximizing value for development process • Sourcing from more sustainable suppliers.
electricity) customers • Implementation of performance and design initiatives at the component level.
• Set up requisite • Logistics optimization.
engineering capabilities • Enhance energy efficiency and usage of renewable energy at our Asian facilities.
and resource allocation • Reduction of discretionary travel.

• Continue reducing total Besi Switzerland collaborating on environmentally friendly product design
Design-to-Cost cost of ownership for die
bonding and packaging In 2021, we commenced participation in a project with the Lucerne University of Applied
Cost-Efficient-Design systems Sciences and Arts (Switzerland) to identify potential fields of interest for more
Priority in new product environmentally friendly product design. Different scenarios involving customers,
development production locations and processes were examined and highlighted a range of
environmental influences. As a result of our collaborative efforts, we set a target to
Cost-Down-Engineering reduce energy consumption of our die attach platforms by 10% by 2027. We are
Reduce total cost of developing a ten-year roadmap to create additional energy savings programs.
ownership

Optimizing for cost

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PEOPLE WELLBEING

Material issue 2023 progress update versus 2022 2023 progress update versus 2021 base year 2024 target versus 2021 base year

Diversity and • Female employees as % of total employees was equal to 2022 • 17% female employees as % of total employees, • Increase % of female employees as %
inclusion (17%). equal to 2021. of total employees to >19%.
• Female managers as % of total managers decreased from 20% • Female managers as % of total managers • Increase % of female employees in
in 2022 to 17% in 2023. decreased from 18% in 2021 to 17% in 2023. management to >21%.
• Local managers as % of total managers was equal to 2022 • Local managers as % of total managers increased • Maintain % of local nationals in
(88%). from 87% in 2021 to 88% in 2023. management >86%.
• Implemented Diversity and Inclusion policy.

Health and safety • Reported incidents declined to three versus six in 2022. • Incidents reported decreased to three versus five • Achieve safety incident record of
• Of the three incidents reported, one was a minor absence in 2021. zero.
(less than four days) and two were first aid cases in which
the employee could resume work immediately after treatment.
No fatalities were reported.
• Six out of seven Besi facilities (Austria, China, Malaysia,
Singapore, Switzerland and our Meco facility in the
Netherlands) are now ISO 45001 compliant.

Employee • 31 average training hours per employee, equal to 2022. • 2023 employee engagement survey indicated • Maintain employee engagement
engagement and • Bi-annual employee engagement survey conducted by Willis high level of participation (94%) and engagement >85%.
career development Towers Watson. (89%). • Remain above high-tech benchmark.
• Survey results indicated that employees feel safe in their • Besi scored above the high-tech norm in six of • Maintain investment in employee
current physical working environment and that there is seven categories in the 2023 survey. training >21 working hours per
effective collaboration between departments to meet • Average training hours per employee increased to employee per year.
customer needs. 31 hours, up 19% versus 2021.
• Employees also had a strong understanding and motivation to
contribute to Besi’s business and ESG objectives and felt that
there is a strong feeling of trust between team members.
• Survey results will be used to improve areas of under-
performance both company-wide and at facility-levels.
• Sustainable design training conducted in Austria and
Switzerland to help engineers promote sustainable design in
next generation product development.
• Quarterly Town Hall meetings for all employees conducted to
share business progress.
• Employee turnover reduced from 11% in 2022 to 7% in 2023.
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SDG alignment
The following SDGs align with the People Wellbeing pillar of Besi's ESG strategy:

Goal/description How we contribute

Ensure healthy lives and promote well-being Employee health, safety and wellbeing are material topics. Besi’s production sites have EHS officers and committees and a
for all at all ages. health and safety management system and procedures. EHS committees are responsible for the inspection, enforcement and
promotion of health and safety matters in the workplace. Employees also regularly receive EHS training.

Achieve gender equality and empower all We are committed to improving gender diversity across all operations and providing equal opportunities for all employees. We
women and girls. increased the percentage of women in management from 14% in 2019 to 17% in 2023. We are committed to further increasing
the percentage of women in management and women in the workforce but recognize the difficulties achieving such goals per
region due to the limited number of qualified personnel available.

Promote sustained, inclusive and sustainable We are committed to providing a safe and secure working environment for all employees. All employees are made aware of
economic growth, full and productive their rights including the right to freedom of association and collective bargaining.
employment and decent work for all.

Besi is committed to being a good employer and promoting a workplace culture supporting
the achievement of its business and ESG objectives. We comply with all applicable
employment laws and regulations in the countries in which we operate. All employees are
made aware of their rights including the right to freedom of association and collective
bargaining. We seek to be a preferred employer by emphasizing the diversity, health, safety
and wellbeing of our employees, flexible working arrangements and career growth and
development. In 2023, the Supervisory Board approved a companywide ESG policy that has
been published on our corporate website. This policy outlines Besi’s commitment to
employee engagement and career development, diversity and inclusion, equal opportunity,
elimination of discrimination and health and safety.
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HEADCOUNT TRENDS Diversity and inclusion

FTE Temp % of Total Besi values and encourages cultural, age and gender diversity in its workforce. Management
2,500 35% believes that diversity and inclusion help broaden our perspective and contribute to
growth. Diversity and inclusion are priority topics in Besi’s ESG strategy with improved
2,141 gender diversity across all operations the most immediate focus. We recognize that
30%
2,000 women continue to be underrepresented in science, technology, engineering and
496 1,819 1,870
134 25% mathematics fields and is thus a priority in recruiting efforts. Many of our product groups
144
1,596 1,618
and manufacturing sites engage with local universities to drive growth in diversity
62 95
1,500 representation. Our newly published ESG policy and Code of Conduct also emphasize equal
20%
opportunity for all employees and applicants. Specifically, the Diversity and Inclusion
1,193
1,154 1,162 15% policy outlines what diversity and inclusion means to Besi, our goals and what Besi is
1,000 1,081 1,060
doing to promote a diverse and inclusive business culture.
10%
500
FEMALE EMPLOYEES
5% % of headcount
463 491 512 543
453 30
0 0% 19% 20%
2019 2020 2021 2022 2023 20 17% 17% 17% 17% 17%

Europe/NA Fixed HC Asia Fixed HC Temporary HC Temp % of Total 10

0
2019 2020 2021 2022 2023 2024 2030
Topic 2019 2020 2021 2022 2023 Target
Female employees Target (based on 2021 baseline)

Employee turnover 16% 7% 10% 11% 7%

New hires 6% 8% 19% 11% 10% FEMALE MANAGERS
% of headcount managers
As indicated in the tables above, our fixed and temporary headcount levels vary significantly 30
from year to year depending on conditions in our cyclical semiconductor assembly 20% 21%
23%
20 18% 17%
equipment market. In market upturns, headcount typically increases. Conversely, in 16%
14%
downturns, headcount is reduced in alignment with decreased demand, particularly as it 10
relates to temporary production personnel. Similarly, new hiring also follows market
0
movements with higher percentages experienced in industry upturns and lower ratios 2019 2020 2021 2022 2023 2024 2030
realized in industry downturns. Employee turnover typically, but not always, follows such Target
Female managers Target (based on 2021 baseline)
cyclical market influences. Turnover is typically lower in downturns where employees are
less likely to seek employment elsewhere and higher in industry upturns where there is
more demand for personnel industry wide. LOCAL MANAGERS
% of headcount managers
100 87% 88% 88%
83% 85% 86% 86%
75
50
25
0
2019 2020 2021 2022 2023 2024 2030
Target
Local managers Target (based on 2021 baseline)
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Besi’s diversity efforts indicate slow but steady progress as measured by an increasing SICKNESS RATE
percentage of female managers and local managers in the workforce since 2019. However % of headcount
in 2023, Besi reported a decrease in the female managers indicator due to promotion of 4%
3.8%
several male employees to management positions in Besi APac.
3.5%

National Future Day

3%

On November 9, 2023, Besi Switzerland participated in National Future Day 2023 which
provides schoolchildren insight into gender atypical professions. The objective was to 2.2%
2.1% 2.1% 2.1%
provide schoolchildren with the courage and confidence to take charge of their future 2% 1.9%
outside of gender images. As engineering tends to be an underrepresented female 1.7%
1.6%
1.5%
profession, Besi Switzerland showed participants what a career in the semiconductor 1.3% 1.3% 1.3%
industry involves and provided tutorials on how to use some of Besi’s technology 1.1%
1%
including a course on how to code and use a soldering iron. 0.8%

Employee health and safety

Employee health and safety represents another material ESG topic. Besi monitors incidents 0%
in the workplace at all locations worldwide. Incidents are grouped into categories by 2019 2020 2021 2022 2023
severity: (i) fatalities, (ii) major absences (more than four days), (iii) minor absences (less Asia Europe Total
than four days) and (iv) first aid cases in which employees can resume work immediately
after treatment or the following day. Safety hazards at Besi are limited. There were three
safety incidents recorded last year at Besi’s Malaysian and Meco operations of which two Improved working conditions Besi Leshan
were first aid cases and one was a minor absence. In general, incidents are few as our
production facilities are predominantly clean environments with no heavy chemicals Work began at our Besi Leshan facility to optimize safe working conditions for
present. In addition, there were no legal proceedings related to health and safety incidents employees. The facility received ISO 45001 certification in 2023 which represents further
in 2023. We are committed to be compliant with all local laws. Our facilities in Austria, external validation of Besi’s commitment to occupational health and safety
China, Malaysia, Singapore, Switzerland and our Meco facility in the Netherlands are ISO management.
45001 compliant. We expect our Duiven, Netherlands facility to be ISO 45001 compliant
and certified by the end of 2024.
Employee engagement and career development
One of Besi’s principal challenges is to attract, motivate and retain skilled workers critical
to our success in a highly competitive semiconductor equipment industry. A key component
of our strategy is training and talent development for which we provide a variety of
educational programs companywide. In addition, we monitor employee engagement and
satisfaction across all regional operations and conduct surveys to assess our relative
success in such activities. Increases in training hours per employee in 2022 were favorably
influenced by a Chinese government sponsored online training program. In 2023, training
hours remained roughly equivalent to 2022.
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TRAINING Future priorities

Hours/employee • Improve gender diversity across all locations.
40 • Maintain the health and safety of all employees including the maintenance of selected
31 31 COVID-19 protocols related to travel, corporate gatherings and testing.
26
20 20 22 21 21 • Continue to improve Besi’s management systems and gain external ISO 45001
certification for all operations by 2024.
0
2019 2020 2021 2022 2023 2024 2030
Target
Training hours Target (based on 2021 baseline)

RESPONSIBLE BUSINESS

Material issue 2023 progress update versus 2022 2023 progress update versus 2021 base year 2024 targets versus 2021 base year

Ethics and compliance • No reported violations of Besi’s Code of Conduct. • No reported violations of Besi’s Code of Conduct. • Increase employee training participation
• Training provided to all new employees. • Training provided to all new employees. as it relates to Besi’s Code of Conduct.

Responsible supply • % of Purchase Volume (“PV”) to sign General Work • % of Purchase Volume (“PV”) to sign General Work • 77% of PV to sign GWA or GPC.
chain Agreement (“GWA”) or General Procurement Contract Agreement (“GWA”) or General Procurement Contract • 73% of PV to sign CFSI.
(“GPC”) decreased slightly to 76% versus 77%. (“GPC”) increased to 76% versus 64%. • 75% of PV to sign SAQ as to our Code of
• % of PV to sign Conflict Free Sourcing Initiative • % of PV to sign CFSI increased to 71% versus 66%. Conduct.
(“CFSI”) signatories decreased to 71% versus 73%. • % of PV compliant with RoHS directive slightly • 70% of PV audited.
• % of PV compliant with RoHS directive slightly decreased to 93% versus 94%.
decreased to 93% versus 94%. • % of PV to sign Self-Assessment Questionnaire
• % of PV to sign Self-Assessment Questionnaire (“SAQ”) as to our Code of Conduct increased to 66%
(“SAQ”) as to our Code of Conduct increased to 66% versus 63%.
versus 62%. • % of PV audited increased to 63% versus 59%.
• % of PV audited was 63%, equal to 2022.

Community impact • Supported various local charities within the regions • 35 employees at our Meco facility in the Netherlands • Report on Besi hours volunteered,
we operate. generated € 4,375 in social value in the number of monetary donations and education
• Supported local technical schools through donations hours volunteered. projects supported.
of employee time. • Besi Netherlands donated € 7,740 to “‘Stichting
• Volunteered employee hours to local initiatives. Kinderen van de Voedselbank”.
• Besi Leshan provided local schools with 600 hours of
community support and donated ¥ 10,000 RMB to a
local charity.

Tax practices • Compliant with tax obligations where factual • Compliant with tax obligations where factual • Compliant with tax obligations where
economic activities take place. economic activities take place. factual economic activities take place.
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SDG alignment
The following SDG aligns with the Responsible Business pillar of Besi's ESG strategy:

Goal/description How we contribute

Promote peaceful and inclusive societies for sustainable development, provide Besi’s ESG policy, Code of Conduct and Whistleblower procedure guide the activities of our
access to justice for all and build effective, accountable and inclusive institutions employees. Our ESG policy provides a strategic view of Besi’s management across the
at all levels. environmental, social and governance aspects of our business related to both our
operations and value chain. All new employees are required to sign the Code of Conduct
and undertake training upon hiring. All other employees undergo training on a regular
basis. Besi’s Supplier Code of Conduct outlines the standards expected of our suppliers in
areas such as human rights, product quality, health and safety and the environment.

Besi operates in a responsible and sustainable manner for the benefit of all stakeholders. Responsible supply chain
We are committed to the UN Universal Declaration of Human Rights, adhere to high ethical Besi adheres to high ethical standards and expects the same from its suppliers. As such,
standards and expect the same commitment from key stakeholders, particularly across we have three policies in place to promote a sustainable supply chain: a Conflict Minerals
our supply chain. We strive to have a positive impact on the communities and countries in policy, a Supply Chain policy and a Supplier Code of Conduct based on the code published
which we operate via charitable activities, by following responsible tax practices and by by the Responsible Business Alliance (“RBA”). The Code of Conduct is based on international
maintaining open, constructive and mutually respectful relations with tax authorities. In norms and standards including the Universal Declaration of Human Rights, International
2023, the Supervisory Board approved a companywide ESG policy that has been published Labor Standards and the OECD Guidelines for Multinational Enterprises. Besi’s Supply
on our corporate website. This policy outlines the Company’s commitment to ethics and Chain policy and Code of Conduct have been fully in accordance with RBA requirements
corporate culture, engagement with employees and external stakeholders, political since 2018. In addition, we seek to align our operations and supply chain with the Restriction
involvement, and transparent reporting. of Hazardous Substances (“RoHS”) directive. In 2023, 93% of our relevant purchasing
volume was compliant with the RoHS directive. In addition, we have begun engagement
Ethics and compliance with suppliers as to the origin of their imported steel and iron supplies due to new EU
The importance of appropriate anti-corruption and human rights policies has increased restrictions.
with the expansion of Besi’s Asian operations, supply chain and logistics activities. In this
regard, Besi has an ESG policy, Code of Conduct and Whistleblower procedure (all of which Besi is committed to improving the sustainability of its supply chain. Our supply chain
are available on our website) to guide employee activities and to set out the responsibilities, activities include the sourcing of raw materials, components and semi-finished products
procedures and support functions in reporting violations. In addition, all employees are from vendors. The issue of conflict minerals is an important topic for supply chain
required to sign our Code of Conduct and undertake training upon hiring. Further, we management, particularly in Europe and North America. We seek to minimize the impact of
conduct training for all employees globally on a regular basis. Besi’s Code of Conduct also conflict minerals wherever possible. In 2023, Conflict Mineral Reporting Template
prohibits anti-competitive practices. There were no legal proceedings associated with Questionnaires were returned by suppliers representing 71% of material related purchasing
anti-competitive behavior over the past three years. volume, a slight decrease versus the 73% recorded in 2022.

Our confidential Whistleblower procedure enables employees to report suspected cases of

misconduct. These cases are investigated immediately and overseen by local management
and the Board of Management, who have responsibility for approving appropriate corrective
measures.
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With respect to human rights, we follow the RBA Code of Conduct both in our production SUPPLY CHAIN
facilities and supply chain. Labour standards in the RBA Code of Conduct include:
• Freely chosen employment Purchasing Volume (“PV”) Audited
• Young workers % of PV
• Working hours 100
• Wages and benefits 70% 75%
61% 59% 63% 63%
• Humane treatment 50 42%
• Non-discrimination/non-harassment
• Freedom of association 0
2019 2020 2021 2022 2023 2024 2030
In 2019, Besi achieved gold status with the RBA which is externally audited and accredited. Audited Suppliers Target

In 2023, 88 suppliers were responsible for approximately 80% of Besi’s total purchasing
volume. As a result, we established a risk map matrix to assess the importance, reliability,
financial condition and sustainability of all suppliers on a more regular basis. Besi evaluates Self Assessment Questionnaire
suppliers by means of its quarterly business review process under which we regularly % of PV
conduct performance reviews and key supplier audits. In 2023, the number of supplier 100
85%
performance reviews and audits was 63% of our total purchasing volume, equal to 2022. 66%
75%
62% 62% 63% 62%
50
Engagement with suppliers also resulted in additional progress on ESG topics in 2023. Our
Malaysian and Chinese operations began a more comprehensive engagement strategy 0
with suppliers this year through an ESG briefing roadshow, training sessions and the 2019 2020 2021 2022 2023 2024 2030
sharing of ESG-related knowledge. We also conducted an ESG assessment survey that Code of Conduct Self Assessment Questionnaire (“SAQ”) Signatories Target
posed questions related to Besi’s material ESG pillars of Environmental Impact, People
Wellbeing and Responsible Business. Concerning the Environmental Impact pillar, we
asked suppliers whether targets had been set to help reduce Besi’s energy usage, carbon
emissions, waste and hazardous material usage as well as their usage of renewable Code of Conduct Supplier Agreements
energy. Fifty-five suppliers were sent this assessment survey with a response received % of PV
from forty-six (84%), representing approximately 50% of our total purchasing volume. 100
85%
Such responses were used to create a grading system of either Low Risk, Medium Risk or 77% 76% 77%
61% 64% 64%
High Risk. For each risk category, an action plan was created for supplier engagement to 50
ensure improvement in their management of ESG-related issues. Moving forward, Besi will
incorporate this ESG scorecard into its periodic audit for annual suppliers.
0
2019 2020 2021 2022 2023 2024 2030
Finally, the percentage of purchasing volume which answered the RBA Code of Conduct Target
General Work Agreement (“GWA”) or
Self-Assessment increased from 62% in 2022 to 66% in 2023 marking further progress in General Procurement Contract (“GPC”) Signatories
our supply chain engagement with Besi’s ESG activities.
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Conflict Free Sourcing Initiative Signatories profession, Besi Switzerland showed participants what a career in the semiconductor
% of PV industry involves and provided tutorials on how to use some of Besi’s technology including
100 courses on coding and the use a soldering iron.
80%
73% 71% 73%
65% 64% 66%
50 Besi APac partnership with the Ideas Academy

0 Besi APac continued its long-term partnership with the Ideas Academy which provides
2019 2020 2021 2022 2023 2024 2030 high quality, affordable virtual education and in-person classes for students in Kuala
Conflict Free Sourcing Initiative (“CFSI”) Signatories Target Lumpur.

Tax practices
Community impact Besi’s global tax policy views taxation, including the payment and collection of taxes, as
Besi supports activities in the local communities in which it operates, particularly in Asia an integral part of its business and an important part of its social responsibility and
where the assistance is more greatly needed. In Malaysia, activities undertaken in 2023 contribution to society. Besi’s tax policy is aligned with its ESG Strategy and follows the
included a tree planting hiking trail in Taman Botani Negara. In addition, Besi’s Chinese principle of responsible tax practices whereby Besi’s legitimate interests, reputation and
operations supported their community by providing lectures to Leshan primary school corporate social responsibility are taken into consideration. In this respect, the interests
children and by training eight school students for Leshan’s vocational school. In total, of all stakeholders are taken into consideration including customers, shareholders, local
both initiatives amounted to 600 hours of community support. Besi Leshan also donated governments and the communities and countries in which Besi operates. Besi’s global tax
¥ 10,000 RMB to the ‘Star Charity’ which was endorsed by the Leshan Import and Export policy is annually updated and signed off by the Board of Management.
Chamber Commerce. The charity raised ¥ 728,000 RMB to provide support to those in
poverty. It consists of the following principles:
• We commit to paying taxes on time and in accordance with all applicable laws and
At Besi Netherlands, we conducted a Christmas promotion to raise funds for “Stichting regulations.
Kinderen van de Voedselbank”, a charity that combats the social consequences of child • Our tax policy follows Besi’s business. As such, our profits are allocated to the countries
poverty in the Netherlands. It is the only foundation in the Netherlands that donates in which business value is created, taxes are paid and where factual economic activities
clothing packages to children, all of which are new clothes rather than those that have are executed. In addition, all transactions must have a business rationale.
been used and donated. Besi employees managed to raise € 7,740 for this charity. At our • Intra-group transactions are entered into on an arm’s length basis and adhere to the
Meco facility in the Netherlands, 35 of our employees engaged in community service with guidelines issued by the Organization for Economic Co-operation and Development
a charity called Cello. This program generated € 4,375 in social value through the number (“OECD”).
of hours volunteered. • We strive to comply with the letter and spirit of applicable tax laws and regulations and
are guided by relevant international standards.
Besi Austria supported local technical universities and schools through donations, active • We seek a competitive, stable, sustainable and explainable effective corporate tax rate
interchange and dialogue. In addition, they hosted a Girls Day career orientation project for whereby tax incentives and subsidies are used. Any tax optimization must be based on
girls and young women. Points of contact were established between female students for opportunities provided by law or case law and must be aligned with our business and
future-oriented professions in the fields of technology, natural sciences, and computer objectives.
science. Other career orientation days were also held during the year. • Besi does not undertake transactions whose sole purpose is to create an abusive tax
result. In addition, Besi does not use artificial tax structures in tax haven jurisdictions as
On November 9, 2023, Besi Switzerland participated in National Future Day 2023 which defined by the OECD.
provides schoolchildren insight into gender atypical professions. The purpose of the day
was to provide schoolchildren with the courage and confidence to take charge of their
future outside of gender images. As engineering tends to be an underrepresented female
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• We seek to establish and maintain an open and constructive dialogue with tax authorities Our key objectives include the priorities set forth in the chart below:
and other government bodies in all jurisdictions where we operate based on the
disclosure of all relevant facts and circumstances. We discuss important fiscal aspects
upfront with the relevant tax authorities if questions arise as to proper taxation policy.
We also seek rulings from tax authorities to confirm the applicable treatment. In the Expand best
Netherlands and Switzerland, jurisdictions where Besi has substantial operations, we practice reporting
engage with the Tax Authorities through regular meetings, telephone calls and other against ESG
frameworks
correspondence. including CSRD
Implement compliance
The effective tax rate for 2023 was 14.7% (2022: 12.6%). Similar to 2022, income tax expense Exceed 2024 and
Design-to-X
2030 ESG targets
for the 2023 fiscal year was affected by foreign tax rates differentials, non-deductible initiative
expenses, tax-exempt income, tax credits, changes in valuation allowances on deferred
tax assets and benefits from preferential tax regimes legislated by the countries concerned
in order to promote economic development and investment. Further details regarding
income tax expense are provided in Note 29 to the Consolidated Financial Statements.

Future Responsible Business priorities Improve Achieve 100%

• Conduct supply chain audits representing 75% of Besi’s purchasing volume by 2030 in customer and renewable energy
accordance with our new supply chain risk matrix. employee sources at global
• Enhance our supplier evaluation process in the areas of lead time, quality and satisfaction
Future ESG operations
technological capabilities.
• Encourage more suppliers to join the CFSI such that 80% of Besi’s purchasing volume
Priorities
has signed by 2030.

Besi’s future ESG priorities

Besi’s mission is to become the world’s leading supplier of semiconductor assembly
Reach net zero
equipment for advanced packaging applications and to exceed industry average Target 80% PV
Scope 1 & 2
benchmarks of financial performance. We also strive to create long-term value for our compliance with
emissions in our
CFSI by 2030
stakeholders and operate our business in a sustainable way, respecting the environment, operations by
our own employees and the wider society. Besi is committed to running its operations in 2030
accordance with internationally recognized standards and best practices and to promote
sustainability with all stakeholders through the reporting on material ESG topics on an
Increase
annual basis in line with regulatory standards. Increase supply
diversity in
chain audits to
female and local
75% of PV by 2030
management
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Risk Management
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Risk Management

Besi’s risk management program seeks to identify and control potential (fraud) risks and In 2023, the most important components of Besi’s internal control and risk management
events which may affect Besi’s strategy, continuity, business and performance. Our efforts system to manage and mitigate our risks were:
extend throughout our processes, management, employees and systems and are the • An extensive and documented process for preparing Besi’s annual budget, quarterly
subject of continuous focus. In recent years, the importance of internal control and risk estimates and reports of its monthly financial and non-financial information compared
management systems has grown substantially as a result of Besi’s increased size and with the budgeted and quarterly estimated information.
complexity, changing market conditions and expansion of our global business operations. • Monthly business reviews with product group and production site managers with respect
Besi’s internal control and risk management systems have been designed to address and to their monthly and quarterly bookings, revenue, working capital and results of
help mitigate such risks and risk factors. operations, together with discussions of general market, economic, technological, ESG
and competitive developments.
RISK MANAGEMENT PROCESS • Daily reviews of the foreign currency positions of all significant operating companies.
• Annual documentation and analysis of key risks and the development and control of
such risks.
Risk
• Weekly management reviews of Besi’s business, operations, cash, supply chain and
Identification inventory development.
• Compliance with finance and controlling guidelines governing our financial accounting
and reporting procedures.
• Compliance with internal controls over financial reporting that have been implemented
Risk at all significant operating companies.
Reporting
Measurement • Monthly, quarterly and annual reviews of Besi’s ESG performance, risks and risk
Risk management and its progress versus KPIs.
Management • Regular management review of key staff development.
• Regular analyses of operational risks at the subsidiary level.
• Regular analyses of Besi’s capital structure, financing requirements, cash and short-
term deposits, tax position and transfer pricing system.

Monitoring Management
Activities
Operational risks such as the hedging of financial exposures, internal financial reporting
of Risk
and transfer pricing are governed by a set of internal Besi guidelines. In addition, insurance
policies are in place to cover the typical business risks associated with Besi’s operations
and are reviewed every year. Besi’s policies regarding foreign currency hedging, interest
Integration of a risk-conscious culture as part of managing our business rate, credit, market and liquidity risks are further described in the Financial Statements.

Risk identification Risk measurement Risk management Monitoring risk activities Risk reporting

• Business risks identified as • Risk appetite discussed with • Mitigation actions (controls) are • Effectiveness of mitigation • Bi-annual reporting to the Board
a result of dialogue with senior and determined by the Board established for all risks actions (controls) and action of Management and Supervisory
management. of Management. identified. plan status are monitored Board of top 10 risk categories,
• Alignment of risk categories • Standard risk management • Action plans are established across three lines of defence. underlying risks and
with Value Creation Model. methodology established for when controls are needed for • Internal audit reviews risk effectiveness of mitigation
• Risk categories and underlying risk categories and underlying risk mitigation efforts. management effectiveness and actions.
risks reviewed bi-annually with risks. • Explicit mitigation controls and drives improvements. • Risk management framework
the Board of Management. responsibilities assigned for and cycle improvements are
• Explicit risk ownership assigned. action plan execution. reported and approved by the
Board of Management.
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In addition, our use of global and diverse information technology systems could expose our All material findings that result from the use of Besi’s internal control and risk management
IT security, data resources and intellectual property to a variety of security risks as a result system for financial and non-financial risks are discussed with the Audit Committee as
of natural disasters, power outages, cyberattacks, acts of terrorism and malware and/or part of the Supervisory Board on a quarterly or half yearly basis, including:
ransomware infiltration. In response, we have established an information-security program • Development of Besi’s revenue, orders, results of operations and balance sheet versus
which implements measures to prevent, detect and respond to security threats. Such budget as well as developments in the global economy and semiconductor assembly
measures and tools include, among others, vulnerability management tools, access equipment market and their impact on Besi’s financial results.
control management, log management, advanced malware protection, perimeter network • Progress of ongoing strategic initiatives and cost reduction efforts.
defense and endpoint detection and response tools. We have also implemented incident • Status of key customer relationships.
response procedures and a disaster recovery plan which are regularly reviewed and • Analysis of orders lost to competitors and the development of Besi’s competitors’
updated. On an annual basis, limited and focused cyber maturity assessments are businesses.
performed by an external party. In recent years, we also have significantly raised awareness • Material developments in Besi’s research and development activities.
among our employees of the risks and potential risks of cybercrime by annual mandatory • Impacts of actual or potential inflationary pressures, interest rate and risk premium
cyber awareness training. adjustments and global macroeconomic conditions.
• Foreign currency exchange rate developments.
Besi also evaluates non-financial risks which could affect both its strategy and business • Status of Besi’s current corporate governance procedures.
operations including emerging risks such as (i) climate change, natural resource • Status of systems, procedures and activities to monitor and evaluate risks from fraud,
conservation and pollution and (ii) human resources challenges, such as diversity, human bribery or corruption in Besi’s operations.
rights and the recruitment of qualified technical personnel. Non-financial risks are • Cyber security threats and risk remediation related thereto.
governed by a set of internal and external guidelines and instructions. Short- and long- • Climate change exposures.
term topics are assessed through measures such as materiality analyses, key performance • ESG related KPIs and progress versus targets.
indicators for Scope 1, 2 and 3 emissions, water, energy and waste, customer and employee
satisfaction metrics, supplier audits and continuous stakeholder dialogue. In addition to internal controls over financial reporting, the operation of Besi’s internal
control system is also assessed by the external auditor if deemed relevant in the context
Risk governance of the audit of the annual Financial Statements. The results of this audit are discussed
The Board of Management is responsible for (i) the management of internal and external with the Board of Management and the Audit Committee of the Supervisory Board.
risks associated with our business activities and (ii) compliance with applicable legislation
and regulations. The management team is responsible for the monitoring and reporting of There were no indications that Besi’s internal control and risk management systems did
identified risks as well as leading the response across the organization related to any new not function properly in 2023. Please refer to Internal Control and Risk Management of the
risks which may arise. Corporate Governance section for further information.
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Risk universe
Besi’s risk universe can be classified as follows:

Strategic Operational
General Semiconductor industry related • Inventory shortages or surpluses
• General market conditions • Cyclical and seasonal nature of demand • Dependence on suppliers for timely delivery of critical components
• Trade, political and economic frictions for semiconductors • Undetected problems in products
• Significant operations in Europe • Timely new product introductions • Use of global and diverse IT systems
• Supply chain or other manufacturing • Timing of sales cycle • Recruitment and retention of qualified personnel
disruptions • Competition • Disruption in operations
• Impacts from the COVID-19 or future • Price competition • Impacts of the prolonged Ukraine/Russia conflict or Israel/Hamas conflict
pandemics • Industry consolidation • Dependence on international operations
• Impact of climate change • Usage of conflict minerals in supply chain
• Acts of war or terrorism • Corruption and human rights in the Asian Pacific region
• Acquisitions

Strategic Operational

Legal and
Financial
compliance

Financial Legal and compliance

• Fluctuation in quarterly and annual financial results • Protection of intellectual property
• Seasonal and cyclical order volatility • Environmental rules and regulations
• Timely adjustment of costs and overhead levels to fluctuating market conditions • Unethical behavior and non-compliance with Besi’s Code of Conduct
• Customer concentration • Anti-takeover provisions contained in Besi’s articles of association
• Impacts of actual or potential inflationary pressures and interest rate and risk premium adjustments
• Currency exchange rate volatility
• Variability of dividend per annum

Besi does not rank the individual risks identified by management in its risk universe. We
believe that all risks described herein have significant relevance and that a ranking process
would negate the purpose of a comprehensive risk assessment.
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Risk appetite Risk factors

Besi’s risk appetite is primarily based on defined and agreed upon strategies and the We confront many risks in conducting our business that may limit our ability to realize
individual objectives and initiatives within such strategies. Management believes that Besi’s business objectives. We assess our risk exposure by referencing the four risk
Besi’s risk appetite is aligned with its strategy and priorities. The Board of Management categories comprising Besi’s risk universe. Any of the specific risks which form a part of
monitors the operation of its internal control and risk management systems and carries such categories have the potential to materially and adversely affect our business,
out a systematic assessment of its design and effectiveness at which time it also assesses financial condition, results of operations and reputation. In addition, there may exist some
its risks, including residual risks, net of risk mitigation measures. The Board of Management risks currently which are not yet known to us or risks deemed immaterial at present which
discusses the effectiveness of the design and operation of Besi’s internal control and risk could become material in the future. Many of the risks described below may be exacerbated
management system with the Audit Committee and provides input to the Supervisory by impacts from the prolonged Ukraine/Russia conflict and the Israel/Hamas conflict,
Board as to the status of specific risk management initiatives. increased weather events caused by climate change and any worsening of global business
and economic conditions.
Our risk appetite differs per risk type:

Risk category Risk appetite Strategic risks

Strategic risks and Besi seeks to realize its strategic ambitions and priorities Besi’s business and results of operations may be negatively affected by general economic
risks related to the and is willing to accept reasonable risks to achieve such and financial market conditions and volatile spending patterns by its customers.
objectives.
semiconductor Although the semiconductor industry’s business cycle can be independent of the general
industry economy, global economic conditions often have a direct impact on demand for
semiconductor devices and ultimately demand for semiconductor manufacturing
equipment. Accordingly, Besi’s business and financial performance are affected, both
Operational risks Besi has a variety of operating initiatives and challenges
positively and negatively, by fluctuations in the macroeconomic environment. As a result,
in its strategic planning that require an appropriate level
of management attention. We seek to mitigate risks that the Company’s visibility as to future demand is generally limited and its ability to forecast
could negatively affect our realization of operating future demand is difficult.
initiatives and efficiency targets while ensuring that our
quality standards are unaffected in the process. For example, an abrupt decline in demand for mobile applications (in particular order
cancellations by a single IDM customer) in 2018 caused second quarter 2018 orders to
Financial risks Besi’s financial strategy is focused on generating decline by 58% relative to the first quarter of 2018. Such order weakness continued in the
increased revenue, profit and cash flow from its business second half of 2018 and throughout 2019 as customers digested significant capacity added
model, maintaining a strong financial position and in 2017. Conversely, in both 2017 and 2021, orders grew by 82.2% and 98.9%, respectively,
creating long-term value for shareholders. We seek to versus the respective prior year reflecting broad based and rapid industry upturns with
mitigate risks which could negatively influence our results
of operations, financial condition and access to capital
capacity increases experienced in each of Besi’s principal end-user markets.
markets while maintaining optimal operating and
financing flexibility and an attractive capital allocation Besi believes that historic volatility in capital spending by customers is likely to persist in
policy for the benefit of stakeholders. the future. In addition, future economic downturns and/or geopolitical events could
adversely affect Besi’s customers and suppliers which would in turn have an impact on
Besi‘s business and financial condition.
Legal and Besi strives to be fully compliant with its Code of Conduct
compliance risks and all applicable national and international laws and
regulations in the markets and jurisdictions in which it
operates. In addition, we seek to comply with all
environmental and labor laws and use our best efforts to
comply with best practice standards in the jurisdictions in
which Besi operates.
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Trade, political and economic frictions could adversely affect Besi’s revenue and results of markets, the attempt of a country to abandon the euro, the impact of a prolonged Ukraine/
operations. Russia conflict or Israel/Hamas conflict, the failure of a significant European financial
Due to the complex relationships among the European Union, China, Japan, Korea, Taiwan institution, even if not an immediate counterparty to Besi, persistent weakness in the
and North America, there is inherent risk that political and diplomatic influences might value of the euro and the potential adverse impact on global economic growth and capital
lead to trade disruptions. In particular, heightened trade tensions, retaliatory tariffs and markets if eurozone issues spread to other parts of the world as a result of the default of
intellectual property transfer issues between North America and China in recent years a eurozone sovereign or corporate issuer.
could potentially limit or restrict the sale of Besi’s semiconductor assembly equipment to
China. In addition, increased global tensions have also occurred due to China’s challenges Supply chain disruptions or other manufacturing interruptions or delays could affect Besi’s
to Taiwan’s independent governance status as well as Taiwan’s increasing importance to ability to meet customer demand on a timely basis or lead to higher costs.
the global supply chain of advanced semiconductor devices. A significant trade disruption Besi’s business depends on its timely supply of equipment, services and related products
in any area where we do business could have a material adverse impact on our future to meet the changing technical and volume requirements of its customers, which depends
revenue and profitability. Tariffs, additional taxes or trade barriers may increase our in part on the timely delivery of parts, materials and services, including components and
manufacturing costs, decrease margins, reduce the competitiveness of our products or subassemblies, from suppliers and contract manufacturers. Significant and sudden
inhibit Besi’s ability to sell products or purchase necessary equipment and supplies, all of increases in demand for Besi’s products, as well as worldwide demand for electronic
which could have a material adverse effect on our business, results of operations and products, have resulted in, and may continue to result in, a shortage of parts, materials
financial condition. and services needed to manufacture Besi’s products. Such shortages, as well as delays in
and the unpredictability of shipments due to transportation interruptions, have adversely
In addition, there are risks that governments may, among other things, insist on the use of impacted, and may continue to adversely impact, our suppliers’ ability to meet our demand
local suppliers, compel companies to partner with local companies to design and supply requirements. Difficulties in obtaining sufficient and timely supplies of parts, materials or
equipment on a local basis, require the transfer of intellectual property rights and/or local services and delays in and the unpredictability of shipments due to transportation
manufacturing or provide special incentives to government backed local customers to buy interruptions, have adversely impacted, and may continue to adversely impact, Besi’s
from local competitors even if their products are inferior to ours, all of which could manufacturing operations and its ability to meet customer demand. Some key parts,
adversely impact our revenue, margins and financial condition. Many of these challenges components and sub-assemblies are subject to long lead times or are available only from
are particularly applicable in China, which is a fast-developing market for the semiconductor a single supplier or limited group of suppliers, and some sourcing or subassembly is
equipment industry and an area of anticipated growth for Besi’s business. Further, the provided by suppliers located in countries other than the countries where Besi conducts
political and economic climate in China at both the national and regional levels can be fluid its manufacturing. Volatility of demand for manufacturing equipment can increase capital,
and unpredictable. China has implemented state-sponsored initiatives to build domestic technical, operational and other risks for Besi and for companies throughout its supply
semiconductor capacity and supply chains. In addition, North America and the European chain and may cause some suppliers to exit businesses, or scale back or cease operations,
Union have adopted legislation to provide government funding for semiconductor which could also impact our ability to meet customer demand.
manufacturing expansions in their respective regions, but there is uncertainty as to the
amounts and timing of funding and as to any restrictions on recipients. As such, Besi may Besi may also experience significant interruptions to its manufacturing operations, delays
be at a disadvantage in competing with entities participating in such government efforts in its ability to deliver or install products or services, increased costs or customer order
based on their lower cost of capital, access to government subsidies and decision making, cancellations as a result of:
preferential sourcing practices and stronger local relationships or otherwise. • Volatility in the availability and cost of parts, materials or services, including rising
prices due to inflation.
Besi’s business includes significant operations in Europe. Disruptions to European • Difficulties or delays in obtaining required import or export approvals.
economies could have a material adverse effect on Besi’s operations, financial performance, • Shipment delays due to transportation interruptions or capacity constraints.
share price and access to credit. • A worldwide shortage of semiconductor components as a result of sharp increases in
Given the scale of its European operations and scope of its relationships with customers demand for semiconductor products in general.
and counterparties, Besi’s results of operations and financial condition could be materially • Information technology or infrastructure failures, including those of a third-party
and adversely affected by persistent disruptions in European financial and commodity supplier or service provider.
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Besi faces risks related to COVID-19 and global pandemics that could significantly disrupt adversely affect our revenue, operating costs, employee productivity and/or existing
or materially adversely affect its business and financial performance. assets. Furthermore, if our customers or suppliers cannot timely resume their own
The COVID-19 pandemic had a significant adverse impact on global supply chains and operations due to a catastrophic event, we may be unable to fulfill customer orders and/
commercial activity over the past four years. The pandemic also had a sustained adverse or experience reduced or cancelled orders even if Besi’s operations are marginally affected.
impact on economic and market conditions and limited global economic growth for a For example, in September 2023, territories in the East Asian monsoon region, including
prolonged period of time, all of which adversely affected spending on semiconductor Guangdong, Hong Kong, Fujian and Taiwan, experienced significant typhoons and storm
manufacturing equipment, semiconductor supply chains and cycle times, demand for surges, resulting in disruptions to business operations. Such disruptions impacted some
Besi’s product offerings and Besi’s business and operating results. of the semiconductor factories and suppliers that operate in the region. The long-term
effects of climate change on the global economy, and the semiconductor industry in
Significant uncertainty exists as well concerning the impact of any new COVID-19 variants particular, are unclear but could be severe.
on the business and operations of Besi’s customers and their supply chain ecosystems.
Besi’s revenue may be negatively impacted in future periods by its ability to source Compliance with existing or future climate-related land use, energy, environmental and
components and make timely customer deliveries and complete orders. Furthermore, other laws and regulations may: (i) result in significant costs to Besi for additional capital
some of Besi’s customers could also experience significant adverse effects from supply equipment or other process requirements, (ii) restrict the ability to expand our operations
chain shortages as a result of a pandemic which could adversely affect the timing of orders and/or (iii) cause Besi to curtail its operations. Besi also could incur significant costs,
placed with us and/or accepted by them. In addition, any future pandemic could adversely including fines or other sanctions and third-party claims, as a result of violations of, or
impact semiconductor and global supply chains and result in labor shortages, inflationary liabilities under, such laws and regulations. In addition to regulatory compliance, increasing
pressures and increased transportation/logistics costs. As a result, the financial customer sustainability requirements as well as Besi’s own internal targets, could cause
projections Besi uses as the basis for estimates and assumptions used in its quarterly us to alter our manufacturing, operations or equipment designs from time to time and
financial statements could be adversely affected by any further volatility in these incur substantial expense to satisfy such increased regulatory and sustainability
uncertainties. requirements. To the extent that higher costs result in higher prices for our products, Besi
may experience a reduction in the demand for such products, which could negatively affect
Considerable uncertainty still surrounds the potential long-term economic effects of the our results of operations. Conversely, Besi may not be able to pass such increased costs
COVID-19 pandemic. Although Besi continues to actively monitor the situation across its through to customers in the form of higher prices, as a result of which our results of
operations and may take further actions as required by government authorities or as more operations may also be adversely affected. Any failure to comply with or meet such climate
information becomes available, the full extent to which COVID-19, variants thereof or any change related regulations, customer requirements or sustainability targets could
future pandemic may have on our business and operating results, manufacturing adversely impact the demand for Besi’s products and subject us to significant costs and
operations, delivery lead times, sourcing of components and customer service efforts and liabilities and reputational risks that could adversely affect our business, financial
our customers, suppliers and employees, remains highly uncertain. condition and results of operations.

Besi may be materially and adversely affected by the impact of climate change including Acts of war or terrorism could adversely affect Besi’s business and results of operations.
laws and regulations implemented in response to climate change related issues. Threats or acts of war or terrorism may adversely affect our business. Terrorist attacks in
Besi’s business and operations, and those of its customers and suppliers, can be disrupted Europe and other regions globally as well as continuing hostilities in the Middle East,
by acute and chronic physical risks from climate change. Acute physical risks refer to Ukraine and elsewhere have created significant instability and uncertainty in the world. In
those that are event-driven, including natural disasters, interruptions of service from addition, terrorist attacks, including cyberterrorism, that directly impact our employees
utilities or other catastrophic events that may be exacerbated by climate change. Chronic and facilities or those of our suppliers or customers could have an adverse impact on our
physical risks refer to natural disasters occurring more frequently with greater intensity sales, supply chain, production capabilities and costs. Any such event could have a material
and less predictability in all regions of the world. Catastrophic events such as earthquakes, adverse effect on world markets, our business and our results of operations.
floods, hurricanes, drought and tornadoes could make it difficult or impossible to
manufacture or deliver products to Besi’s customers, receive materials from Besi’s
suppliers or perform critical functions whether on a timely basis or at all, which could
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Besi may acquire or make investments in companies or technologies that could disrupt its Due to the lead times associated with the production of semiconductor equipment, a rise
ongoing business, distract its management and employees, increase its expenses and or fall in the level of sales of semiconductor equipment typically lags any downturn or
adversely affect its results of operations. recovery in the semiconductor market by approximately three to six months. This cyclicality
As part of its growth strategy, Besi may acquire or make investments in companies and has had, and is expected to continue to have, a direct adverse effect on Besi’s revenue,
technologies from time to time. Besi could face difficulties in integrating personnel and results of operations and orders. Industry downturns can be severe and protracted and will
operations from the acquired businesses or technology and in retaining and motivating key continue to adversely affect Besi’s revenue, results of operations and orders.
personnel from such businesses. In addition, these acquisitions may disrupt Besi’s ongoing
operations, divert management resources and attention from day-to-day activities, Besi must introduce new products in a timely fashion and its success is dependent upon
increase its expenses and adversely affect its results of operations and the market price the market acceptance of such products.
of its ordinary shares. In addition, these transactions often result in charges to earnings The semiconductor equipment industry is subject to rapid technological change and new
for items such as business unit restructuring, including charges for personnel and facility product introductions and enhancements. The success of Besi’s business strategy and
termination and the amortization of intangible assets or in-process research and results of operations are largely based upon accurate anticipation of customer and market
development expenses. Any future acquisitions or investments in companies or requirements. Besi’s ability to implement its overall strategy and remain competitive will
technologies could involve other risks including the assumption of additional liabilities, depend in part upon its ability to develop new and enhanced products and introduce them
dilutive issuances of equity securities, the utilization of cash and the incurrence of debt. at competitive price levels in order to gain market acceptance. Besi must also accurately
forecast commercial and technical trends in the semiconductor industry so that its
Semiconductor industry related risks products provide the functions required by its customers and are configured appropriately
Besi’s revenue and results of operations depend in significant part on demand for for use in their facilities. Besi may not be able to respond effectively to technological
semiconductors which is highly cyclical and has increasingly become more seasonal in changes or to specific product announcements by competitors. As a result, the introduction
nature. of new products embodying new technologies or the emergence of new or enhanced
Capital expenditures for semiconductor manufacturing equipment depend on the current industry standards could render Besi’s existing products uncompetitive from a pricing
and anticipated market demand for semiconductors and products using semiconductors. standpoint, obsolete or unmarketable.
The semiconductor industry is highly cyclical and volatile and is characterized by periods
of rapid growth followed by industry-wide retrenchment. These periodic downturns have In addition, Besi is required to invest significant financial resources in the development of
included, among other things, diminished product demand, production overcapacity, new products or upgrades to existing products and sales and marketing efforts before
oversupply and reduced prices, all of which have been regularly associated with substantial such products are made commercially available and before Besi is able to determine
reductions in capital expenditures for semiconductor facilities and equipment and whether they will be accepted by the market. Revenue from such products will not be
a reduction of Besi’s revenue. recognized until long after Besi has incurred the development costs associated with
designing, creating and selling such products. In addition, a customer may cancel or modify
Over the past decade, Besi has experienced significant upward and downward movements a product order before or during Besi’s manufacturing process and before it receives
in quarterly order rates due to global macroeconomic concerns, the timing of industry revenue from the customer. While Besi typically imposes a fee when its customers cancel
capacity additions and seasonality associated with end-user application revenue which an order, that fee may not be sufficient to offset costs incurred to design and manufacture
materially affected and, in certain instances, materially adversely affected its revenue, such product. In addition, the customer may refuse to pay the cancellation fee. It is difficult
results of operations and orders. Customer order patterns have become increasingly more to predict with any certainty the frequency with which customers will cancel or modify
seasonal due to the growing influence of more retail-oriented electronics applications in their orders or the effect that any cancellation or modification would have on Besi’s results
the overall demand for semiconductor devices such as smartphones, tablets, wearables, of operations.
infotainment, gaming and automotive electronics and the timing of new product
introductions. As such, typical annual order patterns have been characterized by a strong
ramp in the first half of the year to build capacity to meet anticipated year end demand
followed by a subsequent decline in the second half of the year as capacity additions are
digested by customers.
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Because of the lengthy and unpredictable sales cycle for its products, Besi may not • Local market presence, particularly in Asian markets, and the quality of Besi’s after-
succeed in closing transactions on a timely basis, if at all, which could adversely affect its market sales and service support in each region in which it operates.
revenue and operating results. • Ability to attract and retain qualified personnel, particularly in Asia.
The sales cycle for Besi’s systems are often lengthy and unpredictable due to the
technological sophistication of its products and premium prices related thereto. Factors If Besi fails to compete effectively based upon these or other factors, its business and
affecting the sales cycle include: results of operations could be adversely affected.
• General economic conditions.
• Customers’ capital spending plans, capacity utilization rates, technology roadmaps and Besi may experience increased price pressure on its product sales.
budgetary constraints. Besi’s ability to maintain pricing levels for its systems depends, in part, on its ability to
• Timing related to the adoption, testing, qualification and introduction of new devices continually develop and introduce new products and next generations of its principal
and process technologies and related equipment. products on a timely basis. In addition, pricing discipline has been aided by the successful
• The timing of customers’ budget cycles. execution of cost reduction initiatives including the consolidation and transfer of
• Customers’ internal approval processes. production operations to lower cost areas, expansion of its lower cost Asian supply chain,
flexible Asian production workforce and ongoing structural overhead reduction. The failure
Lengthy sales cycles may cause Besi’s revenue and results of operations to vary from of new product development and/or cost reduction efforts could limit Besi’s ability to
period to period and it may be difficult to predict the timing and amount of any variations. offset future pricing pressure, and, as such, could materially and adversely affect Besi’s
Besi may not succeed in closing such large transactions on a timely basis or at all, which financial condition and operating results.
could cause significant variability in its revenue and results of operations for any particular
period. Recent consolidation activity and industry alliances in the semiconductor industry have
further increased customer concentration and the risk of loss.
Besi may fail to compete effectively in its markets. There has been, and Besi expects that there will continue to be, consolidation within the
Besi faces substantial competition on a worldwide basis from established companies semiconductor industry resulting in fewer potential customers for its products and
based in Japan, Korea, Singapore, China, various other Asia Pacific countries and North services. In addition, and, perhaps more significantly, industry consolidation could result
America, which may have greater financial, engineering, manufacturing and marketing in the potential loss of business from existing customers that are a party to a merger if the
resources than Besi. Besi believes that once a semiconductor manufacturer has decided to combined entity decides to purchase all of its equipment from one of Besi’s competitors.
buy semiconductor assembly equipment from a particular vendor, the manufacturer often Further industry consolidation could result in additional negative consequences to Besi
continues to use that vendor‘s equipment in the future. Accordingly, it is often difficult to including increased pricing pressure, increased customer demands for enhanced or new
achieve significant sales to a particular customer once another vendor‘s products have products, greater sales and promotional costs and the potential for increased oversight
been installed. Furthermore, some companies have historically developed, manufactured from regulatory agencies. Any of the foregoing events would have an adverse impact on
and installed assembly equipment internally, and it may be difficult for Besi to sell its Besi’s business, results of operations and financial condition.
products to these companies or, in attempting to make sales to such companies, risk
exposing Besi’s proprietary technology to a potential competitor. Some of our customers and potential customers are entering into alliances or other forms
of cooperation with one another to expedite the development of processes and other
Besi’s ability to compete successfully in its markets depends on a number of factors both manufacturing technologies. One of the results of this cooperation may be the definition
within and outside its control including: of a system or particular tool set for a certain function or a series of process steps that
• Price, product quality and system performance to customer specifications. uses a specific set of manufacturing equipment. These decisions could work to Besi’s
• Ease of use and reliability of its products. disadvantage if a competitor’s equipment becomes the standard equipment for such
• Manufacturing lead times, including the lead times of Besi’s subcontractors. function or process. Even if Besi’s equipment was previously used by a customer, that
• Cost of ownership. equipment may be displaced in current and future applications by the equipment
• Success in developing or otherwise introducing new products. standardized through such cooperation. These forms of cooperation may have a material
• Market and economic conditions. adverse effect on Besi’s business, financial condition and results of operations.
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In addition, various industries have experienced consolidation and other ownership • Relatively small operations and limited manufacturing resources of some of our suppliers
changes or the emergence of dominant firms and supply chains within those industries, which may limit their ability to manufacture and sell subassemblies, modules,
including the mobile smartphone, computing and automotive industries. Any future components or parts in the volumes Besi requires and at acceptable quality levels, prices
changes in market structure to industries in which we sell our equipment could decrease and delivery timetables.
the number of potential customers for our product offerings and/or risk an increase in • Potential inability of suppliers to meet customer demand requirements during volatile
competition for our clients’ equipment purchases. Moreover, our competitors may respond cycles.
to such changes in market conditions by lowering prices and attempting to lure away our • Reliability or quality issues with certain key components, modules and subassemblies
customers. provided by single source suppliers as to which Besi may not have any short-term
alternative.
• Delays in the delivery of raw materials, modules or subassemblies, which, in turn, may
Operational risks delay shipments to our customers.
• Loss of suppliers as a result of industry consolidation, bankruptcy or insolvency.
Difficulties in forecasting demand for Besi’s products may lead to periodic inventory • Potential copying or theft of proprietary designs for unauthorized use or sale to third
shortages or surpluses. parties including competitors.
Besi typically operates its business with limited visibility of future demand. As a result, it
sometimes experiences inventory shortages or surpluses. Besi generally orders supplies If Besi were unable to deliver products to its customers on time and at expected costs for
and otherwise plans production based on internal forecasts for demand. During the these or any other reasons, or it were unable to meet customer expectations as to cycle
COVID-19 pandemic, we held larger quantities of critical components and parts in inventory time, or it were unable to maintain acceptable product quality or reliability, then its
to help ensure timely deliveries to customers. Besi has in the past failed, and may fail business relationships, market share, financial condition and operating results could be
again in the future, to accurately forecast demand for its products. This has led to, and materially and adversely affected.
may in the future lead to, delays in product shipments or, alternatively, an increased risk
of inventory obsolescence. If it fails to accurately forecast demand for its products, Besi’s Undetected problems in Besi’s products could directly impair its financial results.
business, results of operations and financial condition may be materially and adversely If flaws in the design, production, assembly or testing of its products (by Besi or its
affected. suppliers) were to occur, we could experience a rate of failure in our products that could
result in substantial repair, replacement or service costs and potential damage to Besi’s
Besi depends on its suppliers for critical raw materials, components and subassemblies on reputation. Continued improvements in manufacturing capabilities, controls of material
a timely basis. If suppliers do not deliver their products on a timely basis, particularly and manufacturing quality and costs and product testing are critical factors to Besi’s
during a large order ramp, our revenue, customer relationships and market share could be future growth. There can be no assurance that our efforts to monitor, develop, modify and
materially and adversely affected. implement appropriate tests and manufacturing processes for Besi’s products will be
Besi’s assembly equipment, particularly its advanced packaging systems, is highly complex sufficient to permit us to avoid a rate of product failure that results in substantial delays
and requires raw materials, components, modules and subassemblies having a high degree in shipments, repair, replacement or service costs and/or potential damage to our
of reliability, accuracy and performance. Besi relies on subcontractors to manufacture reputation, any of which could have a material adverse effect on Besi’s business, results
most of these components and subassemblies (and, in certain instances, on sole suppliers of operations and financial condition.
for such items) on a timely basis as our order ramps can be steep and cycle times relatively
short. As a result, Besi is exposed to a number of significant risks including: The costs of product defects and errata (deviations from product specifications) due to, for
• Increased outsourcing of Besi’s manufacturing process including modules and example, problems in Besi’s design and manufacturing processes could include:
subassemblies produced by subcontractors. • Writing off the value of inventory.
• Shortages caused by disruptions at our suppliers and subcontractors for a variety of • Disposing of products that cannot be fixed.
reasons including work stoppage or fire, earthquake, flooding or other natural disasters. • Retrofitting products that have been shipped.
• Changes in our manufacturing processes in response to changes in the market, which • Providing product replacements or modifications.
may delay our shipments. • Defending against litigation.
• Potential for inadvertent use of defective, contaminated or conflict mineral raw
materials.
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Besi’s use of global and diverse information technology systems could result in ineffective A security breach could result in unauthorized access to or disclosure, modification,
or inefficient business management and could expose it to security threats to its data misuse, loss, or destruction of our or our customer’s data (including proprietary design
resources and intellectual property. information, intellectual property or trade secrets). Because there are many different
Besi currently utilizes a variety of information technology (“IT”) systems to run its global security breach techniques and such techniques continue to evolve, we may be unable to
operations. At present, Besi’s operations rely on a range of different software systems to anticipate attempted security breaches and implement adequate preventative measures.
manage sales, administrative and production functions. Some of these systems are Any security breach or successful denial of service attack could result in a loss of customer
proprietary and others are purchased from third party vendors. In addition, some of these confidence in the security of our products and damage to our brand, reduce the demand for
systems are maintained on-site by Besi personnel while others are maintained off-site by our offerings, disrupt our normal business operations, compromise our competitive
third parties. technological position, require us to spend material resources to investigate or correct the
breach, expose us to legal liabilities including litigation, regulatory enforcement and
We maintain and rely extensively on IT systems and network infrastructure for the effective indemnity obligations and materially adversely affect our operating results.
operation of our business and protection of technological resources. We also hold large
amounts of data in data center facilities around the world upon which our business Our business may be harmed if we fail to attract and retain qualified personnel.
depends. We could experience a disruption or failure of our systems, or of the third-party Besi’s future success depends in significant part on the continued contribution of its
hosting facilities or other services that we use. Such disruptions, failures or threats could senior executive officers and key employees including a number of specialists with
include a major earthquake, flood, fire, cyber-attack, act of terrorism, ransomware or advanced university qualifications in the fields of engineering, electronics, software and
other catastrophic event as well as power outages or telecommunications infrastructure computing. In addition, we need to attract and retain other qualified management,
outages or a decision by one of our third-party service providers to close facilities that we technical, sales and support personnel for our operations, particularly to help expand
use without adequate notice or other unanticipated problems with the third-party services Asian production and technical capabilities.
that we use, including a failure to meet service standards. As a highly automated business
with a significant amount of our customers, suppliers and employees working remotely, Besi’s business and future operating results also depend on the continuous monitoring
any such disruptions or failures could (i) result in the destruction or disruption of our and adjustment of our Asian production capacity given the cyclical nature of our business
critical business operations, controls or procedures or IT systems, (ii) severely affect our and increased seasonal influences on order rates. We believe that our ability to increase
ability to conduct normal business operations, including delaying completion of sales and manufacturing capacity has from time to time been constrained by the limited number of
provision of services, (iii) result in a material weakness in our internal control over financial skilled technical and production personnel available. Competition for such personnel is
reporting, (iv) harm our reputation and (v) adversely affect our ability to attract and retain intense and may be amplified by evolving and periodic restrictions on immigration, travel
customers, any of which could materially adversely affect our future operating results. or availability of visas for skilled technology workers. In addition, labor costs in the various
countries in which we operate are rising. The loss of any key executive or employee or the
Besi believes that there has been a global increase in IT security threats and higher levels inability to attract and retain skilled executives and employees as needed could adversely
of professionalism in computer crime which pose a greater risk to the confidentiality, affect our business, financial condition and results of operations.
availability, distribution and integrity of our internal data and information. Besi relies on
commercially available systems, software, tools and monitoring to provide security for the Any significant disruption to Besi’s operations could reduce the attractiveness of our
processing, transmission and storage of confidential information. A disruption, infiltration products and result in a loss of customers.
or failure of our IT systems or any of our data centers could occur as a result of technological The timely delivery and satisfactory performance of Besi’s products are critical to our
error, computer viruses, or third-party action including intentional misconduct by computer operations, reputation and ability to attract new customers and to retain existing
hackers, physical break-ins, the actions of state actors, industrial espionage, ransomware customers. Besi’s administrative, development and systems manufacturing are located all
efforts, fraudulent inducement of employees or customers to disclose sensitive information over the world including locations in the Netherlands, Malaysia, Singapore, Austria, China,
such as usernames or passwords, and employee or customer error or malfeasance. Vietnam and Switzerland. Some of Besi’s facilities are in locations that have experienced
severe weather conditions, fire, natural disasters, flooding, political unrest and/or terrorist
incidents. For example, the operations of Besi’s die bonding facility located near Kuala
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Lumpur, Malaysia were disrupted by a severe flood in the fourth quarter of 2021 which In addition, each region in the global semiconductor equipment market exhibits unique
caused us to defer shipments by four to eight weeks with a revenue value of approximately characteristics that can cause capital equipment investment patterns to vary significantly
€ 20-25 million and to incur € 7.4 million of costs to repair systems affected by the flood. from period to period.

If the operations at any of our facilities in the future were damaged or destroyed as a result Geographically focused disruptions or failures, such as natural disasters, acts of terrorism,
of any of the foregoing, or as a result of other factors, Besi could experience interruptions geopolitical conflict or other localized catastrophic events as well as power outages or
in its service, delays in product deliveries and would likely incur additional costs to arrange telecommunications infrastructure outages in our Asian operations could have a material
new production facilities which may not be available on timely or commercially reasonable adverse effect on our business and results of operations.
terms, or at all. Any interruptions to Besi’s operations or delays in delivering its products
could harm our customer relationships and brand reputation, divert employees’ attention, In addition, compliance with foreign laws and regulations that are applicable to our
decrease revenue, increase our liability exposure and could potentially cause order international operations is complex and may increase our cost of doing business in
cancellations, any of which could adversely affect Besi’s business, financial condition and international jurisdictions. Further, our international operations could expose us to fines
results of operations. It is unclear whether Besi’s insurance policies would adequately and penalties if we fail to comply with regulations such as anti-bribery laws and local laws
compensate for any losses incurred as the result of a production or service disruption or prohibiting corrupt payments to governmental officials. Although we have implemented
delay. policies and procedures designed to help ensure compliance with such laws, there can be
no assurance that our employees, partners and other persons with whom we do business
Besi is largely dependent upon its international operations. will not take actions in violation of our policies or these laws. Any violations could subject
Besi has manufacturing and/or sales and service facilities and personnel in the Netherlands, us to civil or criminal penalties including substantial fines or prohibitions on our ability to
Austria, Malaysia, Korea, Hong Kong, Singapore, China, the Philippines, Taiwan, Thailand, offer our products and services to one or more countries and could also materially damage
Switzerland, Vietnam and North America. Its products are marketed, sold and serviced Besi’s reputation and brand identity.
worldwide. In addition, 84% of its sales in 2023 were to customers outside of Europe and
68% of its employees at year end 2023 were located in facilities outside of Europe. Recent regulations and increased customer focus on the usage of conflict minerals in
product supply chains may force us to incur additional expenses, make our supply chain
Besi’s operations are subject to risks inherent in international business activities including, more complex and result in damage to Besi’s customer reputation.
in particular: US, European and Chinese regulatory authorities have established initiatives with respect
• General economic, banking and political conditions in each country. to the usage by corporations of certain minerals and metals known as conflict minerals in
• Unexpected changes in regulatory requirements, compliance with a variety of foreign their products, regardless of whether such products are manufactured by third parties.
laws and regulations including restrictions on immigration, travel, or availability of visas. Regulations require companies to conduct due diligence and disclose whether the subject
• The overlap of different tax structures and potentially conflicting interpretations of tax minerals originated from the Democratic Republic of Congo (“DRC”) and/or certain adjoining
regulations. countries. The implementation of such regulations could adversely affect the sourcing,
• Management of an organization spread over various countries. availability and pricing of minerals used in the manufacture and assembly of semiconductor
• Currency fluctuations which could result in reduced revenue, increased operating devices. Besi’s reputation could also be harmed since our supply chain is complex and
expenses and foreign currency controls. verification of the origins of these materials in our products through due diligence
• Greater difficulty in accounts receivable collection and longer collection periods. procedures may be difficult and costly and may not be possible at all. In such an event, we
• Difficulty in enforcing or adequately protecting Besi’s intellectual property in foreign may also face difficulties in satisfying customers who require that all our product
jurisdictions. components be certified as conflict-free. Please refer to Besi’s Conflicts Mineral and
• Less developed and predictable legal systems. Supply Chain Policy in the ESG section of this Annual Report.
• Tariffs, import and export licensing requirements, trade restrictions, restrictions on
foreign investments and changes in freight rates.
• Political unrest and terrorist activities in the countries in which it operates.
• Ethical issues such as corruption, bribery and human rights violations.
• Varying impacts per region from climate change events.
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Asian production and personnel expansion could expose us to additional risks related to • The proportion of semiconductor demand represented by industrial and retail
corruption and human rights issues in the region. applications.
In recent years, we have significantly increased our production, engineering and supply • Our ability to scale operations on a timely basis consistent with product demand.
chain capabilities in Asia (Malaysia, China and Singapore) to increase our local presence • The ability of Besi’s suppliers to meet our demand for components, subassemblies and
and operational efficiency. Asian personnel represented 66% of our total headcount at modules on a timely basis.
year end 2023. Further, revenue from Asian customers represented approximately 73% of • The market acceptance of new products or product enhancements by Besi or its
consolidated revenue in 2023. As a more active Asian participant, we may be confronted competitors.
with incidents of corruption and human rights violations which are significant issues in the • The timing of new personnel hires and the rate at which new personnel become
region. In addition, expanded Asian operations could expose us to the risk of fraud or productive.
bribery in our supply chain activities. • Changes in pricing policies by Besi’s competitors.
• Changes in Besi’s operating expenses.
• Besi’s ability to adequately protect its intellectual property.
Financial risks • Besi’s ability to integrate any future acquisitions and any restructuring charges related
thereto.
Besi’s historical financial results have fluctuated significantly and may continue to do so • The fluctuation of foreign currency exchange rates.
in the future. • The impact of any future pandemic on our customers, suppliers and employees.
Besi’s quarterly revenue, orders and operating results have fluctuated significantly in the
past and may continue to do so in the future. Besi believes that period to period comparisons Because of such factors, investors should not rely on quarter to quarter comparisons of
of its operating results are not necessarily indicative of future operating results. Factors Besi’s results of operations as an indication of future performance. In future periods,
that have caused our operating results to fluctuate in the past and which are likely to Besi’s results of operations could differ from estimates of public market analysts and
affect them in the future include the following, many of which are beyond our control: investors. Such discrepancies could cause the market price of its securities to decline.
• Global macroeconomic trends and geopolitical events, which may influence levels of
gross domestic product, purchasing power and consumer confidence of various regions Besi’s orders at any particular date may not be indicative of future operating results.
including both developed and lesser developed countries and which may affect customer Besi’s orders aggregated € 548.3 million in 2023 which reflected a 17.4% decrease versus
willingness to invest in new production capacity. 2022 primarily due to a significant assembly equipment downturn which commenced in the
• The number and frequency of new electronics introductions, particularly for retail second quarter of 2022 and continued throughout 2023. Orders are subject to customer
applications such as mobile, computing, gaming, infotainment and automotive end-user cancellation at any time upon payment of a negotiated cancellation fee. During market
markets. downturns, semiconductor manufacturers historically have cancelled or deferred
• The volatility and seasonality of the semiconductor industry and its impact on additional equipment purchases. Besi’s bookings may also be influenced by seasonal
semiconductor equipment suppliers. factors which typically cause order levels to decline in the second half of the year from
• Industry capacity utilization, pricing and inventory levels. peak levels reached in the first half year. Orders can also be affected by customer
• The timing of new customer device introductions and production processes which could cancellations. For example, orders declined by 58% in the second quarter of 2018 versus
require the addition of new assembly equipment capacity. the first quarter of 2018 primarily due to the cancellation by a single customer of
• The success of Besi’s research and development activities including new hybrid bonding € 28 million in orders.
and other wafer level assembly systems and volume production related thereto.
• The length of sales cycles and lead times associated with Besi’s product offerings. Because of the possibility of changes in delivery schedules, expedited cycle times,
• The timing, size and nature of Besi’s transactions. cancellations and delays in product shipments, Besi’s orders at any particular date may
• The financial health and business prospects of Besi’s customers. not be representative of actual revenue for any succeeding period. Besi’s current and
• The impact on potential orders from consolidation trends among semiconductor future dependence on a limited number of customers increases the potential revenue
producers. impact of any delay or deferral activity by customers.
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Besi may not be able to adjust its costs and overhead levels quickly enough to offset Besi’s results of operations have in the past and could in the future be affected by currency
revenue declines that it may experience in the future. exchange rate fluctuations.
A portion of Besi’s business is characterized by relatively fixed costs including personnel, The following tables set forth Besi’s revenue and costs and expenses by principal functional
facility and general and administrative as well as expenses related to the maintenance of currency for 2023, 2022 and 2021:
our manufacturing equipment. Expense levels in future periods will be based, in large part,
on expectations regarding future revenue sources. As a result, our operating results for Revenue
any given period in which material orders fail to occur, are delayed or are deferred could 2023 2022 2021
vary significantly. Due to the nature of such fixed costs, we may not be able to reduce our
fixed costs sufficiently or in a timely manner to offset any future revenue declines. Our Euro 75% 28% 22%
inability to align revenue and expenses in a timely and sufficient manner would have an US dollar 25% 72% 78%
adverse impact on Besi’s gross margins and results of operations. Total 100% 100% 100%

A limited number of customers have accounted for a significant percentage of Besi’s Costs and Expenses
revenue, and its future revenue could decline if it cannot maintain or replace these 2023 2022 2021
customer relationships.
Historically, a limited number of Besi’s customers have accounted for a significant Euro 32% 27% 27%
percentage of its revenue. In 2023, no customer represented more than 10% of Besi’s Malaysian ringgit 23% 30% 31%
revenue and its largest ten customers accounted for 52% of revenue. We anticipate that Chinese renminbi 15% 14% 13%
our results of operations in any given period will continue to depend to a significant extent Singapore dollar 10% 8% 7%
upon revenue from a relatively limited number of customers. In addition, we anticipate US dollar 8% 10% 11%
that the composition of such customers will continue to vary from year to year so that the Swiss franc 8% 8% 8%
achievement of our long-term goals will require the maintenance of relationships with Other 4% 3% 3%
existing customers and obtaining additional customers on an ongoing basis. Besi’s failure Total 100% 100% 100%
to enter into and realize revenue from a sufficient number of customers during a particular
period could have a significant adverse effect on our revenue development. Besi’s principal reporting currency is the euro. Due to its global operations and differences
in the foreign currency composition of its revenue and costs and expenses, Besi’s results
In addition, there are a limited number of customers worldwide interested in purchasing of operations could be adversely affected by fluctuations in the values of, and the
semiconductor manufacturing equipment and an even more limited number of major relationships between, the euro, the US dollar, Swiss franc, Malaysian ringgit, Chinese
customers and supply chains for specific end market applications such as smartphones, renminbi and Singapore dollar. We seek to manage our exposure to currency fluctuations
tablets, wearables, laptops, computers and automotive electronics. As a result, if only a in part by hedging firmly committed sales contracts denominated in US dollars. While
few potential customers were to experience financial difficulties or file for bankruptcy management will continue to monitor its exposure to currency fluctuations and may use
protection or if there were further customer or supply chain consolidation, the financial hedging instruments to minimize the effect of such fluctuations, Besi cannot
semiconductor equipment manufacturing market as a whole, and Besi’s revenue and assure that exchange rate fluctuations will not have a material adverse effect on its
results of operations specifically, could be negatively affected. results of operations or financial condition.
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Besi’s principal competitors are domiciled in countries utilizing primarily US dollar and/or In addition, third parties may seek to challenge, invalidate or circumvent any patent issued
Japanese yen as their principal currencies for the conduct of their operations. Besi believes to Besi. Further, the rights granted under any patent issued to Besi may not provide
that a decrease in the value of the US dollar and US dollar linked currencies or Japanese competitive advantages and third parties may assert that our products infringe patents,
yen in relation to the euro could lead to intensified price-based competition in its markets copyrights or trade secrets of such parties. Also, third parties may challenge, invalidate or
resulting in lower prices and margins and could have a negative impact on our business circumvent technology which Besi licenses from third parties. If any party is able to
and results of operations. successfully claim that Besi’s creation or use of proprietary technology infringes upon
their intellectual property rights, we may be forced to pay damages. In addition to any
We may not declare dividends at all or in any particular amount in any given year. damages we may have to pay, a court could require us to stop the infringing activity or
Besi aims to pay an annual dividend in accordance with its dividend policy and seeks to obtain a license which may not be available on terms which are favorable to Besi or at all.
increase the amount over time. On an annual basis, the Board of Management (with
Supervisory Board approval) will submit a proposal for approval at the Annual General Besi is subject to environmental rules and regulations in a variety of jurisdictions.
Meeting of Shareholders with respect to the dividend amount to be declared for the prior We are subject to a variety of governmental regulations related to the use, storage,
financial year. The proposal in any given year will be subject to (i) Besi’s review of (a) its discharge and disposal of chemical by-products and water used in our manufacturing
annual and prospective financial performance, liquidity and financing needs, (b) the processes. The failure to comply with any present or future regulations and/or
prevailing market outlook, (c) its strategy, market position and acquisition strategy and/or environmental claims related thereto could result in the assessment of damages or
(ii) a target dividend payout ratio in the range of 40-100% relative to net income to be imposition of fines against Besi, the suspension of production or the cessation of
adjusted accordingly if the factors referred to under (i) so require. operations. New regulations could require us to acquire costly equipment or to incur other
significant expenses to remediate environmental issues. In addition, any failure by us to
Accordingly, the Board of Management may decide not to pay a dividend, or a lower control the use or adequately restrict the discharge of hazardous substances into the
dividend, with respect to any particular year in the future which could have a material environment could subject Besi to future liabilities.
adverse effect on the price of Besi’s ordinary shares.
Our business, reputation and financial position may be harmed by unethical behavior and
non-compliance with Besi’s Code of Conduct.
Legal and compliance risks Besi seeks to conduct its business in accordance with internationally recognized standards
and best practices. We have adopted social, ethical and environmental standards for our
Besi may not be able to protect its intellectual property rights which could make it less operations that typically exceed minimum legal and regulatory compliance levels and
competitive and cause it to lose market share. applied European social and ethical standards in the conduct of our operations wherever
Although Besi seeks to protect its intellectual property rights through patents, trademarks, possible. Besi has established a Code of Conduct which governs the behavior of our
copyrights, trade secrets, confidentiality and assignment of invention agreements and employees worldwide on matters such as corruption and human rights behavior as well as
other measures, there can be no assurance that we will be able to protect our technology integrity and ethical behavior, all of which are important values to the Company.
adequately, that our competitors will not be able to develop similar technology
independently, that any of Besi’s pending patent applications will be issued or that However, we might still encounter unethical behavior and breaches to our Code of Conduct
intellectual property laws will protect our intellectual property rights. In addition, Besi due to intentional fraudulent behavior by individual employees. Issues can arise
operates internationally and intellectual property protection varies among the jurisdictions unintentionally or from a lack of adherence to appropriate rules and regulations. Unethical
in which we conduct our business operations. In certain jurisdictions, the prevention of behavior and misconduct could lead to fines, penalties and claims by injured parties as
theft or copying can be challenging. Litigation may be necessary to enforce our patents, well as material financial loss and damage to the reputation of Besi and its stakeholders.
copyrights or other intellectual property rights, to protect our trade secrets, to determine
the validity and scope of the proprietary rights of others or to defend against claims of Moreover, environmental, social and governance matters continue to evolve rapidly. To the
infringement. Litigation could result in substantial costs and a diversion of resources, extent such matters have the effect of negatively impacting our reputation, they may also
distract Besi’s management from operating the business and could have a material adverse impede our ability to compete as effectively or to recruit and/or retain employees, which
effect on our business and operating results. may adversely affect our operations.
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Anti-takeover provisions could delay or prevent a change of control including a takeover

attempt that might result in a premium over the market price for Besi’s ordinary shares.
Besi’s articles of association provide for the possible issuance of preference shares. In
April 2000, Besi established the foundation “Stichting Continuïteit BE Semiconductor
Industries” (the “Foundation”) whose board consists of five members, three of whom are
independent of Besi. Besi has granted the Foundation a call option pursuant to which the
Foundation may purchase preference shares in a maximum amount equal to the total
number of Besi’s ordinary shares outstanding at the time of exercise of the option minus
one. If the Foundation were to exercise the call option, it may result in delaying or
preventing a takeover attempt including a takeover attempt that might result in a premium
over the market price for Besi’s ordinary shares.
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Shareholder Information
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Shareholder Information

Euronext Amsterdam listing BESI MARKET INFORMATION

Besi’s ordinary shares are listed on Euronext Amsterdam and are included in the Euronext
AEX index. The stock symbol is BESI and the ISIN code is NL0012866412. • BESI
Symbol/Index
• Euronext AEX
At December 31,
2023 2022 Market Cap* • € 10.5 billion ($ 11.6 billion)

Number of ordinary shares, net of shares held in treasury 77,015,794 78,487,926 Dividend Policy • Pay-out 40-100% of net income per annum
Average daily shares traded* 958,008 1,170,670
Highest closing price (€) 140.85 88.28 * As of December 31, 2023.
Lowest closing price (€) 57.32 41.38
Year end share price (€) 136.45 56.56 AVERAGE DAILY VOLUME AND LIQUIDITY
* Includes Euronext and all secondary markets.
Volume (in thousands) Avg Vol * Avg Price (€ millions)
OTC Markets 1,400 100
Besi’s Level 1 ADRs are traded on the OTC markets (symbol: BESIY).
90
1,200 1,171 87
Convertible Notes listings 80
At December 31, 2023, Besi had outstanding (i) € 3.2 million of its 0.5% Senior Unsecured 1,000 958 70
69
Convertible Notes due 2024 (the “2017 Convertible Notes”) ISIN XS1731596257,
(ii) € 150 million of its 0.75% Senior Unsecured Convertible Notes due 2027 (the “2020 800
810
758
60
Convertible Notes”) ISIN XS2211511949 and (iii) € 175 million of its 1.875% Senior Unsecured 695 53
50
Convertible Notes due 2029 (the “2022 Convertible Notes”) ISIN XS2465773070, all of which 600
are listed on Deutsche Börse’s Freiverkehr market www.boerse-frankfurt.de. 40

400 30
25
Besi’s equity structure 20 20
Besi’s authorized share capital consists of 160,000,000 ordinary shares and 160,000,000 200
preference shares. At December 31, 2023, Besi had 81,146,738 issued and outstanding 10
ordinary shares of which Besi held 4,130,944 shares in treasury. 0 0
2019 2020 2021 2022 2023
The foundation “Stichting Continuïteit BE Semiconductor Industries” (the “Foundation”) Avg. Daily Volume Liquidity
has been granted an option to acquire preference shares, which would, if the option were
exercised, allow the Foundation to acquire a maximum of 50% of the total issued share
capital including the preference shares.
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Issuance of ordinary shares and pre-emptive rights the repurchase or cancellation of the preference shares. If no resolution to repurchase or
Ordinary shares may be issued pursuant to a resolution of the General Meeting of cancel the preference shares is adopted, another General Meeting of Shareholders with
Shareholders. The General Meeting of Shareholders may grant the authority to issue the same agenda must be convened and held within two years after the previous meeting
ordinary shares to the Board of Management for a maximum period of five years. After such and this meeting will be repeated until no more preference shares are outstanding.
designation, the Board of Management may determine the issuance of ordinary shares This procedure does not apply to preference shares that have been issued pursuant to
subject to the approval of the Supervisory Board. The foregoing applies accordingly to the a resolution by the General Meeting of Shareholders. In connection with the issuance of
granting of rights to subscribe for ordinary shares but shall not be applicable to the preference shares, it may be stipulated that an amount not exceeding 75% of the nominal
issuance of ordinary shares to a party exercising a previously acquired right to subscribe amount ordinarily payable upon issuance of shares may be paid only if the Company
for ordinary shares. requests payment.

Currently, the General Meeting of Shareholders has delegated its authority to the Board of The Foundation
Management until October 26, 2024, subject to the approval of the Supervisory Board, to Under the terms of an agreement entered in April 2002 between the Company and the
issue ordinary shares and grant rights to subscribe for ordinary shares up to a maximum of Foundation, the Foundation has been granted a call option, pursuant to which it may
10% of Besi’s issued share capital as from April 26, 2023. purchase a number of preference shares up to a maximum of the total number of
outstanding ordinary shares at the time of exercise of the option minus one. This call
Holders of ordinary shares have a pro-rata, pre-emptive right in relation to any ordinary option agreement was revised in May 2008 to comply with applicable laws. The purpose of
shares issued, which right may be limited or excluded. Such shareholders have no pro-rata the Foundation is to safeguard the interests of the Company, the enterprise connected
pre-emptive right with respect to (i) any ordinary shares issued against contributions therewith and all the parties having an interest therein and to exclude as much as possible
other than in cash, (ii) any issuance of preference shares, or (iii) any ordinary shares issued influences which could threaten, among other things, the Company’s continuity,
to employees (including members of the Board of Management). The foregoing applies independence and identity. Until the call option is exercised by the Foundation, it can be
accordingly to the granting of rights to subscribe for ordinary shares but shall not be revoked by the Company, with immediate effect. The aim of the preference shares is,
applicable to the issuance of ordinary shares to a party exercising a previously acquired amongst other things, to provide a protective measure against unfriendly take-over bids
right to subscribe for ordinary shares. On the basis of a designation by the General Meeting and other possible influences that could threaten the Company’s continuity, independence
of Shareholders, the Board of Management has the power, subject to the approval of the and identity, including, but not limited to, a proposed resolution to dismiss the Supervisory
Supervisory Board, to limit or exclude the pre-emptive right in relation to any ordinary Board or the Board of Management.
shares issued and rights to subscribe for ordinary shares granted until October 26, 2024,
subject to the 10% maximum as described above. The designation may be renewed for The Foundation was established in April 2000. The board of the Foundation currently
a maximum period of five years. In the absence of such designation, the General Meeting consists of five members, three of whom are independent of Besi and two of whom are
of Shareholders has the power to limit or exclude such pre-emptive right. former members of the Supervisory Board. Please refer to the chapter Other Information
for additional information about the Foundation and its board members.
Issuance of preference shares
The provisions in Besi’s articles of association for the issuance of preference shares are Voting rights
similar to the provisions for the issuance of ordinary shares described herein. However, Each share (whether it is an ordinary share or a preference share) carries the right to cast
an issuance of preference shares will require the prior approval of the General Meeting of one vote. Resolutions by the General Meeting of Shareholders require the approval of an
Shareholders if it would result in an outstanding number of preference shares exceeding absolute majority of votes validly cast, unless otherwise required by Dutch law or Besi’s
100% of the number of outstanding ordinary shares and the issuance is effected pursuant articles of association.
to a resolution of a corporate body other than the General Meeting of Shareholders, such
as the Board of Management. Furthermore, within two years after the first issuance
of such preference shares, a General Meeting of Shareholders will be held to determine
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Repurchase and cancellation of shares Dividend policy

The Board of Management may cause the Company to repurchase for consideration any Besi considers the payment of dividends on an annual basis based upon (i) a review of its
class of shares in its own share capital which have been paid-up, subject to certain annual and prospective financial performance, liquidity and financing needs, the prevailing
provisions of Dutch law and Besi’s articles of association, if (i) the shareholders’ equity market outlook and Besi’s strategy, market position and acquisition strategy and/or
less the payment required to make the acquisition does not fall below the sum of the paid- (ii) a dividend payout ratio in the range of 40-100% relative to net income to be adjusted if
up and called part of the issued share capital and any reserves required to be maintained the factors referred to under (i) so require.
by Dutch law or Besi’s articles of association and (ii) the Company and its subsidiaries
would thereafter not hold shares (in pledge) with an aggregate nominal value exceeding Due to Besi’s earnings and cash flow generation in 2022, the Board of Management, with
50% of the Company’s issued share capital. Shares held by the Company or any of its the approval of the Supervisory Board, proposed and Besi paid a cash dividend to
subsidiaries will have no voting rights and the Company may not receive dividends shareholders equal to € 2.85 per share for 2022 which resulted in cash payments to
on shares it holds in its own share capital. Any such repurchases may only take place if shareholders of € 222.1 million. Due to Besi’s earnings and cash flow generation in 2023,
the General Meeting of Shareholders has granted the Board of Management the authority the Board of Management will, with the approval of the Supervisory Board, propose a cash
to effect such repurchases, which authorization may apply for a maximum period of dividend to shareholders equal to € 2.15 per share for 2023 for approval at Besi’s Annual
18 months. The Board of Management, with the approval of the Supervisory Board, General Meeting of Shareholders to be held on April 25, 2024. The payments for the year
is currently authorized to repurchase up to 10% of Besi’s issued share capital from 2022 and proposed for the year 2023 represent a dividend payout ratio relative to net
April 26, 2023 through October 26, 2024. income of 92% and 94%, respectively.

Upon a proposal of the Board of Management, with the approval of the Supervisory Board, Ownership interests in the ordinary shares
the General Meeting of Shareholders has the power to reduce the Company’s issued share Under the Dutch Financial Supervision Act (Wet op het financieel toezicht, “Wft“), the
capital by means of cancelling shares held in treasury or by reducing the nominal value of following parties have notified the Dutch Authority for the Financial Markets (Autoriteit
the shares by way of an amendment of the Company’s articles of association. Any such Financiële Markten, “AFM”) of their share interests in the Company equal to or exceeding
proposal is subject to the relevant provisions of Dutch law and Besi’s articles of association. 3%:
Upon the proposal of the Board of Management, with the approval of the Supervisory
Board, the General Meeting of Shareholders agreed to authorize the cancellation of Share Voting
ordinary shares held in treasury of up to a maximum of 10% of the Company’s issued share Notification effective interest rights
capital as at April 26, 2023. In accordance therewith, the Board of Management was
authorized to determine the exact number of ordinary shares to be so cancelled. BlackRock Inc. February 14, 2024 10.11% 11.57%
FMR LLC May 11, 2023 6.00% 6.00%
Change of control provisions in significant agreements Goldman Sachs Group Inc. December 6, 2023 4.28% 4.28%
Each of Besi’s 2017, 2020 and 2022 Convertible Notes contain change of control provisions BE Semiconductor Industries N.V. October 19, 2023 5.00% 0.00%
under which in the event of a change of control of Besi (as defined), the holder of Norges Bank August 24, 2023 3.29% 3.29%
a Convertible Note will have the right to require Besi to redeem that Convertible Note T. Rowe Price Group, Inc. September 13, 2023 3.21% 3.08%
at 100% of its principal amount together with accrued and unpaid interest thereon. Société Générale S.A. February 22, 2023 3.05% 3.05%
In addition, Besi’s revolving credit facility with a consortium of banks contains a provision Sylebra Capital Limited October 18, 2021 3.04% 3.04%
requiring the repayment of all borrowings outstanding upon a change of control of Besi
(as defined) at 100% of its principal amount outstanding. At December 31, 2023, there was A list of share and voting interests in the Company of 3% or more can be found on the AFM
no change of control provision contained in any other of Besi’s material agreements. website: www.afm.nl.
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Analysts Investors in European, North American and Asian markets are increasingly considering
The following sell side analysts cover Besi’s shares: sustainability and Environmental, Social and Governance (“ESG”) themes as part of their
investment process. Investors are requesting more ESG information from us than in
Alliance Bernstein Sara Russo previous years particularly in the areas of climate change, fossil fuels, carbon emissions,
Arete Research Jim Fontanelli conflict minerals and human rights within the supply chain. Shareholders expect Besi to
Barclays Simon Coles protect their investment and provide a competitive return on invested capital while
Berenberg Trion Reid operating in a sustainable and responsible manner as a good corporate citizen. Besi has
B of A Securities Didier Scemama engaged in important dialogue with stakeholders and received valuable feedback about its
BNP Paribas Exane Martin Jungfleisch business and ESG issues as a result of its investor relations program.
Citi Andrew Gardiner
Degroof Petercam Michael Roeg Important investor relations dates in 2024 that are currently planned (subject to change)
Deutsche Bank Rob Sanders are as follows:
Goldman Sachs Alexander Duval
ING Marc Hesselink April 25, 2024 2024 first quarter results
KBC Securities Thibault Leneeuw April 25, 2024 Annual General Meeting of Shareholders
Kepler Chevreux Ruben Devos July 25, 2024 2024 second quarter results
Morgan Stanley Nigel van Putten October 24, 2024 2024 third quarter results
Needham & Company Charles Shi February 2025 2024 fourth quarter and annual results
NewStreet Research Rolf Bulk
ODDO BHF/ABN AMRO Martin Marandon-Carlhian Prevention insider trading
Redburn Atlantic Timm Schulze-Melander Besi has implemented a Code of Conduct governing the use of inside information by the
Stifel Florian Sager members of the Supervisory Board, the member of the Board of Management and any
UBS Madeleine Jenkins other designated persons, including key staff members. In addition, there is a separate
Van Lanschot Kempen Nikos Kolokotronis Code of Conduct governing the use of inside information by Besi employees generally.
Designated persons have agreed in writing to observe the relevant Code of Conduct
Investor relations concerning the reporting and regulation of transactions in Besi securities (and other
Besi uses a range of activities to initiate and maintain contact with investors. After designated securities) and the treatment of price-sensitive information. Besi has appointed
publication of its annual and quarterly results, (virtual) roadshows are typically held for a compliance officer who is responsible for monitoring compliance with the Codes of
institutional investors in Europe, the United States and Asia. Planned roadshows and Conduct and communication with the AFM.
presentations can be found on the Besi website. Contacts with institutional investors are
further maintained by means of conference calls, conferences and investor visits. The Besi Incentive Plan
Company’s investor outreach also includes meetings with retail investors, research Besi may grant performance shares on an annual conditional basis to the member of the
analysts, private investors, journalists and media outlets to help communicate the Besi Board of Management, key employees and officers under the current Besi Incentive Plan.
story to the investment community and general public. Shareholders are also engaged Further information on this subject is given in the Remuneration Report.
through quarterly and annual conference calls and participation at Besi’s Annual General
Meeting of Shareholders.
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Besi’s share price development

BESI’S SHARE PRICE VERSUS SOX INDEX AND STOXX EUROPE 600 INDEX BESI’S SHARE PRICE VERSUS SOX INDEX AND STOXX EUROPE 600 INDEX
(Since January 1, 2021 until December 31, 2023; rebased to 100) (Since January 1, 2023 until December 31, 2023; rebased to 100)
300 300
+175.2%

+141.2%
250

200
200
+49.4%
+64.9%

150
100 +19.7%
+12.7%

100

0 50
Jan-21 Apr-21 Jun-21 Sep-21 Dec-21 Mar-22 Jun-22 Sep-22 Dec-22 Mar-23 Jun-23 Sep-23 Dec-23 Jan-23 Feb-23 Mar-23 Apr-23 May-23 Jun-23 Jul-23 Aug-23 Sep-23 Oct-23 Nov-23 Dec-23

Besi SOX STOXX Europe 600 Besi SOX STOXX Europe 600
Source: Capital iQ Source: Capital iQ
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Corporate Governance
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Corporate Governance

Besi acknowledges the importance of good corporate governance, the most important Appointment and replacement of members of the Board of Management
elements of which are transparency, independence and accountability. Important corporate Members of the Board of Management are appointed by the General Meeting
governance developments in applicable jurisdictions are followed closely and rules are of Shareholders. A resolution of the General Meeting of Shareholders to appoint a member
implemented where appropriate. of the Board of Management requires an absolute majority of the votes validly cast in
the event and to the extent the appointment occurs pursuant to, and in accordance with,
Besi’s ordinary shares are listed on Euronext Amsterdam. Accordingly, Besi complies with a proposal of the Supervisory Board. Such resolution requires at least two thirds of the
all applicable listing rules of Euronext Amsterdam. votes validly cast representing more than one third of the issued share capital in the event
and to the extent the appointment does not occur pursuant to, and in accordance with,
Besi applied the Dutch Corporate Governance Code which was updated in 2022. Deviations a proposal thereto of the Supervisory Board.
from the Dutch Corporate Governance Code are explained below under Explanation of
Deviations from the Dutch Corporate Governance Code. The Dutch Corporate Governance Members of the Board of Management may at any time be suspended or dismissed by
Code can be found at www.mccg.nl. the General Meeting of Shareholders. A resolution for suspension or dismissal of a member
of the Board of Management requires an absolute majority of the votes validly cast in the
Board of Management event and to the extent the suspension or dismissal occurs pursuant to, and in accordance
The role of the Board of Management is to manage the Company and its affiliated with, a proposal by the Supervisory Board. Such resolution requires at least two thirds
enterprises and to ensure their continuity, which includes, among other things: of the votes validly cast representing more than one third of the issued share capital in
• The formulation of a sustainable long-term value creation strategy. the event and to the extent the suspension or dismissal does not occur pursuant to, and
• The identification, analysis and management of the risks inherent in Besi’s business and in accordance with, a proposal thereto of the Supervisory Board. Members of the Board of
sustainable long-term value creation strategy and initiatives related thereto. Management may also be suspended by the Supervisory Board.
• The establishment of Besi’s risk appetite and implementation of measures necessary to
mitigate any risks undertaken. Remuneration Report
• The proper regard for environmental, social and governmental issues relevant to Besi The Remuneration Report is included in a separate section in this Annual Report.
and the global communities in which we operate as further described in our Environmental,
Social and Governance Report. Conflicts of interest – members of the Board of Management
• The proper regard for the impact of new technologies on our society, products, employees, Any appearance of a conflict of interest between the Company and members of the Board
stakeholders and business model in such areas as digitalization, artificial intelligence, of Management should be prevented. If a member of the Board of Management has an
and automation, amongst others. actual or potential direct or indirect personal conflict of interest with the Company, he or
she shall not participate in the deliberations and the decision-making process of the Board
In discharging their role, members of the Board of Management shall be guided by the of Management for such matter. If, as a result thereof, no resolution of the Board of
interests of the Company and its affiliated enterprises as well as the interests of Besi’s Management can be adopted, the resolution may be adopted by the Supervisory Board.
shareholders and other stakeholders. Members of the Board of Management are required No conflict of interest of material significance to Besi and/or the member of the Board of
to put the interests of the Company ahead of their own interests and to act critically and Management was reported in 2023.
independently when carrying out their responsibilities. The Board of Management is also
charged with establishing and maintaining internal procedures which ensure that all Supervisory Board
relevant information is provided to the Supervisory Board in a timely manner. The role of the Supervisory Board is to supervise the policies executed by the Board
of Management and the general affairs of the Company and its affiliated enterprises and
The Company’s articles of association provide that certain resolutions of the Board of to assist the Board of Management by providing advice. In discharging their role,
Management require the prior approval of the Supervisory Board. Pursuant to Dutch law Supervisory Board members shall be guided by the interests of Besi and its affiliated
and the Company’s articles of association, any decisions of the Board of Management enterprises as well as the relevant interests of Besi’s shareholders and other stakeholders.
involving a major change in the identity or character of the Company and/or its affiliated Supervisory Board members are required to put the interests of Besi ahead of their own
enterprises are subject to approval by the General Meeting of Shareholders. interests and to act critically and independently vis-a-vis one another, the Board of
Management and any particular third-party interests involved. Further, the Supervisory
Board also has due regard for environmental, social and governance issues that are
relevant to Besi. The Supervisory Board annually evaluates its own functioning.
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Each member of the Supervisory Board is currently considered independent within the Remuneration Supervisory Board
meaning of best practice provision 2.1.8 of the Dutch Corporate Governance Code. Each The General Meeting of Shareholders shall determine the remuneration of the Supervisory
Supervisory Board member has the specific expertise required for the fulfilment of his or Board members with due observance of the Remuneration Policy for the Supervisory Board
her duties. The composition of the Supervisory Board shall be diverse such that the that was adopted at the Annual General Meeting of Shareholders held on April 30, 2020.
requisite expertise, experience, nationality and cultural or other background, age, gender The remuneration of the members of the Supervisory Board is fixed and does not depend
identity, competencies, other personal qualities and independence are present for it to on the results of the Company. In addition, Besi does not grant Supervisory Board members
carry out its duties properly as well as to better promote the interchange of ideas and any shares or rights to acquire shares in Besi, personal loans, guarantees or advance
different points of views amongst members. A Supervisory Board member shall be payments as remuneration. The Remuneration Report contains the information prescribed
reappointed only after careful consideration. The profile criteria referred to above shall by applicable Dutch law on the level and structure of the remuneration of individual
also be taken into account in the event of a reappointment. Supervisory Board members.

Regulations governing the Supervisory Board (“Regulations Supervisory Board”) are posted Further, none of the members of the Supervisory Board personally maintains a business
on Besi’s website: www.besi.com. relationship with Besi other than as a member of the Supervisory Board. As of
December 31, 2023, none of the members of the Supervisory Board owned shares of the
Appointment and replacement of members of the Supervisory Board Company.
Members of the Supervisory Board are appointed with due observance of the requisite
profile for its size and composition as adopted by the Supervisory Board from time to time, Conflicts of interest – members of the Supervisory Board
subject to the provisions of Dutch law and Besi’s articles of association. Any appearance of a conflict of interest between the Company and Supervisory Board
members shall be prevented. If a member of the Supervisory Board has an actual or
Members of the Supervisory Board are appointed by the General Meeting of Shareholders. potential direct or indirect personal conflict of interest with the Company, he or she shall
A resolution for appointment requires an absolute majority of the votes validly cast in the not participate in the deliberations and the decision-making process of the Supervisory
event and to the extent the appointment occurs pursuant to, and in accordance with, Board for such matter. The Supervisory Board is responsible for resolving conflicts of
a proposal of the Supervisory Board. Such resolution requires at least two thirds of the interest involving members of the Board of Management, members of the Supervisory
votes validly cast representing more than one third of the issued share capital in the event Board and majority shareholders. If all members of the Supervisory Board are conflicted,
and to the extent the appointment does not occur pursuant to, and in accordance with, then the Supervisory Board shall remain authorized to adopt resolutions. No conflicts of
a proposal thereto of the Supervisory Board. interest of material significance to Besi and/or the members of the Supervisory Board
were reported in 2023.
Members of the Supervisory Board may be suspended or dismissed at any time by the
General Meeting of Shareholders. A resolution for suspension or dismissal requires an Diversity and inclusion
absolute majority of the votes validly cast in the event and to the extent the suspension The Supervisory Board has a diverse composition in terms of experience, expertise,
or dismissal occurs pursuant to, and in accordance with, a proposal of the Supervisory nationality and cultural or other background, competencies, education, gender identity
Board. A resolution for suspension or dismissal requires at least two thirds of the votes and age, and is on all those points in line with the objectives of its profile and Diversity and
validly cast representing more than one third of the issued share capital in the event and Inclusion policy. Diversity and inclusion is a high priority on its agenda. Diversity in general
to the extent the suspension or dismissal does not occur pursuant to, and in accordance and gender diversity in particular are important factors in the selection process of
with, a proposal thereto of the Supervisory Board. Supervisory Board candidates. When considering new candidates, the Supervisory Board
will retain an active and open attitude with respect to the selection of female candidates.
Supervisory Board committees Gender is, however, only one factor of diversity. The qualifications of a particular person
The Supervisory Board has three committees: the Audit Committee, the Remuneration and the requirements for the position shall in principle always prevail over all other factors
Committee and the Nomination Committee. The function of the committees is to prepare and considerations when filling a vacancy, unless otherwise required by Dutch law.
and facilitate the decision-making of the Supervisory Board. The terms of reference of the The current Supervisory Board’s male/female ratio is 60/40 and as such in compliance with
committees are posted on Besi’s website: www.besi.com. the Supervisory Board’s profile and Diversity and Inclusion policy as well as with article
2:142b of the Dutch Civil Code.
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The Supervisory Board considers its current composition to be aligned with its objective Directors and Officers insurance policy
for an adequate and diverse composition and in relation to the technological and global Members of the Board of Management and the Supervisory Board and certain senior
character of Besi’s business as well as an adequate level of knowledge and experience in management members are covered under Besi’s Directors and Officers’ insurance policy.
financial, economic, technological, social and legal aspects of international business and Although the insurance policy provides for broad coverage, members of the Board of
government and public administration. Management and the Supervisory Board and certain senior management members may be
subject to uninsured liabilities. Besi has agreed to indemnify members of the Board of
At present, the Board of Management consists of one person who is Besi’s Chief Executive Management and the Supervisory Board and certain senior management members against
Officer and Chairman of the Board of Management. certain claims brought against them in connection with their position with the Company
provided that such individual acted in good faith and in a manner he or she reasonably
Besi values and encourages diversity and inclusion in its workforce and management. Besi believed to be in or not opposed to the best interests of Besi and, with respect to any
believes diversity and inclusion helps broaden its perspective and contributes to Besi’s criminal action or proceedings, such individual had no reasonable cause to believe his or
growth. It is a priority in Besi’s business strategy with a particular focus on gender diversity her conduct was unlawful.
across its operations. Besi also recognizes the importance of diversity and inclusion in
recruiting. For example, many of its product groups engage with local universities to Shareholders and the General Meeting of Shareholders
increase diversity, inclusion and gender representation. Besi’s Code of Conduct also Good corporate governance requires the participation of shareholders. It is in the interest
emphasizes equal opportunity for all employees and applicants. of the Company that as many shareholders as possible participate in Besi’s decision-
making at the Annual General Meeting of Shareholders or any Extraordinary General
Besi’s Diversity and Inclusion policy is focused on a comprehensive inclusion and equality Meeting of Shareholders. Significant shareholder participation enables the General
approach throughout the organization, including management. Gender diversity is one of Meeting of Shareholder to exert such influence on the policies of the Board of Management
the key elements of this policy. At December 31, 2023, management consisted of 193 and the Supervisory Board such that they provide important checks and balances to the
persons of which 17% were female (2022: 20%). Besi has the following objectives to improve conduct of the Company’s business. Pursuant to Dutch law and the Company’s articles of
diversity and inclusion within management: (i) maintain a sound balance with respect to association, any decision of the Board of Management involving a major change in the
the various aspects of diversity and inclusion (experience, expertise, nationality and identity or character of the Company and/or its affiliated enterprises are subject to the
cultural or other background, competencies, education, gender identity and age) within approval of the General Meeting of Shareholders.
management and (ii) increase gender diversity such that a minimum of 21% of management
will consist of women by 2024. Besi intends to achieve these objectives by making diversity The Board of Management provides shareholders and other parties in the financial markets
and inclusion aspects in general and gender diversity in particular important factors in the with equal and simultaneous information about matters that may influence Besi’s share
selection process of candidates for management functions. Besi maintains an active and price. Contacts between the Board of Management on the one hand and the press, analysts
open attitude with respect to the selection of female candidates. In case of equal and shareholders on the other hand should be handled and structured carefully and with
qualifications, Besi will choose the female candidate. Diversity objectives are also taken due observance of the applicable laws and regulations. Besi should do nothing which
into account for employee recruitment, retention, selection, promotion, mentoring and might compromise the independence of analysts in relation to the Company and vice versa.
coaching, succession planning, training and talent development. A professional executive
search firm is engaged, when appropriate, to support the search process for new The Board of Management and the Supervisory Board shall provide the General Meeting of
candidates. Shareholders with the information that it requires for the exercise of its powers subject to
such limitations allowable under applicable law. If price-sensitive information is provided
during a General Meeting of Shareholders or if a response to shareholders’ questions has
resulted in the disclosure of price-sensitive information, then such information will be
made public without delay. Good corporate governance requires significant attendance by
shareholders at Besi’s General Meeting of Shareholders. Therefore, Besi is actively involved
in proxy solicitation as a means of increasing the attendance and participation of its
shareholders at its General Meeting of Shareholders.
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Amendment of Besi’s articles of association Besi’s internal control system consists of a formal framework defining key risks and key
Besi’s articles of association may be amended by a resolution of the General Meeting of controls over financial reporting, an internal control charter outlining audit systems and
Shareholders. A resolution of the General Meeting of Shareholders to amend the articles procedures as well as the internal control and audit plan for the year. Operational, IT,
of association may only be adopted at the proposal of the Board of Management, which compliance, tax and fraud controls are included in this framework. The internal control
proposal requires the approval of the Supervisory Board. Those who have convened system over financial reporting also contains clear accounting rules. It has been
a General Meeting of Shareholders at which a proposal to amend the articles of association implemented in substantially all operations and material subsidiaries and supports
will be brought up for discussion must deposit at Besi’s office simultaneously with the common accounting and regular financial reporting in standard forms. In 2023, Besi’s
convocation a copy of the proposal in which the proposed amendment has been included finance staff carried out all planned internal control activities and reported its findings to
for inspection by every person entitled to attend the General Meeting of Shareholders the Board of Management and the Audit Committee.
until the end of the relevant meeting. The persons entitled to attend the General Meeting
of Shareholders must be given the opportunity to obtain a copy of the proposal free Besi has used an independent audit firm since 2018 to help identify and monitor potential
of charge. The proposal will also be published on Besi’s website: www.besi.com. risks of fraud, bribery and corruption in its Asian supply chain, logistics and purchasing
activities and seeks to continuously enhance its internal control procedures related
External audit thereto. In addition, Besi has enhanced its global internal audit function and systems and
The Board of Management is primarily responsible for the quality and completeness of any procedures for such areas in recent years in view of increased business and risk management
publicly disclosed financial reports. The Supervisory Board oversees the Board of activities at our Chinese, Malaysian and Singapore operations.
Management as it fulfills this responsibility.
In consideration of the above factors, the Board of Management states that for the year
The General Meeting of Shareholders appoints the external auditor. The Supervisory Board ended December 31, 2023:
submits a nomination for the appointment of the external auditor to the General Meeting • This Annual Report provides sufficient insights into any failings in the effectiveness of
of Shareholders upon the advice of the Audit Committee and as facilitated by the Board of Besi’s internal control and risk management systems.
Management. The Supervisory Board negotiates the terms of engagement of the external • Besi’s internal control and risk management systems provide reasonable assurances
auditor, including its remuneration, the scope of the audit and the materiality to be that the financial reporting contains no material inaccuracies.
applied, upon the proposal of the Audit Committee and after consultation with the Board • It is justified that Besi’s financial reporting is prepared on a going concern basis
of Management. The Chairman of the Audit Committee acts as the principal contact for the considering the current state of affairs.
external auditor if, during the performance of its audit, it discovers or suspects an instance • This Annual Report refers to those material risks and uncertainties which are relevant to
of misconduct or an irregularity. The external auditor attends the meeting of the Besi’s continuity for the twelve months following the preparation of this Annual Report.
Supervisory Board at which the report of the external auditor is discussed. The external
auditor also discusses the findings and outcomes of its audit work and the management Explanation of deviations from the Dutch Corporate Governance Code
letter with the Audit Committee and the Board of Management simultaneously. The Audit Deviations from the Dutch Corporate Governance Code are listed and explained below.
Committee also meets with the external auditor without the presence of the Board
of Management. The Supervisory Board supervises the external auditor’s functioning. Provision 1.3.1
Since the internal audit function is the responsibility of the Board of Management, the
Internal control and risk management appointment and dismissal of the senior internal auditor by the Board of Management is
Besi has an internal control and risk management system that is suitable for the Company. not submitted for approval to the Supervisory Board. Instead, the Supervisory Board only
The form and structure of this system is outlined under Risk Management. oversees the appointment and dismissal of the senior internal auditor.

The Company’s internal control and risk management function operates under the Provision 1.4.2 item iv
responsibility of the Board of Management and is monitored on an ongoing basis. The sensitivity of the Company’s results to material changes in external factors is not
The Board of Management reviews the effectiveness of the design and operation of the provided for competitive reasons. For a detailed description of material risks, reference is
internal control and risk management system twice a year as part of Besi’s internal control made to Risk Management.
procedures. The Supervisory Board oversees the internal control and risk management
function and maintains regular contact with the persons fulfilling this function.
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Provision 2.2.1 • The Company’s articles of association contain the following information:
The Company respects the rights of the member of the Board of Management who was • The appointment and dismissal of members of the Board of Management or Supervisory
a member at the time of the first implementation of the Dutch Corporate Governance Board members which are also summarized in “Appointment and replacement of
Code. For that reason, there was no adjustment of his employment agreement. members of the Board of Management” and “Appointment and replacement of
members of the Supervisory Board”.
Provision 3.2.3 • The amendment of the Company’s articles of association which is also summarized in
The Company respects the rights of the member of the Board of Management who was “Amendment of Besi’s articles of association”.
a member at the time the Dutch Corporate Governance Code came into force. For that • The powers of the Board of Management.
reason, it did not adjust his employment agreement as it was signed prior to that date. • The issuance of shares in the share capital of the Company and the repurchase of
shares in the share capital of the Company (including the powers of the Board of
Provision 4.2.3 Management related thereto) which are also summarized in “Issuance of ordinary
The Company acknowledges the importance of disclosing material information to all shares and pre-emptive rights”, “Issuance of preference shares” and “Repurchase and
shareholders similarly at the same moment in time. It is currently not practically possible cancellation of shares”.
to make every meeting and presentation to analysts and investors accessible to all • The Company is not a party to any material agreements which take effect or are altered
shareholders. As far as practicably possible, meetings and presentations will be announced or terminated upon a change of control of the Company following a takeover bid other
and posted on Besi’s website: www.besi.com. than (i) the agreement between the Company and the Foundation by which the
Foundation has been granted a call option. Such information is summarized in Besi’s
Disclosures required by the Dutch Decree Article 10 of the Takeover Directive equity structure and The Foundation contained in the Shareholder Information section
Under the Dutch Decree Article 10 of the Takeover Directive, the Company, being a company and in Preference Shares contained in the Other Information section and (ii) in the
whose securities are admitted to trading on a regulated market, must disclose the indentures governing Besi’s € 97.7 million bank lines of credit and in each of its Convertible
following information in its Annual Report: Notes due 2024, 2027 and 2029.
• As of December 31, 2023, the Company’s issued share capital consisted exclusively of • There is no agreement between the Company and the member of the Board of
ordinary shares. Information about the Company’s share capital structure can be found Management if his employment ceases because of a takeover bid.
in “Besi’s equity structure” in the Shareholder Information section and in Note 21 “Equity”
to the Notes to the Consolidated Financial Statements. Information on the rights and Director’s Statement of Responsibilities
obligations attached to such shares can be found in the Company’s articles of association. In accordance with statutory provisions, the member of the Board of Management states,
• The Company has not imposed any limitations on the transfer of ordinary shares. to the best of his knowledge, that:
• The Company is not aware of any shares having been exchanged for depositary receipts • The Financial Statements provide a true and fair view of the assets, liabilities, financial
for shares. position and result for the financial year of Besi and its subsidiaries included in the
• The Company’s articles of association do stipulate a blocking procedure for the transfer consolidation as a whole.
of preference shares. • The Report of the Board of Management provides a true and fair view of the position at
• The Company is not aware of any agreements with shareholders which may result in the balance sheet date and of the performance of the business during the financial year
restrictions on the transfer of shares or the exercise of any voting rights. of Besi and its subsidiaries, details of which are contained in the Financial Statements.
• Information concerning ownership interests in the Company’s ordinary shares as per The Report of the Board of Management provides information on any material risks to
AFM notification can be found in the Shareholder Information section under “Ownership which Besi is exposed.
interests in the ordinary shares”.
• There are no special control rights attached to the shares. Board of Management
• There is no system of control regulating any scheme granting employees’ rights to Richard W. Blickman
acquire shares in the share capital of the Company or of a subsidiary where the control
rights are not exercised directly by the employees. February 21, 2024
• No restrictions or deadlines apply to the exercise of voting rights.
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Remuner a t ion Repor t

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2023 Remuneration Report

Introduction Besi achieved exceptional value creation during the period of the current Remuneration
We are pleased to present the 2023 Remuneration Report to stakeholders. Policy 2020-2023 including its financial and stock market performance, capital allocation,
The Remuneration Committee (the "Committee") concluded that the Board of Management strategic positioning, new product development and ESG progress. Specifically, over the
delivered impressive results this year with respect to the key metrics most relevant to the period 2020-2023, revenue, gross margins and net income each increased by 62.5%,
Company's short- and long-term sustainable value creation and business objectives 9.1 points and 117.8%, respectively. In addition, a total of € 1.1 billion was returned to
despite a significant industry downturn in the assembly equipment market. Besi, under shareholders in the form of dividends and share repurchases. Similarly, the market
the leadership of the Board of Management, responded quickly and effectively to adverse capitalization of Besi’s shares increased from € 2.5 billion to € 10.5 billion at year end 2023.
market conditions by rapidly aligning its production and overhead with changing market Further, our estimated market share of our addressable market increased from 28.5% in
conditions in order to enhance its market position, increase gross margins and maintain 2020 to 32.3% in 2022 with an estimated 74% market share in the advanced die placement
peer leading financial performance. Increased R&D investment continued as Besi further market as defined by TechInsights. Further, we invested € 221 million in R&D during the
built out its wafer level assembly portfolio and responded effectively to the industry’s period to develop the industry’s most advanced wafer level and advanced packaging
capacity expansion for future generative AI and high-performance computing applications. assembly portfolios. In addition, Besi organized an important development agreement
Shareholders responded favorably to Besi’s progress and prospects for the next industry with Applied Materials to enhance the commercial adoption of hybrid bonding assembly, a
upcycle, which combined with superior financial metrics and strong execution of strategic generational shift in advanced packaging. Hybrid bonding and other wafer level assembly
initiatives resulted in a total shareholder return of 149.7% in 2023. In addition, we technologies will usher in a new generation of heterogeneous device architectures to
distributed € 435.5 million to shareholders in the form of dividends and share repurchases further artificial intelligence and high-performance computing applications in our principal
which has increased the total capital allocation to shareholders since 2011 to € 1.9 billion end-user markets and facilitate the extension of Moore’s law beyond its current limits.
repurchases (including the dividend proposed for 2023), representing approximately 30% Finally, Besi made a substantial commitment to further its ESG ambitions during the 2020-
of cumulative revenue during this period. 2023 period, organizing challenging targets through 2030 including compliance with
substantially all relevant frameworks and reporting requirements. We have already
In addition, we expanded our operational footprint in Malaysia, Singapore and Vietnam this exceeded initial goals set for 2022 and are well on our way to meeting or exceeding targets
year in response to customers’ re-allocation of certain production outside of China and in set for 2024.
anticipation of the growth of hybrid bonding and other advanced packaging technologies.
Further, forty-two management members and key customers participated in a four-month, EXCEPTIONAL VALUE CREATION 2020 - 2023*
comprehensive strategic review to analyze current strengths and weaknesses and
formulate new initiatives for the achievement of business model objectives in the 2023- € 2.5B to € 10.5B Leader advanced Best in class
Market Revenue ROAE
2027 period. Significant progress also was achieved on Besi’s ESG agenda as we made Cap packaging
advances in the sustainable design of our platforms, positioned ourselves to meet or
exceed challenging targets set for 2024 and launched many new initiatives across the 4.2x increase +62.5% + 9.5 points
Company to further reduce our environmental footprint. Moreover, we performed a Double
Materiality Assessment as a precondition for adherence to CSRD requirements in 2024. Our Net Peer leading Gross Superior through Capital € 1.1B
ESG ratings with the major publicly recognized frameworks such as Sustainalytics, S&P Margin Margin cycle profitability Allocation
Global, ISS ESG and MSCI also improved materially, underscoring Besi’s commitment to
excel in this area. In addition, we set an objective of reaching net zero greenhouse gas + 7.8 points +9.1 points 45% of revenue
emissions in our operations by 2030, incorporating all Scope 1 & 2 emissions. All such * Market capitalization at year end 2023 versus year end 2019. Income statement items and capital allocation for four-year
actions continued to advance Besi’s future business prospects, market position and long- period 2020-2023.

term sustainable value creation for shareholders.

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SHARE PRICE OUTPERFORMANCE The new Remuneration Policy 2024 successfully addressed a key investor concern relating
to the granting of additional performance-based LTI awards on a discretionary basis. Going
Total Return 1 year 3 years 5 years
forward, there will be no further awards of such type. However, executive remuneration in
Besi 149.7% 210.3% 812.5% 2024 will reflect the application of the last year of the Remuneration Policy 2020-2023. In
this regard, the last block of additional performance-based LTI awards under the old policy
Direct peers 82.5% 96.3% 276.8% associated with Besi’s performance over the financial year 2023 was granted in January
SOX index 67.0% 55.4% 289.7% 2024.

• Total Shareholder Return includes reinvestment of dividends. 2023 in review

• Besi returns calculated in euro. Philadelphia SOX returns calculated in US dollar. The Supervisory Board applied the current Remuneration Policy 2020-2023 during 2023.
• Peer group average consists of Kulicke & Soffa, ASM PT, and Disco Corp.
This policy seeks to achieve three broad goals in connection with Besi’s Remuneration
Source: Refinitiv Data Stream Policy and decisions regarding individual compensation:
• It structures the Company’s remuneration programs in a manner it believes will enable
Our outreach with shareholders has also increased substantially over the past five years Besi to retain, motivate and attract executives capable of achieving its business
as more investors and industry analysts have expressed interest in Besi’s market segment, objectives in an increasingly competitive global market.
business and progress. The increase has been due, in part, to significant changes in our • It creates a performance-oriented environment for company executives by linking
future prospects, scale, efficiency, profitability, market capitalization, shareholder remuneration to the achievement of specified business, financial and ESG objectives or
composition and increased trading liquidity. As such, Besi was upgraded to the AEX in 2021. related to the member’s particular product group or specific area of expertise. Notably,
In addition, the number of research analysts covering the Company more than doubled they are linked to, and depend on, the execution of the Company’s strategy in a socially
from 9 in 2020 to 21 currently. On an ongoing basis, Besi maintains extensive and ongoing responsible and sustainable manner.
dialogue with its global shareholder base via an active investor relations program • It designs remuneration programs for the Board of Management well aligned with the
comprised of one-on-one investor calls, conferences in North America, Europe and Asia interests of stakeholders by linking a portion of executive compensation with the long-
and frequent conversations with industry analysts on topics including Besi’s business term performance of Besi’s ordinary shares, strategy and financial performance.
development, prospects, ESG and corporate governance.
The Supervisory Board also (i) reviews Besi’s business and strategic objectives, (ii)
Shareholder issues addressed in 2024 Remuneration Policy undertakes risk assessments, (iii) assesses Besi’s overall performance with respect to its
A new Remuneration Policy 2024 was approved by shareholders at Besi’s Annual General business and strategic objectives and (iv) considers the performance of the individual
Meeting on April 26, 2023 (“2023 AGM”) which received 94.7% support. In formulating the member of the Board of Management versus specific business objectives. Based on these
new policy, we hired an independent external consultant, conducted extensive shareholder considerations, the Supervisory Board then determines a balanced mix between fixed and
engagement with approximately 25% of our shareholder base and evaluated changes in variable remuneration components. It also determines a set of key performance indicators
legislation, market developments and external market best practices. We gathered linked to variable remuneration components that are aligned with Besi’s business and
valuable feedback from other stakeholders as well. strategic objectives.

The new Remuneration Policy 2024 reflects best market practices, taking into account In determining the remuneration of the Board of Management, the Committee also
further contribution to sustainable long-term value creation and is responsive to assesses performance realized relative to Besi’s strategy and Code of Conduct. Further,
shareholder concerns and replaces, in particular, additional discretionary LTI performance- the Committee takes into account the impact of the overall remuneration of the Board of
based awards as part of the Board of Management’s remuneration in favor of traditional Management relative to pay differentials within the Company and obtains the views of the
LTI awards only. In addition, the new remuneration policy applicable as from 2024 provides Board of Management with respect to the level and structure of remuneration. In addition,
for a cap on the Board of Management’s remuneration in any particular year, meaning that the Committee analyzes the possible outcomes of its variable remuneration elements and
the total compensation award opportunity for any member of the Board of Management how they may affect the total remuneration of the Board of Management. In this respect,
shall not exceed 10 times their base salary in any financial year.
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the Committee evaluates the development of Besi’s underlying share price as well as Company performance
other factors that create variable remuneration exposure such as the Company’s financial Set forth below is a table presenting Besi’s key financial performance indicators for long-
performance, business, strategy and ESG execution. Variable remuneration is primarily term value creation in 2023 versus 2022.
linked to predetermined, challenging, assessable and quantifiable financial targets which
are predominantly of a sustainable nature. It is also linked to Besi’s strategy including BESI VALUE CREATION 2023 VERSUS 2022
associated business, financial and sustainability objectives, values, purpose and vision, all
of which are aligned with sustainable long-term shareholder value creation. (€ millions) 2023 2022 Δ Highlights

In establishing remuneration for the Board of Management, the Supervisory Board Revenue 578.9 722.9 -19.9% • Assembly equipment downturn.
consulted PwC, an external remuneration consultant. In its evaluation of the efficacy of Trough in Q2-23.
Besi’s Remuneration Policy, the Supervisory Board asked PwC to conduct scenario analyses Gross Margin 64.9% 61.3% +3.6 pts
• Performance significantly above
of the variable remuneration components under the policy including the usage of the peers.
Net Income 177.1 240.6 -26.4%
Monte Carlo stochastic model for the expected Total Shareholder Return (“TSR”)
• Significant gross margin
performance analysis. The probability of vesting and payout of the performance share Net Margin 30.6% 33.3% -2.7 pts improvement despite downturn.
awards was also considered in the scenario analyses. The Supervisory Board has set the
Return on Avg. Equity 33.7% 38.6% -4.9 pts • Peer leading ROAE maintained.
performance targets based on the outcome of the scenario analyses, pay differentials, the
executive’s position at Besi and its internal pay ratio. Furthermore, when drafting the • Ranked #1 in TSR in Remuneration
Total Shareholder Return 149.7% -20.0% NM Reference Group.
remuneration proposal for the member of the Board of Management, the Supervisory
Board annually considers the views of the member of the Board of Management with Capital Allocation 435.5 416.3 +4.6% • Record shareholder distributions.
respect to the level and structure of his own remuneration. The member of the Board of
Management is not present when the Committee discusses his fixed and variable pay
components. Other important factors contributing to value creation in 2023 included the following:

Set forth below is a description and analysis of the circumstances contributing to Peer leading financial metrics in challenging business environment
compensation decisions by the Supervisory Board in 2023. Key topics include an • Revenue, orders and operating profit up 62.5%, 57.2% and 132.2% versus comparable
understanding of corporate and individual performance metrics underlying remuneration period of last industry downturn.
decisions and feedback received from stakeholders. • Revenue development and profitability significantly exceeded peers.
• New orders received for 3D, 2.5D and silicon photonics applications for next generation
AI, logic and memory devices.
• Production model aligned with changing market conditions:
• Gross margins rose to 64.9% reflecting Besi’s leadership position in advanced packaging.
• Operating and net margins of 36.9% and 30.6% achieved despite 19.9% revenue
decrease.
• Maintained high return on average equity of 33.7%.
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Expanded R&D investment in support of next generation applications BESI PERFORMANCE/VALUATION IN UPPER QUARTILE OF ALL SEMICONDUCTOR
• R&D, excluding amortization and capitalization, rose to 11.0% of 2023 revenue. Up 66% EQUIPMENT COMPANIES
versus 2019.
• Progress continued to build out Besi’s advanced packaging portfolio: EV/Revenue (2024E)
• Hybrid Bonding adoption increasing: 16.0x EV/Revenue (2024E) versus Operating Margin (2024E)
• Installed base rose to 40 systems (ex. demo units), and traction in fully integrated
production lines is increasing with several systems installed. 14.0x Besi

• Number of customers increased to nine. 12.0x

• Orders and year end backlog approximately doubled versus 2022. Disco
10.0x
• First orders received for HBM applications.
ASML
• First TCB chip to wafer delivered. 8.0x Advantest ASMI Onto
KLA-Tencor

• First in-line flip chip system shipped for 2.5D HBM/logic devices. Tokyo Electron Nova
6.0x Teradyne Aixtron Lam Research
Kulicke & Soffa Mycronic AMAT
MKS Instruments
Well positioned to meet 2024 ESG targets 4.0x Suss MicroTec
Veeco TOWA Axcelis
• Completed 76% of ESG initiatives developed since 2020. 2.0x
Coherent Photronics
Ultra Clean Hitachi Cohu SCREEN Tokyo Seimitsu
• Energy from renewable sources increased to 71% versus 20% in 2021. Dai-ichi Seiko Nikon Ebara
ASMPT
0.0x
• Scope 1 & 2 emissions intensity reduced by 38% versus 2021 baseline.
0.0% 5.0% 10.0% 15.0% 20.0% 25.0% 30.0% 35.0% 40.0% 45.0%
• Set objective of net zero greenhouse gas emissions in operations by 2030.
Besi Back-End Front-End Operating Margin% (2024E)
• Launch of Design-to-X initiative to enhance sustainability and reduce cost.
• Conducted Double Materiality Assessment for European CSRD reporting in 2025.
• Improved ratings with MSCI, Sustainalytics, ISS ESG and S&P Global. Source: Morgan Stanley & CaplQ. January 17, 2024. All values calendarized per year end December 2023.

Strategic initiatives implemented to help position Besi for future growth As a result of the activities and leadership of the member of the Board of Management, the
• Strategic Plan 2023-2027 finalized to help achieve business, financial and ESG objectives. Supervisory Board determined that the Company is fit for purpose, has successfully
• Singapore cleanroom facility completed for expanded hybrid bonding service/support. retained and enhanced its position (i) as a technological leader in the highly cyclical
• Vietnam facility established to support customers’ geographic expansion outside China. assembly equipment industry with timely and sustainable forward strategic thinking as to
• Technology Advisory Board formed to enhance Besi's advanced packaging strategy and Besi’s internal development, (ii) in the assembly equipment market and with its key
competitive position. customers and (iii) relative to its direct competition. Other items were also considered by
the Supervisory Board such as market developments and the views of society.
Strong cash flow generation supports increased capital allocation to shareholders
• Solid cash flow from operations of € 208.6 million, equal to 36.0% of revenue. Besi strives to align the incentives for its Board of Management with its annual goals,
• Capital allocation increased by 4.6% to € 435.5 million. strategic plan objectives and the long-term interests of our shareholders for sustainable
• € 300 million share buyback program completed. New € 60 million program initiated. growth. The Company made substantial progress on its strategic agenda and achieved
• € 1.9 billion returned to shareholders since 2011, including the dividend proposed for exceptional financial performance during the prior Remuneration Policy period, in most
2023. cases exceeding our most optimistic targets in a highly cyclical industry. We look forward
• Solid liquidity position with cash of € 413.5 million at year end. to similar success in the next Remuneration Policy period 2024-2027.
• Proposed 2023 dividend of € 2.15 per share. Pay-out ratio of 94%.
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Remuneration Policy 2020-2023 2. Benefits

The following is a summary of Besi’s Remuneration Policy applicable during 2020-2023, Benefits awarded to the Board of Management such as expense compensation, medical
which expired in January 2024 and was applied during the year of review, 2023. For more insurance and social security premiums are linked to base pay and are in accordance with
information, please see the Remuneration Policy 2020-2023, adopted on April 26, 2019, generally prevailing market practice.
which is available on our website.
3. Pension
Remuneration Reference Group Different pension arrangements are provided to the Board of Management based on their
The components underlying the remuneration of the Board of Management are regularly salaries, local customs and the rules existing in their countries of origin. A defined
compared to a remuneration reference group of companies selected based on industry, contribution scheme is in place for statutory directors, of whom the CEO is currently the
size, profitability, market capitalization and geography. The following companies are only one. The pension contribution on behalf of the statutory director is based on a
included in the current remuneration reference group as adjusted per annum for any premium ladder as in effect from 2014 of which a portion is funded directly to his personal
acquisition or stock delisting related thereto. pension account as a tax-exempt contribution and the remaining balance is paid as a
taxable pension allowance which can be used to build up his net pension on a voluntary
Remuneration Reference Group basis.

Aixtron SE Jenoptik AG 4. Short-Term Incentive (annual performance-based cash bonus)

AMG N.V. Kendrion N.V. The annual cash bonus opportunity for the member of the Board of Management is linked
ASM International N.V. Kulicke & Soffa Industries, Inc. to the achievement of two predetermined performance conditions which include net
Axcelis Technologies, Inc. MTS Systems Corporation income as a percentage of revenue and personal performance goals set by the Supervisory
Brooks Automation, Inc. Siltronic AG Board on an annual basis. As such, the performance conditions incorporate financial, non-
Cohu, Inc. TKH Group N.V. financial and ESG objectives according to the following performance/pay-out grid.
Corbion N.V. Ultra Clean Holdings, Inc.
Entegris, Inc Veeco Instruments, Inc. Performance versus payout
Ichor Holdings, Inc. Xperi Corporation
IMCD N.V. Metric and weighting as % of total award At minimum At target At maximum
performance performance performance
The remuneration reference group composition is reviewed by the Supervisory Board (below
regularly and updated, if necessary, to ensure an appropriate composition. Any changes to threshold)
the composition of the remuneration reference group is subject to approval of the Annual as % of the individual’s gross annual base salary
General Meeting of Shareholders.
Net income as % of revenue (70% of STI) 0% 70% 105%
1. Base salary Personal performance targets (30% of STI) 0% 30% 45%
Each year, the Supervisory Board reviews the annual base salary for the member of the Total annual bonus pay-out 0% 100% 150%
Board of Management and considers whether to adjust his base salary level. The base
salary of the member of the Board of Management is determined relative to the median
and 90th percentile base salary levels of the remuneration reference group. The Supervisory
Board also considers the historic salary levels of the individual and the nature of the
individual’s roles and responsibilities in positioning the base salary level relative to the
remuneration reference group.
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These two performance conditions are explained in more detail below: which could affect the comparability of the companies involved, particularly in the event
of a merger, acquisition or material change of business. Adjustments to the comparator
• Net income expressed as a percentage of revenue (70% of STI): group, including replacements, will be based on predetermined internal guidelines.
The financial measure net income is preferred over other financial ratios for the Short- The TSR comparator group currently consists of the following companies:
Term Incentive because net income is:
• A key indicator in evaluating Besi’s overall performance for the year and therefore an TSR comparator group
important contributor to shareholder value.
• A key factor given the cyclical nature of the market in which Besi operates. Aixtron SE Kulicke & Soffa Industries, Inc.
• A financial measure that can be influenced by the member of the Board of Management. Applied Materials, Inc. Lam Research Corporation
• A key component utilized to help determine Besi’s stock market valuation. ASM International N.V. MKS Instruments, Inc.
ASML Holding N.V. Nova Ltd.
• Personal performance of the member of the Board of Management (30% of STI): ASM Pacific Technology Ltd. Onto Innovation, Inc.
The annual criteria used to measure the personal performance of the member of the Axcelis Technologies, Inc. SÜSS MicroTec SE
Board of Management are at the sole discretion of the Supervisory Board. Each year, the Cohu, Inc. Tokyo Electron Ltd.
Committee proposes to the Supervisory Board a set of specific goals for the member of DISCO Corporation Tokyo Seimitsu Co., Ltd.
the Board of Management based on a variety of business, strategic, financial and ESG Entegris, Inc. Veeco Instruments, Inc.
targets considered important to Besi’s achievement of sustainable value creation in the FormFactor, Inc.
medium-term and long-term in alignment with the Company’s strategic planning. 

Conditional award
5. Long-Term Incentive (annual conditional award of performance shares and additional The at target number of performance shares conditionally awarded will be determined by
performance share awards) the Supervisory Board based on a ratio equal to (i) 175% of the individual’s gross annual
The Long-Term Incentive for the member of the Board of Management consists of a base salary divided by (ii) the average closing price of Besi’s shares for all trading days in
conditional award of performance shares based on the achievement of predetermined the calendar quarter immediately preceding the start of the three-year performance
objectives set by the Supervisory Board over a three-year performance period, subject to period.
continued service. The performance metrics utilized as the basis for this award include:
Vesting of performance shares
• Net income as a percentage of revenue over three calendar years (50% of LTI): The vesting of performance shares awarded will be determined at the end of the three-
Net income as a percentage of revenue over a three-year performance period is year performance period depending on Besi’s actual performance during such period
considered a key measure for creating sustainable long-term shareholder value. according to the following grid:

• Relative Total Shareholder Return (“TSR”) over three calendar years (50% of LTI): Performance versus payout
The TSR over a three-year performance period is also considered a key measure for
determining the development of shareholder value and Besi’s relative share price Metric and weighting as% of total award At minimum At target At maximum
performance versus peers in the semiconductor equipment industry. It is also an performance performance performance
appropriate performance measure to align the interests of the Board of Management (below
with those of shareholders. This metric measures the development of Besi’s share price, threshold)
including the reinvestment of dividends, over a three-year performance period as as % of the individual’s gross annual base salary
compared to a comparator group of 19 publicly listed companies operating in the
semiconductor equipment industry. Three-month share price averaging is applied at the Net income as % of revenue (50% of LTI) 0% 50% 75%
start and at the end of the TSR performance period. The composition of the comparator Relative TSR performance (50% of LTI) 0% 50% 75%
group will be reviewed and adjusted by the Supervisory Board if circumstances arise Total number of shares vesting 0% 100% 150%
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As shown in the table above, 50% of the vesting of the conditional awards is linked to The Short-Term Incentive and Long-Term Incentive components for the Board of
Besi’s net income relative to its revenue over a three-year performance period. The other Management are also subject to ultimate remedium clauses under which the Supervisory
half is linked to Besi’s relative TSR performance over a three-year performance period. The Board can adjust the value of the conditional variable remuneration components
performance shares awarded from 2020 onwards subject to Besi’s TSR performance are downwards as well as upwards. The adjustment can be made if the Supervisory Board is of
based on the actual absolute ranking of Besi within the comparator group. In addition, the opinion that an unfair result would be produced due to extraordinary circumstances.
vested shares are subject to a two-year lock-up period which means that the member of
the Board of Management will have to retain such shares for two years following the Additional performance share awards
vesting date. However, he will be allowed to sell shares sufficient to cover any income tax The Supervisory Board may, at its absolute discretion and upon the recommendation of the
liability resulting from the vesting of performance shares. Committee, award up to a maximum of 120,000 additional performance shares to the
Board of Management in the event of extraordinary achievements or exceptional
Vesting is determined based on the following schedule whereby straight-line vesting performance during a fiscal year. Market developments and the views of society are also
percentages are applied on a pro rata basis between ranks 3 and 12 for awards made as considered in addition to the performance of the Company and the Board of Management.
from 2020:
If the number of Long-Term Incentive performance shares awarded under the policy vest
Besi TSR ranking relative to comparator group Vesting percentage between at target and maximum performance levels (stretched performance), such
Performance Shares related to stretched performance levels will be included as part of the
Top 3 75% maximum 120,000 additional performance shares that can be awarded to members of the
Rank 6 50% (at target) Board of Management at the discretion of the Supervisory Board. In addition, the
Rank 12 25% Supervisory Board has the right to downwardly adjust the number of additional performance
Rank 13 – Rank 20 0% shares awarded to the Board of Management by up to a maximum of 20% in case of a
market downturn or a high underlying share price.
Performance adjustment
Under the previous policy, the Supervisory Board may at its absolute discretion upwardly Additional performance shares awarded vest immediately but are subject to a five-year
or downwardly adjust the number of performance shares awarded by a maximum of 20%. lock-up period, which means that the Board of Management will have to retain them for
This discretionary performance adjustment may be applied to reflect the Company’s five years following the award date. However, the Board of Management is allowed to sell
overall performance and market developments and further align the interests of the Board shares sufficient to cover any income tax liability arising from the vesting of additional
of Management with those of shareholders. In accordance with the Remuneration Policy performance shares. Additional performance share awards may also be subject to
2020-2023, this performance adjustment was eliminated for performance shares granted additional terms and conditions as determined by the Supervisory Board.
as from 2020 onwards.
Number of shares available
Clawback and ultimate remedium The aggregate total number of performance shares available under Besi’s Long-Term
The Short-Term Incentive and Long-Term Incentive components for the Board of Incentive arrangement (for all participants including the Board of Management) shall not
Management are subject to clawback provisions. In addition, risk assessment tests are in exceed 1.5% of the total number of outstanding shares at December 31 of the year prior to
place and measures are included in the variable remuneration documentation for the the year in which the performance shares are awarded.
Board of Management to ensure that shareholders’ interests are protected. In this respect,
the Supervisory Board holds the discretionary authority to reclaim all or part of the Short- Loans
Term Incentive and Long-Term Incentive if such variable remuneration was made based on As a matter of policy, the Company does not provide loans to members of the Board of
incorrect financial data or other data or in the case of fraud, gross negligence, willful Management.
misconduct or any activity detrimental to the Company. This clawback is applicable to both
the vested and unvested part of the Long-Term Incentive components.
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Employment contracts/service contracts 3. Pension

Service contracts with any new member of the Board of Management will in principle be Since the CEO has reached the applicable retirement age in the Netherlands, contributions
entered into for a period of four years. Existing employment contracts for members of the to all of his pension plans have terminated. Any pension contribution is based on the
Board of Management with an indefinite period of time will not be replaced by contracts premium ladder in the policy (32% of base salary) and is paid as a taxable pension allowance.
with a limited period or by contracts with different conditions. The current notice period
applicable to the member of the Board of Management is six months. 4. Short-Term Incentive (annual performance-based cash bonus)
The Short-Term Incentive awarded to the member of the Board of Management is based on
Severance payment the following predetermined performance conditions: (i) net income as a percentage of
In the event of dismissal, the remuneration paid to members of the Board of Management revenue and (ii) personal performance of the member of the Board of Management relative
may not exceed the individual’s gross annual base salary (fixed component). If the to certain non-financial and ESG goals of importance for 2023. The Committee reviewed at
maximum of one-year’s base salary would be manifestly unreasonable for a member of the year end the quality of the predetermined financial, non-financial and ESG performance
Board of Management who is dismissed during his first term of office, such member of the goals and the sustainable value delivered with respect thereto in determining the Short-
Board of Management shall be eligible for severance pay not exceeding two times their Term Incentive awarded for 2023.
annual base salary.
As a result, the total annual cash bonus for the member of the Board of Management was
Application Remuneration Policy 2020-2023 as follows:
This section refers to the decisions made during the year under review according to the
2020-2023 Remuneration Policy. The Supervisory Board, upon the recommendation of the Metric and weighting as % of total award Payout (€)
Committee, applied the Remuneration Policy 2020-2023 in 2023 without exception as set
forth below. The only member of the Board of Management in 2023 was Richard W. Net income as % of revenue (70% of STI) 682,500
Blickman, Besi’s CEO. Personal performance targets (30% of STI) 292,500
Total annual bonus pay-out 975,000
1. Base salary
The base salary of the CEO is reviewed annually, considering the remuneration reference (a) Net income as a percentage of revenue (70% of STI)
group. At the end of 2022, the base salary of the CEO was reviewed taking into consideration The targets set for the ‘net income expressed as a percentage of revenue metric are as
the remuneration reference group as well as developments at the Company and in the follows:
industry. The Committee analyzed and considered the outcome of this review and
recommended to the Supervisory Board a base salary set between the median and 90th Metric and weighting as % of total award At minimum At target At maximum
percentile levels of the remuneration reference group. The Supervisory Board, upon the performance performance performance
recommendation of the Committee, decided to increase the 2023 base salary of the CEO (below
from € 600,000 to € 650,000. This increase was also included and approved in the threshold)
Remuneration Policy 2024. as % of the individual’s gross annual base salary

2. Benefits Net income as % of revenue (70% of STI) 0% 70% 105%

Other benefits include expense compensation, medical insurance and social security Personal performance targets (30% of STI) 0% 30% 45%
premiums. Total number of shares vesting 0% 100% 150%
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Outcome Besi’s 2023 net income as a percentage of revenue was 30.6%, well above the maximum
pre-defined target range of 20%. As a result, and upon the recommendation by the
Target Net Income as % of revenue Vesting Schedule Committee, the Supervisory Board awarded the member of the Board of Management a
Minimum <5% 0% cash bonus equal to 105% of his annual base salary, or € 682,500, for this financial
Target 5-12% 0-70% performance condition.
Maximum 12-20% 70-105%
Actual NIR/STI payout 30.6% 105% (b) Personal performance of the member of the Board of Management (30% of STI)
The Committee reviewed the performance realized by the member of the Board of
Management with respect to five equally weighted and pre-defined personal, non-financial
and ESG performance objectives representing 30% of the potential total STI cash bonus.
These five pre-defined personal, non-financial and ESG performance objectives are set
forth below along with achievements against such objectives in 2023:

Pre-defined performance objectives Weighting Achievements / Overachievements 2023

• Update Besi’s Strategic Review 2023-2027 and 20% • Strategic review 2023-2027 completed in July 2023.
the initiatives related thereto. • Review conducted over 16 weeks. Involved participation of 42 management members and key customers.
• Identify resources, expenditures and timescale • Review focused on:
to carry out these initiatives and review • Performance versus current initiatives.
quarterly with the Supervisory Board. • Development of new initiatives.
• The Strategic Review should include competitive • Analysis of Besi’s business model and ESG targets and the means to achieve such targets.
analysis. • Review of Engine 1 and Engine 2 business, product strategy and financial plans.
• Competitive analysis and management and financial resources required to execute such targets.
• Board of Management shared findings with the Supervisory Board at regular intervals.
• Opened new tooling facility in Vietnam. First production in Q4-23.
• Office established in India. First orders received.
• Significant financial outperformance versus peers.
• Bi-weekly reviews on progress of strategic initiatives by management.
• Technology Advisory Board established to enhance Besi’s advanced packaging development and market
position.

• Define and investigate potential M&A roadmap; 20% • Several deep dives performed on potential M&A candidates, particularly in wafer level assembly.
big picture and adding additional products.

• Implement Management Development and 20% • Overall management succession plan reviewed bi-annually including key staff related thereto.
Succession Planning for CEO, Management • CTO responsibilities re-assigned to various senior management personnel.
Team and key staff, including top performers. • New senior personnel hired for oversight and management of ESG activities.
• Review with the Supervisory Board. • No vacancies in senior management at year end 2023.
• Specific succession topics and planning for the Board of Management and management team members
discussed with the Supervisory Board.
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Pre-defined performance objectives Weighting Achievements / Overachievements 2023

• Implement the 2023 R&D programs (below 20% • Expanded R&D investment continues in support of next generation, <10 nm assembly applications.
10 nm) for major customers. • Gross R&D spending of € 63.9 million equal to 11.0% of 2023 revenue. Up 66% since 2019.
• Continue to assess requirement, timescales • Hybrid bonding progress continues:
and expenditure and report regularly on these • Broad based engagement with leading semiconductor manufacturers for generative AI and high-performance
important programs. computing.
• Include assessment of account penetration. • Commercial adoption expanded to nine customers.
• Hybrid bonding: • Installed base increased to 40 units (ex. demo units), and traction in fully integrated production lines is
• Continue roll-out hybrid bonding to logic and increasing with several systems installed.
memory applications. • Significant orders received in H2-23 for delivery in 2024.
• Develop partnership with Applied Materials to • Orders and year end backlog approximately doubled versus comparative levels in 2022.
next level, installing integrated tools at major • First orders received for use in HBM applications.
customers. • First orders received from leading subcontractors.
• Establish customer application lab for hybrid • Shipped first 100nm hybrid bonding system to customers.
bonding and chip to wafer in Besi Singapore. • First TCB chip to wafer system shipped.
• In-line high-performance flip chip system delivered for 2.5D HBM/logic applications.
• Singapore cleanroom facility completed for sales/service support of Besi’s wafer level portfolio.
• Significant orders received in H2-23 for silicon photonics and HBM and AI devices.

• Further enhance environmental, social and 20% • Progress continues versus Besi’s 2024 ESG targets.
corporate governance and sustainability • Conducted Double Materiality Assessment for European CSRD reporting in 2025.
strategy as presented in our Annual Report • Improved ratings with MSCI, Sustainalytics, ISS ESG and S&P Global.
2022. • Scope 1 & 2 emissions intensity declined by 38% versus 2021 baseline.
• Prepare for reporting based on CSRD in 2025. • Set net zero carbon emissions by 2030 for Scope 1 & 2 emissions.
• Prepare a plan to meet the net zero commitment • Energy from renewable sources increased to 71% versus 20% in 2021.
as set out in the Annual Report. • Completed 76% of ESG initiatives developed since 2020.
• Launch of Design-to-X initiative to enhance sustainability and reduce cost.
• New initiatives developed particularly aimed at reducing Besi’s environmental footprint.
• 2023 employee survey indicated high levels of participation and engagement. Six of seven categories above
high-tech norm.
• On target to meet 2024 ESG targets.

TOTAL 100%
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During 2023, the Committee regularly reviewed the progress of the pre-defined personal, The Long-Term Incentive is subject to continued employment. Outstanding conditional
non-financial and ESG performance objectives including the assessment of new initiatives grants, made on annual basis are as follows:
developed during the year. The effectiveness and progress of the objectives set were
tested and monitored by the Supervisory Board during the year based on strategic updates Conditional grants outstanding Performance period
provided. An overall assessment was also completed after year end 2023 including a review as of December 31, 2023 2023-2025 2022-2024 2021-2023
of customer satisfaction, strategic plan execution and effectiveness, wafer level assembly
and ESG progress achieved and cost reduction initiatives realized. Conditionally awarded at target 20,604 13,927 25,143
Average share price Q4 preceding year (€) 55.2070 75.3924 41.7606
Based on this review and upon the recommendation by the Committee, the Supervisory Year of vesting 2026 2025 2024
Board decided to award the member of the Board of Management a cash bonus related to Range of shares potential vesting (0-150%) 0-30,906 0-20,891 0-37,715
his personal performance equal to 45% of his annual base salary for 2023, or € 292,500.
Vesting of LTI shares
Total Short-term Incentive The vesting of LTI shares (conditional performance shares) for the member of the Board of
The sum of the financial and non-financial components, including ESG targets, comprising Management for the 2021-2023 period was based on the following factors:
the total cash bonus for the year 2023 equaled € 975,000, or 150% of the annual base (i) Net income as percentage of revenue over the three-year performance period of
salary of the member of the Board of Management. The Supervisory Board, upon the 34.4% over-achieved the maximum pre-defined target of 15% resulting in a vesting of
recommendation of the Committee, unanimously agreed on such cash bonus based on the 75% of performance shares associated with this portion of the award (50% of the
Company’s peer leading revenue, net income and cash flow and operating efficiency in the LTI).
face of a significant industry downturn, increased gross margins, progress on its wafer (ii) Besi ranked fourth within the TSR comparator group resulting in a vesting of 66.67%
level assembly agenda as well as its return on average equity, relative share price associated with this portion of the award (50% of the LTI).
development, increased capital allocation, strategic plan execution, peer leading financial
metrics and progress on ESG and sustainability goals. Target Net Income as Vesting Besi TSR Vesting Total LTI
% of revenue percentage ranking percentage* award vested
5. Long-Term Incentive (annual conditional award of performance shares) over 3 years relative to
(50% of LTI) comparator
Grants of LTI shares group (50% of
The at target number of conditional performance shares awarded was calculated based on LTI)
175% of the gross annual base salary of the member of the Board of Management divided
by the average closing share price for all trading days in the last calendar quarter of the Minimum < 5% 0% Top 3 75%
year immediately preceding the start of the three-year performance period. The number of Target 5%-11.7% 0-50% Rank 6 50%
shares that will actually vest will be based on the following predetermined performance Maximum 11.7%-15% 50-75% Rank 12 25%
conditions: Rank 13 - 20 0%
(i) Net income as a percentage of revenue over three calendar years (50% of LTI). Actual 34.4% 75% Rank 4 66.67% 141.67%
(ii) Besi’s share price development including the reinvestment of dividends during a * Vesting percentage based on linear extrapolation between Top 3, Rank 6 and Rank 12 levels.
three-year performance period versus the TSR comparator group of 19 listed companies
operating in the semiconductor equipment industry (50% of LTI). As a result, 141.67% of the 25,143 shares related to the 2021 performance share award will
vest on April 25, 2024, subject to the member of the Board of Management’s continued
employment until such date. The vested shares are subject to a two-year lock-up period
except for those shares necessary to be sold to cover any withholding/income tax liabilities
arising therefrom.
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The following table presents a summary of the applicable performance incentive zones and
performance realized for both the STI and LTI awards in 2023:

BESI SHARE PRICE OVER LTI PERIOD

€
150

130

110

90

70

50

30
Dec-20 Mar-21 Jun-21 Sep-21 Dec-21 Mar-22 Jun-22 Sep-22 Dec-22 Mar-23 Jun-23 Sep-23 Dec-23

Performance incentive zones (as % of base salary)

Executive Performance criteria Relative Threshold levels Target levels and Maximum performance Performance
applicable for STI and LTI weighting corresponding award levels and corresponding realized and actual
award award outcome 2023

Net income as % of revenue (“NIR”) 70% Below threshold (0%); Target performance (70%); Maximum performance Maximum performance (105%);
vesting starting at € 455,000 (105%); € 682,500
STI threshold levels € 682,500
Personal performance (see above) 30% Below threshold (0%); Target performance (30%); Maximum performance Maximum performance (45%);
vesting starting at € 195,000 (45%); € 292,500
threshold levels € 292,500
R.W. Blickman, CEO Net income as % of revenue 50% At threshold (25%); At target (50%); Maximum performance Vesting at maximum level
0 shares 12,572 shares (75%); (75%);
Below threshold (0%) 18,857 shares 18,857 shares
LTI Relative Total Shareholder Return 50% At threshold (25%); At target (50%); Maximum performance Vesting at rank 4 level
(performance incentive zone depending on 6,286 shares 12,571 shares (75%); (66.67%);
actual ranking of Besi in reference group, Below threshold (0%) 18,857 shares 16,763 shares
see above)
Additional performance shares (see below) 88,020 shares
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Additional performance share awards for the member of the Board of Management The award of additional performance shares pursuant to this component was also made
Under the Remuneration Policy 2020-2023, the Supervisory Board may, upon due to the recognition of the following other important business factors in 2022:
recommendation of the Committee, award additional performance shares to the member • Exceptional performance above STI and LTI targets.
of the Board of Management for extraordinary achievements or exceptional performance • Achievement of peer and industry leading gross and net margins of 61.3% and 33.3%,
in the prior year, up to a maximum of 120,000 shares. In January 2023, the Supervisory respectively, and return on average equity of 38.6.%.
Board awarded the member of the Board of Management 88,020 additional performance • Continued maintenance of the significant performance gap between Besi and its peers in
shares for achievements realized in 2022. This award was made following the review, inter terms of key financial metrics such as gross margin, net margin, average return on equity
alia, of quantitative and qualitative financial and strategic/non-financial performance and cash flow generation relative to revenue even despite adverse pandemic influences,
criteria applied for determining whether overperformance was achieved. The award supply chain challenges and a significant industry downturn.
reflected (i) a downward adjustment (24,000 shares) from the potential maximum award • Achieved first commercial production of hybrid bonded devices in Q4-22.
and (ii) the subtraction of 7,980 LTI shares due to their vesting between target and • Successful development and commercial introduction of hybrid bonding and embedded
maximum performance (stretching performance) of the NIR element, both in accordance bridge die attach systems.
with the provisions of the Remuneration Policy 2020-2023. The value of the downward • Capital allocation of € 416.3 million, representing an increase of 131.9% over 2021.
adjustment equaled € 1.5 million.

The financial criteria used to determine exceptional performance in a particular year

represent a broader and more challenging set of financial targets than Besi’s STI and LTI
financial criteria including Return on Average Equity (“ROAE”) and Cash Flow from
Operations (“CFO”)/Revenue in addition to Net Margin (“Net Income/Revenue”). They
represent 90% of the total potential additional performance share award and are based on
exceeding thresholds for each of 1- and 3-year average periods. Such criteria are set forth
below:

Performance versus payout for one year and 2022 performance

three-year average periods
Measure No award 50%+ award 100% 1 year 3 year
(pro-rata) max award average

Net margin (30% of award) < 20% ≥ 20% < 25% ≥ 25% 33.3% 34.4%
ROAE (30% of award) < 20% ≥ 20% < 25% ≥ 25% 38.6% 45.1%
CFO/Revenue (30% of award) < 25% ≥ 25% < 30% ≥ 30% 37.6% 37.3%
• Net margin defined as Net Income/Revenue. ROAE defined as Return on Average Equity. CFO/Revenue defined as Cashflow
from Operations/Revenue.
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In addition, the Committee reviewed the performance realized by the member of the Board of Management with respect to four equally weighted and pre-defined personal, non-financial
and ESG performance objectives representing 10% of the potential award of 120,000 shares. These four pre-defined personal, non-financial and ESG performance objectives were:

Pre-defined performance objectives Weighting Achievements / Overachievements 2022

• Progress on product strategy 25% • Successfully completed enhancements as per plan for next generation platforms.
• Overcame supply chain and COVID-19 risks to deliver systems on timely basis to customers.
• Gross margin increased to 61.3% versus 59.6% in 2021 despite 29.3% order decrease. Re-affirmed Besi’s
leading market position.
• Gross R&D investment increased by € 11.7 million, or 23% versus 2021. 66% increase over past three years.

• Capital allocation – optimize shareholder 25% • In 2022, capital allocation increased to € 416.3 million, up 132% versus € 179.5 million in 2021.
value through dividends, share repurchases, • Successful placement of € 175 million Convertible Notes due 2029 at exercise price of € 115.50 per share.
acquisitions and external financing • € 185 million share repurchase program completed in July 2022.
• New € 300 million share repurchase plan initiated in August 2022.
• Dividend proposed of € 2.85 per share. Represents ~92% payout ratio.
• Peer leading return on average equity of 38.6% in 2022 maintained despite significant assembly market
downturn.
• Total capital allocation since 2011 increased to € 1.3 billion. Represented ~25% of total revenue during period.
• Five-year average return on average equity of ~40% based on organic growth and effective capital allocation
program.
• Over past three years, Besi market capitalization has increased by 80% to € 4.4 billion in 2022.
• TSR of 84% past three years and 108% past five years.
• Significant outperformance versus direct peers, SOX index and REM reference group over three-year period.
• Shareholder value also enhanced via increased shareholder outreach including: (i) expanded research
coverage, (ii) expanded number of investor conferences, (iii) expanded number of research and investor calls
during year.
• Research coverage expanded to 14 companies.

• People wellbeing – diversity and inclusion, 25% • Increased % of female managers to 20% versus 18% in 2021 and 14% in 2019 (base line year for comparison).
employee health and safety, employee • Increased % local managers to 88% versus 87% in 2021.
development and engagement • Maintained COVID-19 health and safety measures.

• Responsible business – ethics and 25% • No reported violations of Besi’s Code of Conduct.
compliance, responsible supply chain, • Compliant with tax obligations where factual economic activities take place.
community impact, tax practices • Participated in several community outreach projects.
• Improved overall responsible supply chain targets.
• Purchasing Volume ("PV") General Work Agreement or General Procurement Contract signed increased from
64% to 77%.
• PV Conflict Free Sourcing Initiative signed increased from 66% to 73%.

TOTAL 100%
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Based on the actual performance relative to the strategic/ESG objectives set for 2022, the
Supervisory Board judged that the execution of strategic initiatives proved to exceed the
challenging goals and timelines initially set at the beginning of the year. As such, 10% of
the maximum potential award of 120,000 shares (12,000 shares) was available to be
awarded to the member of the Board of Management in January 2023.

Based on the actual performance achieved against each of the defined financial and non-
financial targets, the Supervisory Board approved an award of 88,020 additional
performance shares relative to the maximum potential award of 120,000 shares available
to the member of the Board of Management. In so doing, the Supervisory Board applied the
maximum downward adjustment from the maximum award permitted under the plan (20%
or 24,000 shares). The Supervisory Board considered several issues in applying the
maximum discount permitted under the plan to the compensation paid to the member of
the Board of Management in 2023. They considered the absolute quantum payment due to
the member of the Board of Management resulting from the overperformance of the
compensation metrics and the substantial long-term increase in Besi’s share price
between 2019 and 2022 in their decision to apply a maximum discount of 20%. In addition,
they compared executive compensation paid at Besi versus comparable companies with
similar business, geographic and market capitalization metrics such as Besi. Further, they
considered how the award would be perceived relative to wider workforce pay, the views of
society and the use of downward adjustments according to local market practice.
The shares vested on January 19, 2023 and are subject to a five-year lock-up period which
means that the member of the Board of Management will have to retain such shares for
five years following the vesting date.

In addition, the award of additional performance shares to the member of the Board of
Management was supported by an analysis of (i) Besi’s performance versus the median of
all industry peers used in our TSR-comparator group and (ii) its alignment with the median
remuneration of all companies used in our remuneration reference group. This analysis
included both one-year and three-year rolling performance periods wherein return on
average equity, gross margin and the ratio of cash flow as a percentage of revenue were
also considered, reviewed and analyzed in addition to the net income as a percentage of
revenue metric as applied under the Remuneration Policy.
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The following table presents the shares awarded or due to the member of the Board of
Management for the last five reported financial years and unvested or subject to a holding
period as of December 31, 2023:

Information regarding the reported financial year

The main conditions of share award plans Opening During the year Closing balance
balance
Name of Specification Performance Award Vesting End of Shares Shares Performance Shares Shares Shares Shares
Director, of plan period date date holding awarded awarded adjustments vested subject to a awarded and subject to
position period at the performance unvested at a holding
beginning condition year end period
of the year

2019 PSP Jan 1, 2019 - Apr 26, 2019 Apr 29, 2022 Apr 29, 2024 – – – – – – 41,109
Dec 31, 2021
2020 add. PSP Jan 23, 2020 Jan 23, 2020 Jan 23, 2025 – – – – – – 103,000
2020 PSP Jan 1, 2020 - Apr 30, 2020 Apr 26,2023 Apr 26, 2025 37,241 _ – 37,241 – – 37,241
Dec 31, 2022
2021 add. PSP Jan 21, 2021 Jan 21, 2021 Jan 21, 2026 – – – – – – 100,000
R. W. Blickman,
2021 PSP Jan 1, 2021 - Apr 30, 2021 Apr 25, 2024 Apr 25, 2026 25,143 – 10,477 – 35,620 35,620 –
CEO
Dec 31, 2023
2022 add. PSP Jan 20, 2022 Feb 17, 2022 Feb 17, 2027 – – – – – – 70,000
2022 PSP Jan 1, 2022 - Apr 29, 2022 AGM 2025 AGM 2025 + 13,927 – – – 13,927 13,927 –
Dec 31, 2024 2 years
2023 add. PSP Jan 19, 2023 Jan 19, 2023 Jan 19, 2028 – 88,020 – 88,020 – – 88,020
2023 PSP Jan 1, 2023 - Apr 26, 2023 AGM 2026 AGM 2026 + – 20,604 – – 20,604 20,604 –
Dec 31, 2025 2 years
Total 76,311 108,624 10,477 125,261 70,151 70,151 439,370

In January 2024, the Supervisory Board approved an award of 70,000 additional performance Such shares are subject to a five-year lock-up period, which means that the member of the
shares relative to the maximum potential award of 120,000 shares available to the member Board of Management will have to retain such shares for five years following the vesting
of the Board of Management, subject to adoption of the 2023 annual accounts at the 2024 date. In accordance with IFRS 2 (“share-based payments”), expenses for such additional
AGM. The award reflected (i) a 20% downward adjustment (24,000 shares) from the performance shares will be recognized in the first quarter of 2024 since the award was
potential maximum award and (ii) the subtraction of 10,477 LTI shares due to their vesting made and communicated in the first quarter of 2024. This 2024 award reflects the last
between target and maximum performance (stretched performance) of the NIR and TSR payment of additional performance shares to the member of the Board of Management
elements, both in accordance with the provisions of the Remuneration Policy. In addition, under the Remuneration Policy 2020-2023.
a further downward adjustment of 15,523 shares was agreed with the member of the
Board of Management due to Besi's 141.2% share price increase in 2023. As a result, a total Clawback and ultimate remedium
of 70,000 additional performance shares were awarded to the member of the Board of In accordance with Dutch law and the Remuneration Policy, the Short-Term Incentive and
Management. The downward adjustment of additional performance shares in 2024 related Long-Term Incentive components for the member of the Board of Management are subject
primarily to the quantum amount of the award in 2023 and in no way reflected dissatisfaction to clawback provisions and ultimate remedium clauses. During 2023, no circumstances
with his performance, which was deemed to be exceptional. were identified by the Supervisory Board that could result in any adjustments or clawback.
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Remuneration of the Board of Management Other remuneration information

Remuneration of the member of the Board of Management recognized by the Company in The actual cash remuneration paid by the Company to the member of the Board of
its Financial Statements for the years ended December 31, 2023 and 2022 was as follows: Management and the value of the vested equity remuneration for the member of the Board
of Management for the years ended December 31, 2023 and 2022 were as follows:
(€, except for performance shares) Year ended December 31,
2023 2022 (€) Year ended December 31,
2023 2022
Base salary 650,000 600,000
Annual cash bonus 975,000 900,000 Base salary 650,000 600,000
Other benefits1 257,529 232,910 Fringe benefits 257,529 232,910
Total cash benefits 1,882,529 1,732,910 Total fixed remuneration 907,529 832,910
Pension contribution – 12,430 One-year variable 6,504,416 6,123,400
Equity compensation benefits: Incentive Plan2 1,547,777 1,326,796 Equity compensation benefits: Incentive Plan 3,049,293 2,414,743
Total remuneration, excluding discretionary elements 3,430,306 3,072,136 Total variable remuneration 9,553,709 8,538,143
Equity compensation benefits: additional performance shares3 5,529,416 5,223,400 Pension expense – 12,430
Total remuneration 8,959,722 8,295,536 Total remuneration 10,461,238 9,383,482
Conditional performance shares awarded4 20,604 13,927 Proportion of fixed and variable remuneration 9%/91% 9%/91%
1 
Other benefits include expense compensation, medical insurance, employer social security contributions and for 2023 and
2022 a taxable pension allowance of € 214,756 and € 187,262, respectively.
The difference between the total remuneration paid to the member of the Board of
 Expenses recognized in 2023 and 2022 for performance shares awarded from 2019 to 2023 made under the Incentive Plan
2 

as determined in accordance with IFRS. Management in 2023 as recognized in the Company’s Financial Statements (€ 8,959,722) and
3  
Expenses recognized in 2023 and 2022 for the additional performance share award of 88,020 shares which vested on the actual cash remuneration paid and value of the vested equity remuneration for the
January 19, 2023 and of 70,000 shares which vested on February 17, 2022 as determined in accordance with IFRS.
member of the Board of Management (€ 10,461,238) was primarily due to the share price
4
Performance shares for 2023 and 2022 may vest in 2026 and 2025, respectively, subject to continued service and the actual
performance during the performance period 2023-2025 and 2022-2024, respectively. variation between the grant dates and vesting date used for determining the value of LTI
share-based compensation.

Loans
At the end of 2023, no loans, advances or guarantees were provided or outstanding to the
CEO in accordance with the Remuneration Policy.
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Summary compensation and key performance metrics 2019-2023

The following table presents the items used to evaluate remuneration and company
performance over the last five reported financial years:

Year ended December 31,

2023 2022 2021 2020 2019
Director’s actual cash remuneration and value of equity remuneration
R.W. Blickman, CEO Board of Management (€) 10,461,238 9,383,482 8,698,528 7,066,003 6,068,127
Annual change 11% 8% 23% 16% -33%
Company performance
Net income as % of revenue realized 30.6% 33.3% 37.7% 30.5% 22.8%
Total shareholder return (base 2018 = 100%) 913% 365% 457% 294% 199%
Average actual cash remuneration and value of equity remuneration
Employees of the Company, excluding CEO (€ thousands) 80.4 73.6 70.8 68.2 64.8
Annual change 9% 4% 4% 5% 0%
Internal pay ratio* 115 115 128 100 72
* The internal pay ratio is calculated based on the annual total remuneration of the CEO relative to the average annual
remuneration of the employees of the Company as reported in accordance with IFRS and in accordance with the
requirements under the Dutch Corporate Governance Code. The Remuneration Committee noted that certain factors
influence the internal pay ratio. The internal pay ratio of 115 in 2023 was equal to 2022 and decreased versus 2021 as the
total 2023 remuneration of the CEO as reported in accordance with IFRS increased by 1.7% versus 2021, whereas the
average remuneration of the other employees in accordance with IFRS increased by 17%. The internal pay ratio is mainly
impacted by the value of the equity compensation awarded to the CEO and as such aligned with the share price
performance. Given the dependence on the share price development, the Remuneration Committee does not have a
preferred ratio. Instead, remuneration of employees and the CEO should be in line with the relevant internal and external
references for the relative weight of the position, responsibilities and performance.

Shares held by members of the Board of Management

Members of the Board of Management are expected to hold Besi shares as a long-term
investment to better align their interests with those of shareholders. As per a resolution
approved at the 2023 AGM, the Chairman of the Board of Management is expected to hold
shares in an amount equal to three times his base salary (or € 1,950,000 based on his 2023
salary). Other members of the Board of Management are expected to hold shares in an
amount equal to two times their base salary. The table below shows the holdings of the
member of the Board of Management as of December 31, 2023:

Board of Management 2023 base salary in € Number of shares held Ownership ratio*

Richard W. Blickman 650,000 1,342,098 282x

* The ownership ratio is calculated based on the number of shares held by the member of Board of Management multiplied
with the share price at December 31, 2023, divided by the base salary.
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Remuneration members of the Supervisory Board

The remuneration of the members of the Supervisory Board is reviewed on an annual basis.
The Annual General Meeting of Shareholders on April 26, 2023 approved the Remuneration
Policy of the Supervisory Board.

The total cash remuneration of the members of the Supervisory Board for the five years
ended December 31, 2023 was as follows, as reported by the Company:

(€) Year ended December 31,

2023 2022 2021 2020 2019

R. Norbruis – Chairperson1 52,800 – – – –

N. Hoek – Member and Chair Audit Committee 66,000 66,000 66,000 66,000 66,000
C. Bozotti – Member and Chair Remuneration Committee 66,000 66,000 64,900 62,700 62,700
E. Eckstein – Member and Chair Nomination Committee 66,000 64,900 20,900 – –
L. Oliphant – Member 68,700 62,700 41,800 – –

Former members of the Supervisory Board:

L.J. Hijmans van den Bergh1 25,800 79,200 79,200 79,200 53,900
D.J. Dunn – – 22,000 66,000 66,000
M. ElNaggar – – 41,800 68,700 70,700
T. de Waard – – – – 26,400
K.W. Loh – – – – 26,900
Total remuneration 345,300 338,800 336,600 342,600 372,600
1
Mr Richard Norbruis was appointed as a member of Besi’s Supervisory Board at the 2023 AGM on April 26, 2023. Mr Norbruis
succeeded Mr L.J. Hijmans van den Bergh, who did not seek reappointment to his position as a Supervisory Board member
at the 2023 AGM. Their respective remuneration is pro-rated.

The current remuneration of Supervisory Board members as per the new Remuneration Proposed increase in Supervisory Board compensation
Policy 2024 and as approved by shareholders at the 2023 AGM, is as follows: Compensation for members of Besi’s Supervisory Board has not been increased for the
• Member of the Supervisory Board, including committee membership(s): € 62,700. past six years. The Committee reviewed its compensation structure in 2023 with the help
• Member of the Supervisory Board and Chairperson of a committee: € 66,000. of a third-party consultant and concluded that the pay levels for some roles were below
• Chairperson of the Supervisory Board: € 79,200. the benchmark of market median rates for other reference companies in accordance with
• Meeting attendance fees, including conference calls: None. the Remuneration Policy 2024. Consequently, a proposal will be made at the 2024 AGM to
• Intercontinental travel allowance: € 6,000 for physical attendance at a minimum of increase the compensation for members of Besi’s Supervisory Board.
three meetings.
Loans
The members of the Supervisory Board are not entitled to any performance or equity At the end of 2023, no loans, advances or guarantees were outstanding for any members
related compensation and are not entitled to any pension allowance or contribution. of Besi’s Supervisory Board.
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Remuneration Policy 2024

The key principles underlying the new Remuneration Policy 2024, which was approved at
the 2023 AGM include the (i) placement of a cap on total compensation available to the
member of the Board of Management in any given year, (ii) elimination of the discretionary
element in share-based compensation, (iii) simplification of the remuneration structure,
(iv) updating of the current remuneration reference group to better reflect Besi’s improved
business and financial profile and (v) establishment of a minimum level of share ownership
for members of the Board of Management.

Besi will apply this Remuneration Policy 2024 as from January 1, 2024.

In accordance with this policy, the Supervisory Board, upon the recommendation of the
Committee, decided to increase the 2024 base salary of the CEO from € 650,000 to
€ 700,000. The Committee considered a 7.7% salary increase reasonable considering
comparable industry peer group metrics and other industry benchmarks.

For more information, please see the Remuneration Policy 2024, which is available on our
website.
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Repor t o f t he Super v is or y B o ar d
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Report of the Supervisory Board

Annual Report Composition and diversity

Besi is pleased to present its 2023 Annual Report prepared by the Board of Management. The Supervisory Board considers its composition to be aligned with its objective
The Annual Report includes Besi’s Financial Statements as prepared by the Board for an adequate spread of knowledge and experience amongst its members in relation
of Management for the financial year ended December 31, 2023. At its meeting on to the technological and global character of Besi’s business as well as an adequate
February 21, 2024, the Supervisory Board approved these Financial Statements. Ernst & level of knowledge and experience in financial, economic, technical, social and legal
Young Accountants LLP (“EY”), independent external auditors, duly examined the 2023 aspects of international business and government and public administration.
Besi Financial Statements and issued an unqualified opinion thereon. The Supervisory Board believes that it has the requisite expertise, background,
competencies and independence to carry out its duties properly and that all members of
The Supervisory Board recommends that the General Meeting of Shareholders adopts the the Supervisory Board have sufficient time to spend on their respective duties and
2023 Financial Statements as submitted by the Board of Management and approved by the responsibilities.
Supervisory Board. The Board of Management, with the approval of the Supervisory Board,
has also submitted a proposal to declare a cash dividend of € 2.15 per share for the year The Supervisory Board has a diverse composition in terms of experience, expertise, cultural
ended December 31, 2023. or other background, competencies, education, gender identity, age and nationality. On all
such points, its composition is in line with the objectives of the Supervisory Board’s profile
Supervision and Diversity and Inclusion policy. The current Supervisory Board male/female ratio
Besi has a two-tier board structure consisting of a Board of Management and a Supervisory of 60/40 is in compliance with the Supervisory Board’s profile and Besi’s Diversity
Board that is responsible for supervising and guiding the Board of Management. The Board and Inclusion policy as well as with Dutch legislation on gender diversity effective
of Management is currently comprised of one member, Mr Richard Blickman. January 1, 2022. When considering new candidates, the Supervisory Board will retain an
The Supervisory Board is currently comprised of five members, all of whom are considered active and open attitude with respect to the selection of female candidates. Gender is,
independent within the meaning of best practice provision 2.1.8 of the Dutch Corporate however, only one factor of diversity. The qualifications of a particular person and the
Governance Code. In the opinion of the Supervisory Board, the independence requirements requirements for the position shall in principle always prevail over all other factors and
referred to in best practice provisions 2.1.7 to 2.1.9 (inclusive) of the Dutch Corporate considerations when filling a vacancy, unless otherwise required by Dutch law.
Governance Code have been fulfilled.
Meetings and attendance
Name Year first Year Term end In 2023, the Supervisory Board held six meetings, of which four were combined meetings
appointed reappointed of the Supervisory Board and the Audit Committee. Four meetings were held in-person and
two meetings were held virtually. The Supervisory Board also held three virtual update
Mr Richard Norbruis 2023 – 2027 meetings during the year. In addition, the Supervisory Board visited Besi’s locations in
Mr Niek Hoek 2018 2022 2026 Switzerland, Malaysia and Singapore and met with local management.
Mr Carlo Bozotti 2018 2022 2026
Dr Laura Oliphant 2021 – 2025 During the year, the Audit Committee held four meetings to discuss the topics set forth
Ms Elke Eckstein 2021 – 2025 below and the scope and results of EY’s audit of the Financial Statements. EY attended
two meetings of the Audit Committee in 2023. The Audit Committee separately met with
Mr Richard Norbruis was appointed as Supervisory Board member for a four-year term at EY once without the presence of the member of the Board of Management.
Besi’s Annual General Meeting of Shareholders held on April 26, 2023 (“2023 AGM”).
Subsequently, Richard Norbruis was elected as Chairperson of the Supervisory Board.
Mr Lodewijk Hijmans van den Bergh, former Chairperson of the Supervisory Board did not
seek reappointment for another term upon the expiration of his four-year term at Besi’s
2023 AGM.
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The Remuneration Committee and the Nomination Committee both met once in 2023 to Operations
discuss the topics set forth below. The member of the Board of Management was not • The ongoing transfer of operations from Europe to Asia and reductions to Besi’s cost
present during the Remuneration Committee meeting. structure.
• The general risks associated with Besi’s operations.
Meeting attendance by individual Supervisory Board members was as follows: • The progress of the Sub Micron Die Attach product group focused on wafer level assembly.
• The expansion of Besi’s facilities including the completion of a new cleanroom in
Name Supervisory Audit Remuneration Nomination Singapore in support of future hybrid bonding process development.
Board Committee Committee Committee • The opening and investment in Besi Vietnam’s tooling facility.
• The establishment of a branch office in India to support customer expansion.
Mr Richard Norbruis, Chairperson¹ 4/4 2/2 -/- 1/1 • The progress of Besi’s development programs including new enhancements to Besi’s
Mr Niek Hoek 6/6 4/4 1/1 -/1 current portfolio.
Mr Carlo Bozotti 6/6 4/4 1/1 1/1 • The ongoing operational development of Besi’s processes, procedures, ERP and IT
Ms Laura Oliphant 6/6 4/4 1/1 1/1 systems.
Ms Elke Eckstein 6/6 4/4 1/1 1/1 • The assessment and review provided by the Board of Management of the structure and
Mr Lodewijk Hijmans van den Bergh 2/2 2/2 1/1 -/- operation of Besi’s internal control and risk management systems as well as any
¹ Prior to his appointment on April 26, 2023., Mr Norbruis attended all meetings of the Supervisory Board and its Committees significant changes thereto.
as an observer.

Governance
Supervisory Board meeting topics • The functioning and performance evaluation of the Board of Management,
Key topics discussed by the Supervisory Board during 2023 included: the Supervisory Board, the Audit Committee, the Remuneration Committee and
the Nomination Committee and the individual members of the Supervisory Board.
Strategic • A self-assessment conducted by the Supervisory Board (without the presence of the
• Semi-annual reviews of current strategic planning initiatives and the principal risks member of the Board of Management), facilitated by an external advisor, the results of
associated therewith as well as the implementation of Besi’s sustainable long-term which concluded that there is a proper mix of background and skills at the Supervisory
value creation strategy. Board level and that the Supervisory Board works well as a team with open and direct
• Besi’s technology roadmap and related research and development programs. communication. The conclusion of the evaluation has been shared with the member of
• Potential strategic alliances and acquisitions. the Board of Management and members of the Supervisory Board.
• The hybrid bonding joint development agreement with Applied Materials. • Succession planning and related career development programs for members of senior
• ESG related topics including a review of Besi’s current policies, strategies and management and key Besi staff.
performance more fully discussed in our Environmental, Social and Governance Report • The remuneration of the Board of Management and the Remuneration Report.
included elsewhere in this Annual Report. • Proposal and approval of a new Remuneration Policy 2024 at Besi’s 2023 AGM.
• Progress on the Corporate Sustainability Reporting Directive (“CSRD”) roadmap. • The compensation of the Supervisory Board.
• Review of Besi’s strategic planning 2023-2027 with participation of third-party consulting
firm. Capital allocation policy
The Board of Management is responsible for Besi’s optimal capital allocation and has
Financial adopted a policy which aims to enhance shareholder returns via dividends and share
• Besi’s annual budget as well as quarterly revised estimates related thereto. repurchases.
• Quarterly business reviews and a review and discussion of Besi’s 2023 annual budget
with the Board of Management and senior management. Due to Besi’s earnings and cash flow generation in 2023, the Board of Management, with
• Besi’s capital allocation policy including completion of the € 300 million share repurchase the approval of the Supervisory Board, will propose a cash dividend to shareholders equal
program in October 2023 and initiation of a new € 60 million share repurchase program to € 2.15 per share for 2023 for approval at Besi’s Annual General Meeting of Shareholders
effective November 1, 2023. to be held on April 25, 2024.
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On July 21, 2022, Besi announced a € 300 million share repurchase program effective • The approval of non-audit/assurance services by EY.
August 1, 2022. Under this program, a total of 4.3 million shares were repurchased from • The receipt, retention and treatment of complaints and the anonymous submission
August 1, 2022 (inception) through October 27, 2023 (completion) at an average price per of confidential concerns by employees involving accounting matters on the basis
share of € 69.87. On October 26, 2023, Besi announced a new € 60 million share repurchase of Besi’s Whistleblower procedure, which can be found on the Company’s website:
program effective November 1, 2023. The program is aimed at general capital reduction www.besi.com.
purposes and to help offset dilution related to Besi’s Convertible Notes and shares issued • Information and communication technology deployment including ongoing enhancements
under employee stock plans. It will be funded using Besi’s available cash resources and is to Besi’s global ERP system.
expected to be completed by October 2024. In 2023, a total of 2.6 million shares were • Besi’s cyber security profile including risks and measures available to counter the rising
repurchased under both programs at an average price of € 83.40 per share for an aggregate threat of cybercrime and cyber terrorism.
amount of € 213.4 million.
The Audit Committee terms of reference are posted on Besi’s website: www.besi.com.
Supervisory Board committees
The Supervisory Board has established three committees, the Audit Committee, the Remuneration Committee
Remuneration Committee and the Nomination Committee. These committees operate The Remuneration Committee consists of all Supervisory Board members. The Chairperson
under terms of reference that have been approved by the Supervisory Board. Members of of the Remuneration Committee is Mr Carlo Bozotti. It has the following responsibilities
these committees are appointed from among the Supervisory Board members. with respect to remuneration for which it fulfills its obligations by:
• The proposal to the Supervisory Board of the Remuneration Policies to be pursued.
Audit Committee • The review and proposal on an annual basis of the corporate goals and objectives related
The Audit Committee consists of all Supervisory Board members. The Chairperson is to the remuneration of the Board of Management.
Mr Niek Hoek who is considered a financial expert. The Audit Committee fulfills its • The proposal to the Supervisory Board for the remuneration of the Board of Management
responsibilities by carrying out the activities enumerated under its terms of reference, within the scope of the Remuneration Policy as adopted by the General Meeting of
including assistance provided to the Supervisory Board in fulfilling its oversight Shareholders. Such proposal shall, in any event, deal with:
responsibilities in its review of: • The strategic objectives for the implementation of sustainable long-term value
• The effectiveness of Besi’s internal control and risk management systems and the creation.
internal audit function are described under Risk Management and in the chapter Internal • The remuneration structure.
control and risk management under Corporate Governance in this Annual Report. • The amounts of the fixed and variable remuneration components and the ratio thereof.
• The analysis and assessment provided by the Board of Management of the structure and • The performance criteria used.
operation of Besi’s internal control and risk management systems and any significant • The scenario analyses carried out.
changes thereto. • Company-wide pay ratios.
• Besi’s capital structure, financing and treasury operations. • The terms and conditions governing conditional share awards or share options.
• Besi’s European and global tax structure and transfer pricing policy, including, • The development of the market price of the ordinary shares.
in particular, developments affecting fiscal Base Erosion and Profit Shifting (“BEPS”). • The overall compliance with the requirements imposed by the Dutch Civil Code and the
• Auditing, accounting and financial reporting processes and critical accounting policies, Dutch Corporate Governance Code.
new accounting pronouncements and the further development of International Financial • Overseeing Besi’s equity incentive plans.
Reporting Standards as adopted by the EU (“IFRS”). • Preparing the Remuneration Report.
• Auditing, accounting and reporting of non-financial (ESG) reporting.
• The quality of work, reporting, expertise and independence of EY, Besi’s independent The Remuneration Committee terms of reference are posted on the Company’s website:
external auditor on a regular basis, including, in particular, the appropriateness of the www.besi.com.
provision of non-audit services.
• The terms of EY’s engagement, including the scope of the audit, the materiality Remuneration Report
thresholds to be used and the audit fee. The Remuneration Report is included in a separate section of this Annual Report.
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The Nomination Committee Corporate governance

The Nomination Committee consists of all Supervisory Board members. The Chairperson The Supervisory Board acknowledges the importance of good corporate governance,
of the Nomination Committee is Ms Elke Eckstein. It has the following responsibilities with the most important elements of which are transparency, independence and accountability.
respect to the selection and nomination of Supervisory Board members and members It continuously reviews important corporate governance developments. Reference is made
of the Board of Management for which it fulfills its obligations by: to the Corporate Governance section of this Annual Report. Deviations from the Dutch
• Determining selection criteria and appointment procedures for Supervisory Board Corporate Governance Code are explained in that section.
members and members of the Board of Management.
• Periodically assessing the size and composition of the Supervisory Board and the Board The Supervisory Board would like to express its thanks and appreciation to all involved for
of Management and making proposals for the composition profile of the Supervisory their hard work and dedication to the Company in 2023. In particular, we would like to
Board. thank management and employees for their actions taken this year to help Besi achieve an
• Periodically assessing the functioning of individual Supervisory Board members and excellent performance in a challenging industry environment.
members of the Board of Management and providing reports to the Supervisory Board.
• Creating and updating succession plans for Supervisory Board members and members The Supervisory Board
of the Board of Management. Richard Norbruis, Chairperson
• Making proposals for appointments and reappointments.
• Supervising the policy of the Board of Management on selection criteria and appointment February 21, 2024
procedures for senior management.

The Nomination Committee terms of reference are posted on the Company’s website:
www.besi.com.
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B o ar d o f Manag emen t and Super v is or y B o ar d Member s

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Board of Management and Supervisory Board Members

Board of Management Technology Advisory Board Supervisory Board Additional functions

Chairman of the Supervisory Boards of
Richard W. Blickman (male, 1954) Marvin D. Liao (male, 1955) Richard Norbruis (male, 1957) Anthony Veder Group N.V. (Netherlands
Dutch nationality Formerly VP Operations/Advanced Chairperson Antilles) and Van Oord N.V., Chairman of
Appointed since 1995 Packaging Technology and Service of Dutch nationality the Board of Stichting Preferente
TSMC. Member since 2023 Aandelen Nedap and Vice Chairman of
Chief Executive Officer, Chairman of the Current term 2023 – 2027 Cabka N.V.
Board of Management Frits van Hout (male, 1960)
Formerly Executive Vice President and Partner at Norbruis Clement Advocaten Laura Oliphant (female, 1963)
Additional functions Chief Strategy Officer of ASML N.V. American nationality
Member of the Netherlands Academy Additional functions Member since 2021
of Technology and Innovation Vincent DiCaprio (male, 1966) Chairman of Stichting Administratie­ Current term 2021 – 2025
Vice President at Applied Materials and kantoor van gewone aandelen A Van
Head of Business and Corporate Lanschot Kempen. Managing Partner of Serendibite Partners
Development for its Heterogeneous
Integration and ICAPS Business Unit. Carlo Bozotti (male, 1952) Additional functions
Italian and Swiss nationality Non-executive member of the board of
Member since 2018 directors of Aehr Test Systems, NextNet
Current term 2022 – 2026 Inc. and USA Triathlon.

Industrial Partner of FSI, private equity

firm
The Supervisory Board has formed the
Additional functions following committees:
Non-executive member of the board of
directors of Avnet Inc. and Nice S.p.A. Audit Committee
Members: Niek Hoek (Chairperson), Carlo
Elke Eckstein (female, 1964) Bozotti, Elke Eckstein, Richard Norbruis
German nationality and Laura Oliphant
Member since 2021
Current term 2021 – 2025 Nomination Committee
Members: Elke Eckstein (Chairperson),
Non-executive member of the board of Carlo Bozotti, Richard Norbruis, Niek
directors of Jenoptik, KK Wind, Saferoad, Hoek and Laura Oliphant
u-blox and ViaCon.
Remuneration Committee
From left to right: Richard Blickman, Carlo Bozotti, Laura Oliphant, Richard Norbruis, Niek Hoek (male, 1956) Members: Carlo Bozotti (Chairperson),
Elke Eckstein and Niek Hoek. Dutch nationality Elke Eckstein, Richard Norbruis, Niek
Member since 2018 Hoek and Laura Oliphant
Current term 2022 – 2026

Managing director of Brandaris Capital

Holding B.V.
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Financial Statements 2023

Consolidated Statement of Financial Position 139

Consolidated Statement of Operations 140
Consolidated Statement of Comprehensive Income 140
Consolidated Statement of Changes in Equity 141
Consolidated Statement of Cash Flows 142
Notes to the Consolidated Financial Statements 143
Parent Company Balance Sheet 188
Parent Company Statement of Income and Expense 189
Notes to the Parent Company Financial Statements 190
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Consolidated Statement of Financial Position

(€ thousands) Note December 31, December 31, (€ thousands) Note December 31, December 31,
2023 2022 2023 2022

Assets Liabilities and equity

Cash and cash equivalents 3 188,477 491,686 Current portion of long-term debt 18 3,144 2,361
Deposits 4 225,000 180,000 Trade payables 14 46,889 41,431
Trade receivables 5 143,218 148,333 Income tax payable 16,629 21,735
Inventories 6 92,505 92,117 Provisions 15 4,751 5,578
Income tax receivable 5,956 3,554 Lease liabilities 19 3,739 3,337
Other receivables 7 28,899 18,099 Other payables 16 37,822 42,461
Prepayments 8 4,237 2,909 Other current liabilities 17 24,259 26,988
Total current assets 688,292 936,698 Total current liabilities 137,233 143,891

Property, plant and equipment 9 37,516 33,272 Long-term debt 18 297,353 322,815
Right of use assets 19 18,242 17,480 Lease liabilities 19 14,924 14,372
Goodwill 10 45,402 45,746 Deferred tax liabilities 29 12,959 13,303
Other intangible assets 11 93,668 81,218 Provisions 20, 25 11,972 11,347
Deferred tax assets 29 12,217 19,563 Other non-current liabilities 17 699 927
Other non-current assets 12 1,216 1,213 Total non-current liabilities 337,907 362,764
Total non-current assets 208,261 198,492
Share capital 21 811 811
Share premium 108,144 271,350
Retained earnings 162,779 219,389
Other reserves 21 149,679 136,985
Equity attributable to owners of the Company 421,413 628,535

Total assets 896,553 1,135,190 Total liabilities and equity 896,553 1,135,190
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Consolidated Statement of Operations Consolidated Statement of Comprehensive Income

(€ thousands, except share and per share Note Year ended December 31, (€ thousands) Year ended December 31,
data) 2023 2022 2023 2022

Revenue 23, 24 578,862 722,870 Net income 177,084 240,647

Cost of sales 203,074 279,797
Gross profit 375,788 443,073 Other comprehensive income
Actuarial gain (loss), net of income tax (1,191) 4,521
Selling, general and administrative expenses 105,956 95,012 Items that will not be reclassified
Research and development expenses 56,440 53,945 to profit and loss (1,191) 4,521
Total operating expenses 162,396 148,957
Currency translation differences 2,631 9,467
Operating income 213,392 294,116 Unrealized hedging results, net of income tax (331) 3,867
Items that may be reclassified subsequently
Financial income 28 13,034 1,634 to profit or loss 2,300 13,334
Financial expense 28 (18,737) (20,260)
Financial income (expense), net (5,703) (18,626) Other comprehensive income,
net of income tax 1,109 17,855
Income before income tax 207,689 275,490
Total comprehensive income 178,193 258,502
Income tax expense 29 30,605 34,843
Net income 177,084 240,647

Total net income per share

Basic 2.28 3.03
Diluted¹ 2.23 2.90

Weighted average number of shares used to

compute income per share
Basic 30 77,508,722 79,311,366
Diluted 30 82,800,279 85,526,157

¹ The calculation of the diluted income per share for the year 2023 and 2022 assumes the exercise of equity-settled share-
based payments. The calculation also assumes the conversion of the Company’s Convertible Notes due 2023, 2024, 2027
and 2029, respectively, as such conversion would have a dilutive effect.
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Consolidated Statement of Changes in Equity

(€ thousands, Number of Share Share Retained Other Total

except for share data) ordinary capital premium earnings reserves share-
shares (Note 21) holders’
outstanding¹ equity

Balance at January 1, 2023 81,146,738 811 271,350 219,389 136,985 628,535

Currency translation differences - - - - 2,631 2,631

Actuarial loss - - - - (1,191) (1,191)
Unrealized hedging results - - - - (331) (331)
Other comprehensive income for the year - - - - 1,109 1,109
Net income - - - 177,084 - 177,084
Total comprehensive income for the year - - - 177,084 1,109 178,193
Dividend paid to owners of the Company - - - (222,109) - (222,109)
Convertible Notes converted into equity - - 31,074 - - 31,074
Changes in legal reserve - - - (11,585) 11,585 -
Equity-settled share-based payments - - 19,107 - - 19,107
Purchase of treasury shares - - (213,387) - - (213,387)
Balance at December 31, 2023 81,146,738 811 108,144 162,779 149,679 421,413

Balance at January 1, 2022 78,567,842 786 251,149 261,211 106,128 619,274

Currency translation differences - - - - 9,467 9,467

Actuarial gain - - - - 4,521 4,521
Unrealized hedging results - - - - 3,867 3,867
Other comprehensive income for the year - - - - 17,855 17,855
Net income - - - 240,647 - 240,647
Total comprehensive income for the year - - - 240,647 17,855 258,502
Dividend paid to owners of the Company - - - (269,467) - (269,467)
Convertible Notes converted into equity 2,578,896 25 135,151 - - 135,176
Changes in legal reserve - - - (13,002) 13,002 -
Equity-settled share-based payments - - 15,259 - - 15,259
Purchase of treasury shares - - (146,781) - - (146,781)
Equity component new Convertible Notes - - 16,572 - - 16,572
Balance at December 31, 2022 81,146,738 811 271,350 219,389 136,985 628,535

¹  The outstanding number of ordinary shares includes 4,130,944 and 2,658,812 treasury shares at December 31, 2023 and December 31, 2022, respectively.
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Consolidated Statement of Cash Flows

(€ thousands) Note Year ended December 31,

2023 2022

Cash flows from operating activities

Income before income tax 207,689 275,490

Adjustments to reconcile income before income tax to net cash flows

Depreciation, amortization and impairment 9, 11, 19 25,732 22,992
Share-based payment expense 25 19,107 15,259
Financial expense, net 28 5,703 18,626

Effects on changes in assets and liabilities

Decrease (increase) in trade receivables (707) 43,166
Increase in inventories (13,638) (1,991)
Increase (decrease) in trade payables 8,024 (34,090)
Changes in provisions 2,732 (777)
Changes in other working capital (23,230) (27,861)
231,412 310,814
Interest received 9,567 1,182
Interest paid (4,845) (4,772)
Income tax paid (27,562) (35,353)
Net cash provided by operating activities 208,572 271,871

Cash flows from investing activities

Capital expenditures 9, 11 (6,899) (6,780)
Capitalized development expenditures 11 (21,121) (21,613)
Repayment of (investments in) deposits 4 (44,927) 44,711
Net cash provided by (used in) investing activities (72,947) 16,318

Cash flows from financing activities

Proceeds from debts 18 - 494
Proceeds from Convertible Notes 18 - 172,176
Payments on lease liabilities 18, 19 (4,307) (4,101)
Purchase treasury shares (213,387) (146,781)
Dividend paid to shareholders (222,109) (269,467)
Net cash used in financing activities (439,803) (247,679)

Net change in cash and cash equivalents (304,178) 40,510

Effect of changes in exchange rates on cash and cash equivalents 969 (219)
Cash and cash equivalents at beginning of the period 3 491,686 451,395
Cash and cash equivalents at end of the period 3 188,477 491,686
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Notes to the Consolidated Financial Statements

1. Basis of presentation 2. Summary of significant accounting principles

General Presentation
BE Semiconductor Industries N.V. (“Besi“ or “the Company“) was incorporated in The accompanying Consolidated Financial Statements include the accounts of
the Netherlands in May 1995 as the holding company for a worldwide business engaged BE Semiconductor Industries N.V. and its consolidated subsidiaries (collectively,
in the development, production, marketing and sales of back-end equipment for “the Company”). The financial statements are presented in thousands of euro, rounded to
the semiconductor industry. BE Semiconductor Industries N.V.‘s principal operations are in the nearest thousand, unless stated otherwise. The accounting principles which the
the Netherlands, Austria, Switzerland, Malaysia, Singapore and China. BE Semiconductor Company uses to prepare the Consolidated Financial Statements are based on historical
Industries N.V.‘s principal executive office is located at Ratio 6, 6921 RW Duiven, cost, unless stated otherwise. Exceptions to the historical cost basis include derivative
the Netherlands. Statutory seat of the Company is Amsterdam; number at Chamber financial instruments and share-based compensation which are based on fair value. In
of Commerce is 09092395. addition, for pensions and other post-retirement benefits, actuarial present value
calculations are used.
The Consolidated Financial Statements of BE Semiconductor Industries N.V. for the year
ended December 31, 2023, were authorized for issue in accordance with a resolution of the Principles of consolidation
directors on February 21, 2024. The Consolidated Financial Statements of the Company as The Consolidated Financial Statements comprise the financial statements of
at December 31, 2023 will be presented to the Annual General Meeting of Shareholders for BE Semiconductor Industries N.V. and its subsidiaries as at December 31, 2023. Subsidiaries
their adoption on April 25, 2024. are entities controlled by the Company. The Company controls an entity when it is exposed
to, or has right to, variable returns from its involvement with the entity and has the ability
The Consolidated Financial Statements are prepared on the basis that it will continue to to affect those returns through its power over the entity. The financial statements of
operate as a going concern. subsidiaries are included in the Consolidated Financial Statements from the date on which
control commences until the date on which control ceases. The financial statements of
Ukraine the subsidiaries are prepared for the same reporting period as the parent company, using
As a result of the conflict in Ukraine, many countries have imposed, and may continue to consistent accounting policies. All intra-group balances, income and expenses and
impose, new sanctions on specified Russian entities and individuals. The direct impact to unrealized gains and losses resulting from intra-group transactions are eliminated in full.
the Company in 2023 was negligible from a revenue and sourcing perspective as Besi has Accounting policies, as set out below, have been applied consistently for all periods
no presence in Russia, Ukraine or Belarus. However, the conflict and its direct and indirect presented in these Consolidated Financial Statements and by all subsidiaries.
consequences have and may continue to exert a drag on the global economy through
inflation via energy and commodity prices. The Company implemented price increases on
its systems to help compensate for inflationary cost pressures.

Israel/Hamas
The ongoing conflict between Israel and Hamas has had no direct impact on our Company
in 2023, as we do not maintain a presence in that specific region.

Statement of compliance
The Company’s Consolidated Financial Statements have been prepared in accordance with
International Financial Reporting Standards (“IFRS”) as adopted by the European Union.
They also comply with the financial reporting requirements included in section 9 of Book 2
of the Netherlands Civil Code, as far as applicable.
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As of December 31, 2023 and 2022, the following subsidiaries are included in the Foreign currency translation
accompanying Consolidated Financial Statements: The Consolidated Financial Statements are presented in euros, which is the parent
company’s functional and presentation currency. Each entity in the group determines its
Name Location and country of Percentage of own functional currency and items included in the financial statements of each entity are
incorporation ownership measured using that functional currency. The principal exchange rates against the euro
used in preparing the Consolidated Statement of Financial Position, the Consolidated
BE Semiconductor Industries Holding GmbH Radfeld, Austria 100% Statement of Operations and Consolidated Statement of Comprehensive Income are:
BE Semiconductor Industries USA, Inc. Chandler, Arizona, USA 100%
Besi APac Sdn. Bhd. Shah Alam, Malaysia 100%¹ Consolidated Statement Consolidated Statement of
Besi Asia Pacific Holding B.V. Duiven, the Netherlands n/a³ of Financial Position Operations and Consolidated
Besi Austria GmbH Radfeld, Austria 100% Statement of Comprehensive Income
Besi Korea Ltd. Seoul, South Korea 100% 2023 2022 2023 2022
Besi Leshan Co., Ltd. Leshan, China 100%
Besi Netherlands B.V. Duiven, the Netherlands 100% US dollar 1.11 1.07 1.08 1.06
Besi North America, Inc. Chandler, Arizona, USA 100% Swiss franc 0.93 0.98 0.97 1.01
Besi Philippines, Inc. Muntinlupa City, Philippines 100% Malaysian ringgit 5.08 4.70 4.90 4.64
Besi (Shanghai) Trading Co., Ltd. Shanghai, China 100% Chinese renminbi 7.85 7.36 7.63 7.09
Besi Singapore Pte. Ltd. Singapore, Singapore 100%
Besi Switzerland AG Steinhausen, Switzerland 100% Transactions in foreign currencies are initially recorded at the functional currency rate
Besi (Thai) S&S Ltd. Bangkok, Thailand 100%¹ ruling at the date of the transaction. Monetary assets and liabilities denominated in
Besi USA, Inc. Chandler, Arizona, USA 100% foreign currencies are translated at the functional currency rate of exchange ruling at the
Cong Ty Tnhh Besi Viet Nam Ho Chi Minh City, Vietnam 100%² balance sheet date. All differences are accounted for into the Consolidated Statement of
Datacon Beteiligungs GmbH Radfeld, Austria 100% Comprehensive Income. Non-monetary items that are measured in terms of historical cost
Esec China Financial Ltd. Hong Kong, China 100% in a foreign currency are translated using the exchange rates as at the dates of the initial
Esec International B.V. Duiven, the Netherlands n/a³ transactions. Non-monetary items measured at fair value in a foreign currency are
Fico Hong Kong Ltd. Hong Kong, China 100% translated using the exchange rates at the date when the fair value is determined. Any
Fico International B.V. Duiven, the Netherlands 100% goodwill arising on the acquisition of a foreign operation and any fair value adjustments to
Meco Equipment Engineers B.V. ’s-Hertogenbosch, the Netherlands 100% the carrying amounts of assets and liabilities arising on the acquisition are treated as
Meco International B.V. ‘s-Hertogenbosch, the Netherlands n/a³ assets and liabilities of the foreign operation and translated at the closing rate. The assets
and liabilities of foreign operations are translated into euros at the rate of exchange ruling
¹  
In order to comply with local corporate law, a non-controlling shareholding (less than 0.1%) is held by Company at the balance sheet date and their Statement of Operations is translated at the weighted
Management.
2  Cong Ty Tnhh Besi Viet Nam was established on October 11, 2023 as fully owned entity. average exchange rates for the year. The exchange differences arising on the translation of
3  Besi Asia Pacific Holding B.V., Esec International B.V. and Meco International B.V. were merged into BE Semiconductor assets and liabilities are recognized in other comprehensive income (“OCI”), and presented
Industries N.V., effective April 5, 2023.
as legal currency translation adjustment in equity. On disposal of a foreign entity, the
deferred cumulative amount recognized in equity relating to that particular foreign
All intercompany profits, transactions and balances have been eliminated in the operation is recognized in the Consolidated Statement of Operations.
consolidation.
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Offsetting when required based on Company estimates and additional provision as determined by the
Financial assets and financial liabilities are offset and the net amount is presented in the use of the provision matrix. Impairment losses and any subsequent reversals are recognized
balance sheet when the Company has a legal right to offset the amounts and intends in the Consolidated Statement of Operations.
either to settle them on a net basis or to realize the asset and settle the liability
simultaneously. Inventories
Inventories are stated at the lower of cost (using moving weighted average costs) or net
Changes in accounting policies realizable value. Net realizable value is the estimated selling price in the ordinary course
The Company has consistently applied the accounting policies to all periods presented in of business, less the estimated costs of completion and costs to make the sales. Cost
these Consolidated Financial Statements. includes net prices paid for materials purchased and all expenses to bring the inventory to
its current location, charges for freight and custom duties, production labor costs and
A number of new standards and amendments are effective as from January 1, 2023. They do factory overhead.
not have a material effect on the Company’s Consolidated Financial Statements. These
new standards and amendments are as follows: Property, plant and equipment
• IFRS 17 Insurance Contracts Property, plant and equipment are stated at cost less accumulated depreciation and
• Definition of Accounting Estimates - Amendments to IAS 8 impairment charges. Costs include expenditures that are directly attributable to the
• Disclosure of Accounting Policies - Amendments to IAS 1 and IFRS Practice Statement 2 acquisition of the asset, including financing expenses of capital investment projects under
• Deferred Tax related to Assets and Liabilities arising from a Single Transaction - construction.
Amendments to IAS 12
• International Tax Reform-Pillar Two Model Rules - Amendments to IAS 12 Depreciation is calculated using the straight-line method, based on the following
estimated useful lives:
Cash and cash equivalents
Cash and cash equivalents consist of highly liquid investments with an original maturity Category Estimated useful life
date at the date of acquisition of three months or less or include a notice period of three
months or less. Cash and cash equivalents are measured at amortized cost. Money market Land Not depreciated
funds reported under cash and cash equivalents are measured at fair value through profit Buildings 15–30 years
and loss and are readily convertible to a known amount of cash and are subject to an Leasehold improvements¹ 10–15 years
insignificant risk of changes in value. Machinery and equipment 2–10 years
Office furniture and equipment 3–10 years
Deposits
Deposits consist of cash and cash equivalents which have been placed on deposit with an ¹ Leasehold improvements are depreciated over the shorter of the lease term or economic life of the asset.

original maturity between 3 and 12 months.

Where parts of an item of property, plant and equipment have different useful lives, they
Trade receivables and other receivables are accounted for as separate items of property, plant and equipment. The residual value,
Trade and other receivables are initially measured at transaction price and subsequently at if not insignificant, is reassessed annually.
amortized cost less any impairment loss. The Company applies the expected credit loss
model to determine any trade receivables impairment losses. The trade receivables do not The Company recognizes in the carrying amount of an item of property, plant and equipment
contain a significant financing component (in accordance with IFRS 15) and therefore the the cost of replacing part of such an item when that cost is incurred if it is probable that
loss allowance is always measured as equal to lifetime expected credit losses. The the future economic benefit relating to that subsequent expenditure will flow to the
Company uses a provisioning matrix to calculate the level of the provision and measures Company and the cost can be measured reliably. Other costs are recognized in
lifetime expected credit losses at percentages of amounts outstanding for current trade the Consolidated Statement of Operations as expense, as incurred.
receivables, 30 days past due, 60 days past due, 90 days past due and over 120 days past
due. The total accounts receivable impairment consists of two elements: provision if and
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Right of use assets Lease liabilities

Lease liabilities are initially measured at the present value of the lease payments that are
Definition of a lease not paid at the commencement date discounted using the Company’s incremental
At inception of a contract, the Company assesses whether a contract is, or contains, borrowing rate.
a lease. A contract is, or contains, a lease if the contract conveys the right to control the
use of an identified asset for a period of time in exchange for consideration. To assess Lease payments included in the measurement of the lease liabilities comprise the
whether a contract conveys the right to control the use of an identified asset, the Company following:
uses the definition of a lease in IFRS 16. • Fixed payments, including in-substance fixed payments.
• Lease payments in an optional renewal period if the Company is reasonably certain to
At commencement or on modification of a contract that contains a lease component, the exercise an extension option.
Company allocates the consideration in the contract to each lease component on the basis
of its relative stand-alone price. In calculating the present value of lease payments, the Company uses the incremental
borrowing rate at the lease commencement date. After the commencement date, the
Right of use assets amount of lease liabilities is increased to reflect the accretion of interest and reduced for
The Company recognizes right of use assets at the commencement date of the lease the lease payments made. In addition, the carrying amount of lease liabilities is remeasured
(i.e. the date the underlying asset is available for use). Right of use assets are measured at if there is a modification, a change in the lease term and/or a change in the in-substance
cost, less any accumulated depreciation and impairment losses, and adjusted for any fixed lease payments. When the lease liability is remeasured in this way, a corresponding
remeasurement of lease liabilities. The cost of right of use assets includes the amount of adjustment is made to the carrying amount of the right of use asset, or is recorded in profit
lease liabilities recognized, initial direct costs incurred, and lease payments made at or or loss if the carrying amount of the right of use asset has been reduced to zero.
before the commencement date less any lease incentives received. The right of use assets
are depreciated on a straight-line basis over the shorter of the lease term and the Short-term leases and leases of low-value assets
estimated useful lives of the assets, as follows: The Company applies the short-term lease recognition exemption to its short-term leases
of buildings, machinery and equipment (i.e. those leases that have a lease term of 12
Category months or less from the commencement date and do not contain a purchase option). It
also applies the lease of low-value assets recognition exemption to leases of office
Land and buildings 1–10 years equipment that are considered of low value (i.e. below five thousand euro). Lease payments
Office furniture and equipment 1–10 years on short-term leases and leases of low-value assets are recognized as expense on a
straight-line basis over the lease term.
In addition, the right of use asset is periodically assessed for impairment losses, and
adjusted for certain remeasurements of the lease liability. Intangible assets
Intangible assets are valued at cost less accumulated amortization and impairment
charges. All intangible assets are tested for impairment whenever there is an indication
that the intangible asset may be impaired. Other intangible assets, such as goodwill and
intangible assets not yet in use, are not amortized, but tested for impairment annually. In
cases where the carrying value of the intangibles exceeds the recoverable amount, an
impairment charge is recognized in the Consolidated Statement of Operations.
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Business combinations and goodwill Other identifiable intangible assets

Business combinations are accounted for using the acquisition method as at the acquisition Other intangible assets that are acquired by the Company are stated at cost (i.e. fair value
date, which is the date on which control is transferred to the Company. Control is the of the consideration given) at the date of acquisition less accumulated amortization and
power to govern the financial and operating policies of an entity so as to obtain benefits impairment losses.
from its activities. In assessing control, the Company takes into consideration potential
voting rights that currently are exercisable. Amortization
Amortization is charged to the Consolidated Statement of Operations on a straight-line
The Company measures goodwill at the acquisition date as: basis over the estimated useful lives of intangible assets unless such lives are indefinite.
• The fair value of the consideration transferred; plus Amortization of capitalized development expenses and other intangible assets commence
• The recognized amount of any non-controlling interests in the acquiree; plus from the date they are available for use.
• If the business combination is achieved in stages, the fair value of the existing equity
interest in the acquiree; less The estimated useful lives are as follows:
• The net recognized amount (generally fair value) of the identifiable assets acquired and
liabilities assumed. Category Estimated useful life

Costs related to the acquisition, other than those associated with the issue of debt or Software 3–5 years
equity securities, that the Company incurs in connection with a business combination are Development expenses 3–7 years
expensed as incurred.
The Company does not have any other intangible assets with indefinite lives.
Any contingent consideration payable is recognized at fair value at the acquisition date. If
the contingent consideration is classified as equity, it is not measured and settlement is The amortization is recognized in the Consolidated Statement of Operations in cost of
accounted for within equity. Otherwise, subsequent changes to fair value of the contingent sales, selling, general and administrative expenses and research and development
consideration are recognized in profit or loss. expenses.

Capitalized development expenses Impairment of non-financial assets

Expenditures for research activities, undertaken with the prospect of gaining new scientific The carrying amounts of the Company’s non-financial assets are reviewed at each year’s
or technical knowledge and understanding, are recognized in the Consolidated Statement end balance sheet date to determine whether there is any indication of impairment. If such
of Operations as an expense, as incurred. Expenditure for development activities, whereby indication exists, the asset’s recoverable amount is estimated. For goodwill and intangible
research findings are applied to a plan or design for the production of new or substantially assets that are not yet available for use, the recoverable amount is estimated at each
improved products and processes, is capitalized if (i) the product or process is technically balance sheet date.
and commercially feasible, (ii) the Company has the intention and sufficient resources to
complete development, (iii) the Company has the ability to use or sell the development and An impairment loss is recognized whenever the carrying amount of an asset or its cash-
(iv) the Company has the ability to reliably measure the expenditure attributable to the generating unit exceeds its recoverable amount. Impairment losses are recognized in the
development during its process. Consolidated Statement of Operations. Impairment losses recognized in respect of cash-
generating units are allocated first to reduce the carrying amount of any goodwill allocated
The expenditure capitalized includes the cost of materials, direct labor and other directly to cash-generating units (group of units) and then to reduce the carrying amount of the
attributable costs. Other development expenditures are recognized in the Consolidated other assets in the unit (group of units) on a pro-rata basis.
Statement of Operations as an expense, as incurred. Government grants to compensate
for the cost of an asset are deducted from the cost of the related asset. Capitalized
development expenditures are stated at cost less accumulated amortization and
impairment losses.
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Calculation of recoverable amount Financial assets are classified and measured at amortized costs or fair value through OCI
The recoverable amount of other assets is the higher of their fair value less costs of if the cash flows are solely payments of principal and interest (“SPPI”). Financial assets
disposal and value-in-use. In assessing value-in-use, the estimated future cash flows are with cash flows that are not SPPI are classified and measured at FVTPL. On initial
discounted to their present value using a pre-tax discount rate that reflects current recognition, the Company may designate a financial asset that meets the requirements to
market assessments of the time value of money and the risks specific to the asset. For an be measured at amortized cost or at FVOCI as at FVTPL if doing so eliminates an accounting
asset that does not generate largely independent cash inflows, the recoverable amount is mismatch.
determined for the cash-generating unit to which the asset belongs.
Financial liabilities are classified as measured at amortized cost or FVTPL. A financial
Reversals of impairment liability is classified as at FVTPL if it is classified as held-for-trading, it is a derivative or it
An impairment loss is reversed if there has been a change in the estimates used to is designated as such on initial recognition.
determine the recoverable amount. Impairment losses in respect of goodwill are not
reversed. An impairment loss is reversed only to the extent that the asset’s carrying Financial instruments are initially measured at fair value plus any directly attributable
amount does not exceed the carrying amount that would have been determined, net of transaction costs, with the exception of trade receivables. Transaction costs for financial
depreciation or amortization, if no impairment loss had been recognized. assets at fair value through profit and loss are recognized directly in the Consolidated
Statement of Operations.
Other non-current assets
Funds with insurance companies for pension liability are stated at fair value. The Company’s financial assets include cash and cash equivalents, deposits, trade
receivables, other receivables and prepayments. The Company’s financial liabilities include
Other current liabilities trade and other payables, bank overdrafts, loans and borrowings and compound financial
Other current liabilities consist of notes payable to banks, trade payables and other instruments, such as Convertible Notes.
payables and are initially measured at fair value and subsequently at amortized cost, using
the effective interest method. Subsequent measurement and gains and losses
Financial instruments at FVTPL: These assets are subsequently measured at fair value.
Financial instruments Net gains and losses, including any interest or dividend income, are recognized in profit or
A financial instrument is any contract that gives rise to a financial asset of one entity and loss. Financial instruments at amortized cost: These assets are subsequently measured at
a financial liability or equity instrument of another entity. amortized cost using the effective interest method. The amortized cost is reduced by
impairment losses. Interest income, foreign exchange gains and losses and impairment
Financial instruments are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or
loss.
Initial recognition and measurement
Trade receivables issued are initially recognized when they are originated. All other Derecognition
financial assets and financial liabilities are initially recognized when the Company becomes The Company derecognizes a financial asset when the contractual rights to the cash flows
a party to the contractual provisions of the instrument. Purchases or sales of financial from the financial asset expire, or when it transfers the rights to receive the contractual
assets that require delivery of assets within a time frame established by regulation or cash flows in a transaction in which substantially all of the risks and rewards of ownership
convention in the marketplace are recognized on the trade date. of the financial asset are transferred or in which the Company neither transfers nor retains
substantially all of the risks and rewards of ownership and it does not retain control of the
On initial recognition, a financial asset is classified as measured at: amortized cost; fair financial asset.
value through other comprehensive income (“FVOCI”) or fair value through profit and loss
(“FVTPL”). A financial liability is derecognized when the obligation under the liability is discharged or
cancelled or expired.
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Impairment of financial assets write-off based on whether there is a reasonable expectation of recovery. The Company
expects no significant recovery from the amount written off. However, financial assets
Impairment that are written off could still be subject to enforcement activities in order to comply with
The Company recognizes loss allowances for expected credit losses (“ECLs”) for all financial the Company’s procedures for recovery of amounts due.
assets measured at amortized cost and measured at FVOCI.
Derivative financial instruments and hedge accounting
The Company measures loss allowances at an amount equal to lifetime ECLs, except for In line with its hedging strategy, the Company uses derivative financial instruments to
deposits and bank balances for which credit risk has not increased significantly since hedge its exposure to foreign currency exchange rate fluctuations relating to operational
initial recognition, which are measured at 12-month ECLs. 12-month ECLs are the portion activities denominated in foreign currencies. In accordance with its treasury and risk
of ECLs that result from default events on a financial instrument that are possible within policy, the Company does not hold or issue derivative financial instruments for trading
the 12 months after the reporting date. Life-time ECLs are the ECLs that result from all purposes. The Company uses cash flow hedge accounting. However, derivatives that do
possible default events over the expected life of the financial instrument. not qualify for hedge accounting are accounted for as trading instruments.

Loss allowances for trade receivables are always measured at equal to lifetime expected The Company recognizes derivative financial instruments initially at fair value; attributable
credit losses. When determining whether the credit risk of a financial asset has increased transaction costs are recognized in the Consolidated Statement of Operations as incurred.
significantly since initial recognition and when estimating ECLs, the Company considers Subsequent to initial recognition, derivative financial instruments are measured at fair
reasonable and supportable information that is relevant and available without undue cost value. The gain or loss on remeasurement to fair value is recognized immediately in the
or effort. This includes both quantitative and qualitative information and analysis, based Consolidated Statement of Operations in financial income (expense). Where derivatives
on the Company’s historical experience and informed credit assessment and including qualify for hedge accounting, recognition of any gain or loss depends on the nature of the
forward-looking information. item being hedged.

Measurement of ECLs The Company applies the cash flow hedge accounting model. In this hedging model, the
ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as effective part of a hedge transaction is reported as a component of other comprehensive
the present value of all cash shortfalls (i.e. the difference between the cash flows due to income (hedging reserve), which is reclassified to earnings in the same period(s) in which
the entity in accordance with the contract and the cash flows that the Company expects the hedged forecasted transaction affects earnings. The ineffective part of the hedge is
to receive). For trade receivables, the Company applies a simplified approach in calculating recognized directly in the Consolidated Statement of Operations in financial income
ECLs. (expense).

Credit-impaired financial assets Convertible Notes

At each reporting date, the Company assesses whether financial assets carried at The Company has issued Convertible Notes (compound financial instruments) that can be
amortized cost are credit-impaired. A financial asset is credit-impaired when one or more converted to share capital at the option of the holder, the number of shares to be issued
events that have a detrimental impact on the estimated future cash flows of the financial is fixed and does not vary with changes in fair value. The liability component of a compound
asset have occurred. financial instrument is recognized initially at the fair value of a similar liability that does
not have an equity conversion option. The equity component is recognized initially at the
Presentation of allowance for ECL in the Statement of Financial Position difference between the fair value of the compound financial instrument as a whole and the
Loss allowances for financial assets measured at amortized cost are deducted from the fair value of the liability component. Any directly attributable transaction costs are
gross carrying amount of the assets. allocated to the liability and equity components in proportion to their initial carrying
amounts. Subsequent to initial recognition, the liability component of a compound
Write-off financial instrument is measured at amortized cost using the effective interest method.
The gross carrying amount of a financial asset is written off when the Company has no The equity component of a compound financial instrument is not remeasured. Interest
reasonable expectations of recovering a financial asset in its entirety or a portion thereof. related to the financial liability is recognized in profit or loss. On conversion, the financial
The Company individually makes an assessment with respect to the timing and amount of liability is reclassified to equity and no gain or loss is recognized.
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Provisions Products and services Nature and timing of satisfaction of performance obligations
A provision is recognized in the Statement of Financial Position when the Company has a and significant payment terms
present legal or constructive obligation as a result of a past event, and it is probable that
an outflow of economic benefits will be required to settle the obligation. If the effect is Machines, After successful internal buy-off, machines are shipped to
material, provisions are determined by discounting the expected future cash flows at a conversion kits customers and revenue is recognized when the customer takes
pre-tax rate that reflects current market assessments of the time value of money and, and upgrades control of the goods in accordance with mutually agreed
where appropriate, the risks specific to the liability. shipment terms. Regular payment terms vary between 30 and
90 days after date of delivery.
Warranties Installation, start-up, These services are separate performance obligations and
A provision for warranties is recognized when the underlying products or services are sold. paid services and revenue is recognized at the moment of performance of these
The provision is based on historical warranty data and a weighting of all possible outcomes training services services. Paid services revenue is recognized over the contract
against their associated probabilities. period. Regular payment terms vary between 30 and 90 days
after date of delivery.
Revenue recognition Spare parts Revenue of spare parts is recognized upon transfer of control,
based on the applicable shipment terms. Regular payment
Significant accounting policy revenue terms vary between 30 and 90 days after date of delivery.
Revenue is measured on the consideration specified in the contract with a customer and Extended warranty Extended warranty is considered a separate performance
excludes amounts collected on behalf of third parties. The Company recognizes revenue obligation. Revenue for extended warranty for a warranty term
when it transfers control over a product of service to a customer. in excess of the standard warranty term is deferred and
recognized over the term of the extended warranty period.
Nature of goods and services
The following is a description of principal activities – aggregated into a single reporting Contract assets and liabilities
segment, the semiconductor’s back-end segment – from which the Company generates its Contract assets are recognized according to the Company’s rights to consideration for the
revenue. fulfilled but not yet invoiced performance obligations at the reported date. Contract
liabilities are recognized when advanced consideration is received from a customer or
The main portion of our revenue is derived from contractual arrangements that have when the Company has outstanding performance obligations relating to extended warranty
multiple deliverables. The Company accounts for individual products and services and installation.
separately if they are a distinct performance obligation, i.e. if a product or service is
separately identifiable from other items in the arrangement and if a customer can benefit The Company applies the practical expedient in IFRS 15.121 and does not disclose
from it. The consideration is allocated between separate products and services in the information about the remaining performance obligations that have original expected
arrangement based on their relative stand-alone selling prices. The relative stand-alone durations of one year or less.
selling prices are determined based on the list prices for products and services that are
sold separately or based on the expected costs plus a margin approach. For products and Segment reporting
services that are not sold separately, the Company estimates relative stand-alone selling
prices using the expected costs plus margin approach. Operating segments
The Company is engaged in one line of business, the development, manufacturing,
marketing, sales and service of semiconductor assembly equipment for the global
semiconductor and electronics industries. The Company identifies three operating
segments. The identified operating segments are Die Attach, Packaging and Plating. The
chief operating decision maker reviews each operating segment in detail and certain
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operational functions are allocated to these operating segments: (i) Product Marketing, (ii) The evaluation of the type or class of customer for products and services leads to the
Research and Development, (iii) Customer Project Management, and (iv) General conclusion that the risk exposure profile of the customers is similar because of the fact
Management. Shared functions (Operations, Sales & Service and Spares) and corporate that all customers are leading US, European and Asian semiconductor manufacturers and
functions (Finance, Legal, Human Resources and IT) do not qualify as operating segments. assembly subcontractors which in their turn depend on the global market conditions.
Hence, Besi identifies three operating segments which meet the IFRS 8 criteria.
One worldwide responsible person for Sales & Customer Support, indicates the
IFRS 8 allows for operating segments to be aggregated into one single operating segment centralization of the sales organization and the method used to distribute our products.
if the operating segments share similar economic characteristics. The Company deems the The Besi name is used throughout the global operations and the Besi logo has been
three operating segments to meet the aggregation criteria, as the nature of the products adopted to be used for all Besi products.
and services, production processes, classes of customer and methods used to distribute
the products and provide services are similar. Hence the three operating segments are Furthermore, in order to assess performance and to make resource allocation decisions
aggregated into a single operating segment; the development, manufacturing, marketing, based on sufficient detailed information, the chief operating decision maker must have
sales and service of assembly equipment for the semiconductor’s back-end segment. The financial information which covers all of the operating segments, including corporate
basis for aggregation is explained directly below and as a result of the aggregation, the functions, meaning full Consolidated Financial Statements. For example, the total
Company has one reportable segment. All financial segment information can be found in external financing of the Besi group is evaluated on consolidated level and not split into
the Consolidated Financial Statements. business operations.

Indicators for aggregation into single operating segment Accordingly, all information consolidated is the reportable segment under IFRS 8, reported
The similarity of economic characteristics can be evaluated based on future prospects. in the semiconductor back-end industry.
Within the semiconductor back-end segment the market information is based on
TechInsights, a leading independent industry analyst, forecasts. Industry trends are Employee benefits
captured in these forecasts and always used as a source when referring to the future
developments (e.g., press releases). Demand for semiconductor devices and expenditures Pension plans
for the equipment required to assemble semiconductors is cyclical, depending in large Obligations for contributions to defined contribution plans are expensed as the related
part on levels of demand worldwide for computing and peripheral equipment, service is provided. Prepaid contributions are recognized as an asset to the extent that
telecommunications devices and automotive and industrial components as well as the a cash refund or a reduction in future payments is available.
production capacity of global semiconductor manufacturers. All operating segments
move up or down in the same response to the same positive and negative factors The Company’s net obligation in respect of defined benefit pension plans is calculated
like general economic upturns and downturns, changes in interest rates and currency separately for each plan by estimating the amount of future benefit that employees have
exchange rates. earned in return for their service in the current and prior periods; that benefit is discounted
to determine its present value, and the fair value of any plan assets is deducted. The
The nature of products and services within the Besi group is very much the same, all Company determines the net interest expense (income) on the net defined benefit liability
captured in the semiconductor back-end industry and served by one service organization, (asset) for the period by applying the discount rate used to measure the defined benefit
which is designing and supporting that equipment. obligation at the beginning of the annual period to the net defined benefit liability (asset).

Furthermore, all production processes are organized as manufacturing and assembly of The calculation is performed by a qualified actuary using the projected unit credit method.
projects and are mainly produced in our Asian production facilities in Malaysia China and When the calculation results in a benefit to the Company, the recognized asset is limited
Vietnam. This means that the production for the different operating segments share the to the present value of economic benefits available in the form of any future refund from
same facilities, employees and processes. Also, similar materials are used to produce the the plan or reductions in future contributions paid to the plan. In order to calculate the
systems. present value of economic benefits, consideration is given to any minimum funding
requirements that apply to any plan in the Company. An economic benefit is available to
the Company if it is realizable during the life of the plan, or on settlement of the plan
liabilities.
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Remeasurements arising from defined benefit plans comprise actuarial gains and losses, Net financing expenses and borrowing costs
the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, Net financing costs comprise interest payable on borrowings calculated using the effective
excluding interest). The Company recognizes them immediately in other comprehensive interest rate method, foreign exchange gains and losses and the net cost of hedging.
income and all other expenses related to defined benefit plans in employee benefit Interest income is recognized in the Consolidated Statement of Operations as it accrues,
expenses in profit or loss. When the benefits of a plan are changed, or when a plan is using the effective interest method. The interest expense component of lease payments is
curtailed, the portion of the changed benefit related to past service by employees, or the recognized in the Consolidated Statement of Operations. Borrowing costs that are not
gain or loss on curtailment, is recognized immediately in profit or loss when the plan directly attributable to the acquisition or production of a qualifying asset are recognized in
amendment or curtailment occurs. the Consolidated Statement of Operations using the effective interest method.

A majority of the Company’s Dutch employees participate in a pension plan operated by an Income taxes
industry-wide pension fund, which classifies as a defined contribution plan under IAS 19. The Company applies the liability method of accounting for taxes. Under the liability
method, deferred tax assets and liabilities are recognized for the future tax consequences
Share-based payments attributable to differences between financial statement carrying amounts of existing
In 2019, the Company adopted the Remuneration Policy 2020-2023 which is mainly a assets and liabilities and their respective tax bases and operating loss and tax credit carry
prolongation of the Remuneration Policy 2017-2019 which contains specific conditions for forwards. Deferred tax assets and liabilities are measured using substantively enactment
the performance shares awarded to the Board of Management. The Company established tax rates expected to apply to taxable income in the years which these temporary
the BE Semiconductor Industries N.V. Long-Term Incentive plan for the Board of differences are expected to be recovered or settled.
Management and other employees (the “2020 Framework Incentive Plan”). For more
details, reference is made to Note 25. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the
Consolidated Statement of Operations or directly in equity in the period that includes the
The grant date fair value of the performance shares granted to the Board of Management enactment date, depending on how the deferred tax assets and liabilities were initially
and key employees is measured taking into account the impact of any market performance recognized. A deferred tax asset is recognized only to the extent that it is probable that
conditions and non-vesting conditions, but excludes the impact of any service and non- future taxable profits will be available against which the asset can be utilized. Deferred tax
market performance conditions. assets are reduced to the extent that it is no longer probable that the related tax benefit
will be realized.
The grant date fair value of the equity-settled share-based payment awards is recognized
as an employee expense, with a corresponding increase in equity, over the period between Significant accounting judgements, estimates and assumptions
the grant date and the vesting date of the awards. The amount recognized as an expense The preparation of the Company’s Consolidated Financial Statements requires management
is adjusted to reflect the number of awards for which the related service condition and any to make judgements, estimates and assumptions that affect the reported amounts of
non-market performance conditions are expected to be met, such that the amount revenues, expenses, assets and liabilities, and the disclosure of contingent liabilities, at
ultimately recognized as an expense is based on the number of awards that meet the the reporting date. However, uncertainty about these assumptions and estimates could
related service and non-market performance conditions at the vesting date. result in outcomes that could require a material adjustment to the carrying amount of the
asset or liability affected in the future.
Subsidies and other governmental credits
Subsidies and other governmental credits to cover research and development costs
relating to approved projects are recorded as research and development credits in the
period when the research and development costs to which such subsidy or credit relates
occurs. If the related development costs are capitalized, the subsidies and other
governmental credits will be offset against capitalization.
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Judgements Inventory obsolescence

In the process of applying the Company’s accounting policies, management has made the Provisions for obsolete inventories are recognized for inventories which are deemed
following judgements, apart from those involving estimates, that have the most significant obsolete. Significant management judgement is required to determine the amount which
effect on the amounts recognized in the Consolidated Financial Statements. is considered obsolete. Further details are contained in Note 6.

Impairment of non-financial assets Lease contracts with renewal options

The Company assesses whether there are any indicators of impairment for all non-financial The Company determines the lease term as the non-cancellable term of the lease, together
assets at each reporting date. Goodwill and other indefinite life intangibles are tested for with any periods covered by an option to extend the lease if it is reasonably certain to be
impairment annually and at other times when such indicators exist. Other non-financial exercised. The Company has the option, under some of its leases to lease the assets for
assets are tested for impairment when there are indicators that the carrying amounts may additional terms of one to five years. The Company applies judgement in evaluating
not be recoverable. When value-in-use calculations are undertaken, management must whether it is reasonably certain to exercise the option to renew. It considers all relevant
estimate the expected future cash flows from the asset or cash-generating unit and factors that create an economic incentive for it to exercise the renewal. After the
determine a suitable discount rate in order to calculate the present value of those cash commencement date, the Company reassesses the lease term if there is a significant
flows. Further details are contained in Notes 9, 10 and 11. event or change in circumstances that is within its control and affects its ability to exercise
(or not to exercise) the option to renew.
Deferred tax assets
Deferred tax assets are recognized for all unused tax losses to the extent that it is probable New IFRS standards and interpretations
that taxable profit will be available against which the losses can be utilized. Significant A number of new standards, amendments to standards and interpretations are effective
management judgement is required to determine the amount of deferred tax assets that for annual periods beginning on or after January 1, 2024. However, the Company expects no
can be recognized, based upon the likely timing and level of future taxable profits together material impact on the Consolidated Financial Statements.
with future tax planning strategies. Further details are contained in Note 29.

Pension and other post-employment benefits

The costs of defined benefit pension plans and other post-employment benefits are
determined using actuarial valuations. The actuarial valuation involves making
assumptions about discount rates, future salary increases, mortality rates and future
pension increases. Due to the long-term nature of these plans, such estimates are subject
to significant uncertainty. Further details are given in Note 25.

Development costs
Development costs are capitalized in accordance with the accounting policy as reflected
before. Initial capitalization of costs is based on management judgement that technological
and economic feasibility is confirmed, usually when a product development project has
reached a defined milestone according to an established project management model. In
determining the amounts to be capitalized, management makes assumptions regarding
the expected future cash generation of the assets, discount rates to be applied and the
expected period of benefits. Further details are contained in Note 11.
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3. Cash and cash equivalents All trade accounts receivables have an estimated maturity shorter than one year. The
carrying values of the recorded receivables are a reasonable approximation of their
(€ thousands) December 31, December 31, respective fair values, given the short maturities of the positions and the fact that
2023 2022 allowances for expected credit losses have been recognized. Reference is made to Note 31
for additional information on ageing of trade receivables.
Cash at banks 33,966 78,496
Deposits 43,095 268,073 The movements in the allowance for expected credit losses are as follows:
Money market funds and reverse repos 111,416 145,117
Total cash and cash equivalents 188,477 491,686 (€ thousands) 2023 2022

Interest rates on cash at banks are variable. At December 31, 2023 and 2022, no amount in Balance at January 1 855 856
cash and cash equivalents was restricted. Short-term deposits have a maturity or notice Additions 8 2
period between one and three months and carry interest at the respective short-term Usage (368) (3)
deposit rates. Deposits with initial maturities exceeding three months are reported under Foreign currency translation (23) -
deposits. Balance at December 31 472 855

The money market funds as of December 31, 2023 were readily convertible to a known 6. Inventories
amount of cash and are subject to an insignificant risk of changes in value. The reverse Inventories consist of the following:
repos have a maturity period less than three months.
(€ thousands) December 31, December 31,
4. Deposits 2023 2022
At December 31, 2023 and 2022, an amount of € 225.0 million and € 180.0 million,
respectively, was placed on deposit for various periods and with initial maturity exceeding Raw materials 32,025 30,306
three months. The expected credit loss on deposits is considered immaterial. Work in progress 54,368 59,967
Finished goods 6,112 1,844
5. Trade receivables Total inventories, net 92,505 92,117
Trade receivables, generally with payment terms of 30 to 90 days, with expected credit
losses amounting to € 472 and € 855 at December 31, 2023 and 2022, respectively, are as In 2023, raw materials and changes in work in progress and finished goods included in cost
follows: of sales amounted to € 152.8 million (2022: € 225.2 million).

(€ thousands) December 31, December 31, The movements in the provision for obsolescence are as follows:
2023 2022
(€ thousands) 2023 2022
Trade receivables 143,690 149,188
Allowance for expected credit losses (472) (855) Balance at January 1 15,430 14,674
Total trade receivables, net 143,218 148,333 Additions 2,584 1,540
Usage (601) (923)
Foreign currency translation (752) 139
Balance at December 31 16,661 15,430
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7. Other receivables
Other receivables consist of the following:

(€ thousands) December 31, December 31,

2023 2022

Research and development grants 12,496 8,110

Forward foreign currency exchange contracts 9,467 6,803
VAT receivables 3,348 2,051
Interest to be received 2,627 369
Revenue to be invoiced 493 416
Other 468 350
Total other receivables 28,899 18,099

Other receivables do not include any amounts with expected remaining terms of more than
one year. Reference is made to Note 31 for additional information with respect to forward
foreign currency exchange contracts.

8. Prepayments
Prepayments consist of the following:

(€ thousands) December 31, December 31,

2023 2022

Prepaid licenses 2,082 1,463

Prepaid suppliers 1,260 364
Prepaid insurances 291 289
Prepaid pensions and social security 22 21
Other prepayments 582 772
Total prepayments 4,237 2,909

Prepayments do not include any amounts with expected remaining terms of more than one
year. Other prepayments consist of prepaid registration and listing fees, prepaid
exhibitions, prepaid maintenance and other prepayments.
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9. Property, plant and equipment

Property, plant and equipment, net consist of the following:

(€ thousands) Land, buildings Machinery Office Assets Total

and leasehold and furniture and under
improvements equipment equipment construction

Balance at January 1, 2023

Cost 36,148 47,475 8,930 441 92,994
Accumulated depreciation and impairment (21,023) (31,266) (7,433) - (59,722)
Property, plant and equipment, net 15,125 16,209 1,497 441 33,272

Changes in book value in 2023

Capital expenditures 2,746 2,429 847 565 6,587
Transfers from inventory - 6,406 - - 6,406
Disposals (cost) (179) (482) (270) - (931)
Disposals (accumulated depreciation) 154 452 269 - 875
Depreciation (1,827) (5,014) (866) - (7,707)
Foreign currency translation (555) (455) (15) 39 (986)
Total changes 339 3,336 (35) 604 4,244

Balance at December 31, 2023

Cost 37,211 52,126 9,206 1,045 99,588
Accumulated depreciation and impairment (21,747) (32,581) (7,744) - (62,072)
Property, plant and equipment, net 15,464 19,545 1,462 1,045 37,516
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(€ thousands) Land, buildings Machinery Office Assets Total

and leasehold and furniture and under
improvements equipment equipment construction

Balance at January 1, 2022

Cost 32,678 45,856 10,240 415 89,189
Accumulated depreciation and impairment (18,550) (31,932) (8,823) - (59,305)
Property, plant and equipment, net 14,128 13,924 1,417 415 29,884

Changes in book value in 2022

Capital expenditures 2,591 3,045 870 37 6,543
Transfers from inventory - 3,575 - - 3,575
Disposals (cost) 191 (3,098) (2,292) - (5,199)
Disposals (accumulated depreciation) (178) 3,065 2,284 - 5,171
Depreciation (1,571) (4,324) (795) - (6,690)
Impairment - - - - -
Foreign currency translation (36) 22 13 (11) (12)
Total changes 997 2,285 80 26 3,388

Balance at December 31, 2022

Cost 36,148 47,475 8,930 441 92,994
Accumulated depreciation and impairment (21,023) (31,266) (7,433) - (59,722)
Property, plant and equipment, net 15,125 16,209 1,497 441 33,272

Depreciation and impairment

The depreciation and impairment is recognized in the following line items in the
Consolidated Statement of Operations:

(€ thousands) Year ended December 31,

2023 2022

Cost of sales 1,491 1,609

Selling, general and administrative expenses 5,198 4,427
Research and development expenses 1,018 654
Total depreciation and impairment 7,707 6,690
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10. Goodwill The key assumptions used by management underlying the value-in-use calculation per
Goodwill, net consists of the following: cash-generating unit are as follows.

(€ thousands) 2023 2022 Cash flows per cash-generating unit for the five-year projection period are based on:
• The Company’s budget for 2024.
Balance at January 1 • Revenue forecasts for 2025-2028 as per market growth estimates from TechInsights,
Cost 65,946 65,370 a leading independent analyst for the semiconductor and semiconductor equipment
Accumulated impairment (20,200) (20,200) industries, and the Company’s estimated market shares.
Goodwill, net 45,746 45,170 • Bottom-up estimates for gross profit, research and development and selling, general
and administrative expenses as per management’s strategic planning.
Changes in book value • A pre-tax discount rate of 11.8% (Die Attach) and 11.8% (Plating) representing the pre-tax
Foreign currency translation (344) 576 weighted average cost of capital is determined using the Capital Asset Pricing Model (in
Total changes (344) 576 2022 a pre-tax discount rate of 11.6% (Die Attach) and 13.2% (Plating)).
• Residual value is based on a 1.0% perpetual growth rate (in 2022: 1.0%).
Balance at December 31 • The risk free rate of 3.1% (in 2022: 2.3%) and equity risk premium of 5.0% (in 2022: 6.0%).
Cost 65,602 65,946
Accumulated impairment (20,200) (20,200) All assumptions used reflect the current market assessment and are based on published
Goodwill, net 45,402 45,746 indices and management estimates which are challenged by a third party financial advisor.
Based on this analysis, management believes that the value-in-use of the cash-generating
Impairment tests for cash-generating units containing goodwill units subject to impairment testing substantially exceeded their carrying values and that
The Company annually carries out impairment tests on capitalized goodwill, based on the therefore, goodwill was not impaired as of December 31, 2023.
cash-generating units.
The outcome of a sensitivity analysis was that possible adverse changes in key assumptions
The aggregate carrying amounts of goodwill with indefinite lives allocated to each cash- of 100 basis points (lower revenue growth rates and higher discount rates, respectively)
generating unit are as follows: would not result in other conclusions for the impairment test performed.

(€ thousands) December 31, December 31,

2023 2022

Die Attach 43,421 43,765

Plating 1,981 1,981
Total 45,402 45,746

The value-in-use of the cash-generating units subject to impairment testing is calculated

based on the discounted cash flow method. The value-in-use calculations use discounted
cash flow projections based on the budget for the year 2024 and financial projections per
cash-generating unit approved by management for the projection period (2025-2028).
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11. Other intangible assets At December 31, 2023 an amount of € 49.7 million (2022: € 44.2 million) relates to capitalized
Other intangible assets, net consist of the following: development expenses not available for use, which have been tested for impairment based
on the key assumptions as outlined in Note 10. The impairment tests did not indicate any
(€ thousands) Software Development Total required impairment of capitalized development expenses. The outcome of a sensitivity
expenses analysis was that possible adverse changes in key assumptions (10% lower revenue and
100 basis points higher discount rates) would not result in other conclusions for the
Balance at January 1, 2023 impairment tests performed.
Cost 10,539 105,178 115,717
Accumulated amortization (10,165) (24,334) (34,499) The disposals of software and development expenses relate to intangible assets that have
Other intangible assets, net 374 80,844 81,218 been fully amortized.
Changes in book value in 2023
Capitalized development expenses - 21,121 21,121 Amortization
Capital expenditures 312 - 312 The amortization charge is recognized in the following line items in the Consolidated
Disposals (cost) - (13,896) (13,896) Statement of Operations:
Disposals (accumulated depreciation) - 13,896 13,896
Amortization (310) (13,635) (13,945) (€ thousands) Year ended December 31,
Foreign currency translation 27 4,935 4,962 2023 2022
Total changes 29 12,421 12,450
Balance at December 31, 2023 Cost of sales 11 11
Cost 10,878 122,724 133,602 Selling, general and administrative expenses 181 451
Accumulated amortization (10,475) (29,459) (39,934) Research and development expenses 13,753 11,807
Other intangible assets, net 403 93,265 93,668 Total amortization 13,945 12,269

(€ thousands) Software Development Total

expenses 12. Other non-current assets
Other non-current assets consist of the following:
Balance at January 1, 2022
Cost 13,374 87,361 100,735 (€ thousands) December 31, December 31,
Accumulated amortization (12,573) (19,416) (31,989) 2023 2022
Other intangible assets, net 801 67,945 68,746
Changes in book value in 2022 Marketable securities for pension liability 549 522
Capitalized development expenses - 21,613 21,613 Guarantee deposits 667 691
Capital expenditures 237 - 237 Total other non-current assets 1,216 1,213
Disposals (cost) (1,874) (7,572) (9,446)
Disposals (accumulated depreciation) 1,755 7,572 9,327 Reference is made to Note 25 for more details.
Amortization (546) (11,723) (12,269)
Foreign currency translation 1 3,009 3,010
Total changes (427) 12,899 12,472
Balance at December 31, 2022
Cost 10,539 105,178 115,717
Accumulated amortization (10,165) (24,334) (34,499)
Other intangible assets, net 374 80,844 81,218
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13. Borrowing facilities 14. Trade payables

At December 31, 2023, Besi and its subsidiaries had available lines of credit aggregating Trade payables are non-interest bearing and are normally settled on 30-90 day terms.
€ 97.7 million (2022: € 98.0 million), under which € 1.1 million (2022: € 1.1 million) was
utilized related to bank guarantees. In general, interest is charged at the banks’ base 15. Provisions
lending rates or ESTR/SOFR plus an increment. There were no defaults at December 31,
2023. Warranty provision
A summary of activity in the warranty provision is as follows:
A summary of Besi’s principal credit lines is as follows:
• A € 80 million committed revolving credit facility (“the Facility”) with a consortium of (€ thousands) 2023 2022
European banks, which matures in 2026. Outstanding amounts under the Facility will
bear interest at ESTR/SOFR plus a margin that depends on the Company’s financial Balance at January 1 5,578 6,641
position. The agreement can be increased to € 136 million. Borrowings under the Facility Additions 6,016 6,409
can be repaid at any time at 100% of principal amount and can be used for working Usage (5,894) (6,467)
capital and other corporate purposes. The principal covenants associated with the Releases (1,175) (1,170)
Facility include a maintenance test of consolidated debt to equity and a limitation on Foreign currency translation 226 165
the incurrence of additional permitted indebtedness. The Facility is granted without Balance at December 31 4,751 5,578
securities.
• An uncommitted overdraft facility of € 10.0 million for the purpose of short-term A provision for warranty is recognized when the underlying products or services are sold
overdrafts (maximum of 15 days) in current accounts. The facility has no contractual and presented in selling, general and administrative expenses. The provision is based on
maturity date. historical warranty data and a weighting of all possible outcomes against their associated
• A credit line of € 1.0 million for bank guarantees is granted without securities. The probabilities. The warranty provision encompasses the standard warranty provided to
borrowing facility has no contractual maturity date. customers only. The provision at December 31, 2023 is expected to be fully utilized during
• A credit line of € 0.5 million related to Besi APac Sdn. Bhd. for bank guarantees is 2024.
granted without securities, however, with the requirement that BE Semiconductor
Industries N.V. holds, directly or indirectly, an interest of at least 51%. The borrowing
facility has no contractual maturity date.
• A credit line of € 3.4 million related to Besi Singapore Pte. Ltd. for bank guarantees is
granted without securities, however, with the requirement that BE Semiconductor
Industries N.V. holds, directly or indirectly, an interest of at least 51%. The credit facility
is secured by a parent company guarantee. The borrowing facility has no contractual
maturity date.
• A credit line of € 2.8 million related to Besi Leshan Co., Ltd. is granted without securities,
however, with the requirement that BE Semiconductor Industries N.V. holds, directly or
indirectly, an interest of at least 51%. The credit facility is secured by a guarantee of
BE Semiconductor Industries N.V. The borrowing facility has no contractual maturity
date.
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16. Other payables 18. Long-term debt

(€ thousands) December 31, December 31, (€ thousands) December 31, December 31,
2023 2022 2023 2022

Payroll accruals 19,716 16,561 Long-term debt

Volume rebate and commissions 5,758 10,042 Convertible Notes 298,455 323,134
Project costs 3,589 4,237 Research and development loan from Österreichische
Audit and consultancy fees 1,940 1,610 Forschungsförderungsgesellschaft mbH, Wien, Austria
Invoices to be received 1,746 1,419 (interest rate at 0.75% at December 31, 2023) 2,042 2,042
Interest expenses 1,370 1,352 Total 300,497 325,176
Temporaries 991 691 Less: current portion (3,144) (2,361)
Forward foreign currency exchange contracts 443 98 Total long-term debt 297,353 322,815
Freight and packaging costs 383 488
Other payables 1,886 5,963 Aggregate required principal payments due on long-term debt, assuming no further
Total other payables 37,822 42,461 conversion of the Convertible Notes for the next years are as follows:

Other payables are non-interest bearing and have an average term of three months. (€ thousands) Long-term debt
Interest payable is normally settled quarterly throughout the year with the exception of
the Convertible Notes on which interest is settled semi-annually. Reference is made to 2024 3,200
Note 31 for additional information with respect to forward foreign currency exchange 2025 2,042
contracts. 2027 150,000
2029 175,000
17. Other current liabilities Total 330,242
Less: current portion of long-term debt (3,200)
(€ thousands) December 31, December 31, Non-current portion of long-term debt (principal value) 327,042
2023 2022
The Company and its subsidiaries had no defaults for its long-term debt at December 31,
Contract liabilities 12,168 14,825 2023.
Advances from customers 8,175 7,227
Payroll liabilities 4,258 4,163 Convertible Notes
Other 357 1,700 In December 2016, the Company issued € 125 million principal amount of Convertible Notes
Total other liabilities 24,958 27,915 with a maturity date of December 2, 2023 (the “2016 Convertible Notes”). The 2016
Contract liabilities non-current portion (699) (927) Convertible Notes carry a nominal interest rate of 2.5% per year, payable semi-annually.
Total other current liabilities 24,259 26,988
In 2023, the remaining € 2.4 million principal amount of the 2016 Convertible Notes were
Other current liabilities are non-interest bearing and are not expected to be settled in converted into 129,929 ordinary shares at request of Bondholders. The carrying value of the
cash. liability at conversion amounted to € 2.4 million and was reclassified to equity and no gain
or loss was recognized on conversion.
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The amount of the 2016 Convertible Notes classified as equity of € 11,310 is net of prior notice to Bondholders, if the value of the shares underlying the 2020 Convertible
attributable debt issuance cost of € 215. Notes equals or exceeds 130% of the then effective conversion price for at least 20 out of
30 consecutive dealing days. The 2020 Convertible Notes may be redeemed at the option
In November 2017, the Company issued € 175 million principal amount of Convertible Notes of the holder (i) on August 5, 2025 at their principal amount plus accrued interest and (ii)
with a maturity date of December 6, 2024 (the “2017 Convertible Notes”). The 2017 in the event of a change of control, at the principal amount plus accrued interest.
Convertible Notes carry a nominal interest rate of 0.5% per year, payable semi-annually.
Bondholders can convert the bonds into ordinary shares at a conversion price of € 45.75 The amount of the 2020 Convertible Notes classified as equity of € 16,528 is net of
(subject to adjustments). The original exercise price of € 99.74 has been adjusted for the attributable debt issuance cost of € 251.
two-for-one stock split effective May 4, 2018 and dividends paid subsequent to the date of
issuance of the 2017 Convertible Notes in accordance with the terms and conditions In April 2022, the Company issued € 175 million principal amount of Convertible Notes with
related thereto. The 2017 Convertible Notes will be repaid at maturity at a price of 100% of a maturity date of April 6, 2029 (the “2022 Convertible Notes”). The 2022 Convertible Notes
their principal amount plus accrued and unpaid interest. If not converted, at any time from carry a nominal interest rate of 1.875% per year, payable semi-annually. Bondholders can
December 27, 2021, the Company may redeem the outstanding 2017 Convertible Notes at convert the bonds into ordinary shares at a conversion price of € 115.50 (subject to
their principal amount, subject to giving a minimum of 30 days’ and maximum of 60 days’ adjustments). The 2022 Convertible Notes will be repaid at maturity at a price of 100% of
prior notice to Bondholders, if the value of the shares underlying the 2017 Convertible their principal amount plus accrued and unpaid interest. If not converted, at any time from
Notes equals or exceeds 130% of the then effective conversion price for at least 20 out of April 27, 2026, the Company may redeem the outstanding 2022 Convertible Notes at their
30 consecutive dealing days. The 2017 Convertible Notes may be redeemed at the option of principal amount, subject to giving a minimum of 30 days’ and maximum of 60 days’ prior
the holder in the event of a change of control, at the principal amount plus accrued notice to Bondholders, if the value of the shares underlying the 2022 Convertible Notes
interest. equals or exceeds 130% of the then effective conversion price for at least 20 out of 30
consecutive dealing days. The 2022 Convertible Notes may be redeemed at the option of
In 2023, € 29.3 million principal amount of the 2017 Convertible Notes were converted into the holder (i) on April 6, 2027 at their principal amount plus accrued interest and (ii) in the
632,516 ordinary shares at request of Bondholders. The carrying value of the liability at event of a change of control, at the principal amount plus accrued interest.
conversion amounted to € 28.5 million and was reclassified to equity and no gain or loss
was recognized on conversion. As a result, the principal amount outstanding of the 2017 The amount of the 2022 Convertible Notes classified as equity of € 22,334 is net of
Convertible Notes declined from € 32.5 million at December 31, 2022 to € 3.2 million at attributable debt issuance cost of € 366.
December 31, 2023.

The amount of the 2017 Convertible Notes classified as equity of € 18,479 is net of
attributable debt issuance cost of € 292.

In August 2020, the Company issued € 150 million principal amount of Convertible Notes
with a maturity date of August 5, 2027 (the “2020 Convertible Notes”). The 2020 Convertible
Notes carry a nominal interest rate of 0.75% per year, payable semi-annually. Bondholders
can convert the bonds into ordinary shares at a conversion price of € 48.95 (subject to
adjustments). The 2020 Convertible Notes will be repaid at maturity at a price of 100% of
their principal amount plus accrued and unpaid interest. If not converted, at any time from
August 26, 2024, the Company may redeem the outstanding 2020 Convertible Notes at
their principal amount, subject to giving a minimum of 30 days’ and maximum of 60 days’
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Reconciliation of liabilities arising from financing activities

The tables below detail the changes in the Company’s liabilities arising from financing
activities, including both cash and non-cash changes. Liabilities arising from financing
activities are those for which cash flows were, or future cash flows will be, classified in the
Company’s Consolidated Statement of Cash Flows as cash flows from financing activities.

(€ thousands) January 1, Financing Additional Amortization/ Conversion of Foreign December 31,

2023 cash flows lease liabilities accretion Convertible currency 2023
of interest Notes translation

Convertible Notes 323,134 - - 6,173 (30,852) - 298,455

Government loans 2,042 - - - - - 2,042
Lease liabilities 17,709 (4,307) 4,587 423 - 251 18,663
Total 342,885 (4,307) 4,587 6,596 (30,852) 251 319,160

(€ thousands) January 1, Financing Equity Additional Amortization/ Conversion of Foreign December 31,
2022 cash flows component lease liabilities accretion Convertible currency 2022
of new of interest Notes translation
Convertible
Notes

Convertible Notes 300,254 172,176 (22,334) - 6,292 (133,254) - 323,134

Government loans 1,548 494 - - - - - 2,042
Lease liabilities 10,673 (4,101) - 10,417 231 - 489 17,709
Total 312,475 168,569 (22,334) 10,417 6,523 (133,254) 489 342,885
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19. Leases The following amounts are recognized in the Consolidated Statement of Operations:
The Company has lease contracts for various facilities and other equipment used in its
operations. Leases of facilities generally have lease terms between one and ten years, (€ thousands) Year ended December 31,
while motor vehicles and other equipment generally have lease terms between one and 2023 2022
four years. The Company’s obligations under its leases are secured by the lessor’s title to
the leased assets. There are several lease contracts that include extension options. These Depreciation expense of right of use assets 4,080 4,033
options are negotiated by management to provide flexibility in managing the leased-asset Interest expenses on lease liabilities 423 231
portfolio and align with the Company’s business needs. Management exercises significant Expenses related to short-term leases 154 143
judgement in determining whether these extension options are reasonably certain to be Expenses related to leases of low-value assets 119 135
exercised. The Company also has certain leases of machinery and offices with lease terms Total 4,776 4,542
of 12 months or less and leases of office equipment with low value. The Company applies
the short-term lease and lease of low-value assets recognition exemptions for these Lease liabilities
leases. Lease liabilities consist of the following:

Right of use assets (€ thousands) December 31, December 31,

Right of use assets consists of the following: 2023 2022

(€ thousands) Land and Office Total Current 3,739 3,337

buildings furniture and Non-current 14,924 14,372
equipment Total lease liabilities 18,663 17,709

Balance at January 1, 2023 16,660 820 17,480 The incremental borrowing rates used to determine the lease liabilities range between 0%
Additions 4,313 274 4,587 and 4.37%.
Depreciation (3,712) (368) (4,080)
Foreign currency translation 281 (26) 255 Principal payments due on lease liabilities for the next five years and thereafter are as
Balance at December 31, 2023 17,542 700 18,242 follows:

(€ thousands) Land and Office Total (€ thousands) Lease liabilities

buildings furniture and
equipment 2024 4,119
2025–2028 9,669
Balance at January 1, 2022 10,052 554 10,606 2029 and thereafter 6,610
Additions 9,807 610 10,417 Total payments due on lease liabilities 20,398
Depreciation (3,683) (350) (4,033) Discount (1,735)
Foreign currency translation 484 6 490 Lease liabilities 18,663
Balance at December 31, 2022 16,660 820 17,480
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Extension options
Below schedule provides an overview of the contractually agreed extension options and
the Company’s assessment and accounting treatment:

(€ thousands) Within More than Total

5 years 5 years

Extension option reasonably certain to

be exercised - included in lease
liabilities 1,340 - 1,340
Extension option not reasonably
certain to be exercised - excluded
from lease liabilities 1,454 1,454 2,908
Total (undiscounted) 2,794 1,454 4,248

20. Provisions
Provisions consist of the following:

(€ thousands) December 31, December 31,

2023 2022

Pension liabilities Switzerland 4,837 5,169

Pension liabilities Austria 490 454
Severance obligations Austria 3,896 3,617
Severance obligations Korea 2,049 1,873
Other provisions 700 234
Provisions 11,972 11,347

Reference is made to Note 25 for more details.

21. Equity
At December 31, 2023 and December 31, 2022, Besi’s authorized share capital consisted of
160,000,000 ordinary shares, nominal value € 0.01 per share, and 160,000,000 preference
shares, nominal value € 0.01 per share.

At December 31, 2023 and December 31, 2022, 77,015,794 and 78,487,926 ordinary shares
were outstanding, excluding treasury shares of 4,130,944 and 2,658,812, respectively.
No preference shares were outstanding at December 31, 2023 and December 31, 2022.
All issued shares have been paid in full.
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Changes in other reserves during 2023 and 2022 are as follows:

(€ thousands) Accumulated Legal reserve Legal reserve Legal reserve Legal reserve Total
other currency capitalized cash flow subsidiaries other
comprehensive translation R&D expenses hedging reserves
income (loss) adjustment

Balance at January 1, 2023 (7,092) 54,238 80,844 4,474 4,521 136,985

Total comprehensive income (loss) for the period (1,191) 2,631 - (331) - 1,109
Transfer from retained earnings - - 12,422 - (837) 11,585
Balance at December 31, 2023 (8,283) 56,869 93,266 4,143 3,684 149,679

Balance at January 1, 2022 (11,613) 44,771 67,945 607 4,418 106,128

Total comprehensive income (loss) for the period 4,521 9,467 - 3,867 - 17,855
Transfer from retained earnings - - 12,899 - 103 13,002
Balance at December 31, 2022 (7,092) 54,238 80,844 4,474 4,521 136,985

Accumulated other comprehensive income (loss) consists of:

(€ thousands) December 31, December 31,

2023 2022

Actuarial gains (losses) (9,924) (8,633)

Deferred taxes 878 778
Other 763 763
Accumulated other comprehensive income (loss) (8,283) (7,092)

Dividends
Proposed for approval at the Annual General Meeting of Shareholders to be held on April
25, 2024 (not recognized as a liability as at December 31, 2023 and December 31, 2022):

(€ thousands) December 31, December 31,

2023 2022

€ 2.15 per ordinary share (2022: € 2.85) 165,584 223,691

The Board of Management proposes to allocate the part of the net income for the year
2023 remaining after payment of the dividend to the retained earnings. The Supervisory
Board has approved this proposal.

For further notes to the Company’s equity, reference is made to the Notes to the Parent
Company Financial Statements.
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22. Commitments and contingencies Contract balances

The Company has an unconditional obligation related to the purchase of materials and The following table provides information about receivables, contract liabilities and other
equipment totaling € 97.5 million and € 143.2 million as of December 31, 2023 and 2022, payables from contracts with customers:
respectively.
(€ thousands) December 31, December 31,
23. Revenue 2023 2022

Disaggregation of revenue Receivables, which are included in trade receivables and

The following table disaggregates the geographical distribution of the Company’s revenue other receivables 143,711 148,749
billed to customers: Contract liabilities 12,168 14,825
Volume rebates 5,396 9,490
(€ thousands) Year ended December 31,
2023 2022 Significant changes in the contract liabilities are as follows:

China 205,303 187,572 (€ thousands) 2023 2022

United States 50,970 59,263
Malaysia 48,658 87,437 Balance at January 1 14,825 11,415
Ireland 43,492 46,036 Revenue recognized that was included in the contract
Korea 42,189 73,339 liability balance at the beginning of the period (13,465) (9,815)
Taiwan 37,443 86,884 Increases due to cash received, excluding amounts
Thailand 20,844 38,724 recognized as revenue during the period 10,327 12,720
Other Asia Pacific¹ 68,433 74,682 Foreign currency translation 481 505
Other Europe¹ 47,862 43,708 Balance at December 31 12,168 14,825
Rest of the World¹ 13,668 25,225
Total revenue 578,862 722,870 An amount of € 699 in the contract liabilities as per December 31, 2023 is expected to be
¹  Countries with revenue representing more than 5% of consolidated revenue in 2023 or 2022 are separately disclosed. recognized after more than one year and is presented under other non-current liabilities.

The following table disaggregates the Company’s revenue of the three different operating Transaction price allocated to the remaining performance obligations
segments: The following table includes revenue expected to be recognized in the future related to
performance obligations that are unsatisfied (or partly unsatisfied) at the reporting date.
(€ thousands) Year ended December 31, The Company applies the practical expedient in IFRS 15.121 and does not disclose
2023 2022 information about the remaining performance obligations that have original expected
durations of one year or less:
Die Attach 444,601 572,373
Packaging 100,417 117,808 (€ thousands) December 31, December 31,
Plating 33,844 32,689 2023 2022
Total revenue 578,862 722,870
Within 12 months 22,853 20,732
The Company’s revenue is generated by shipments to leading North American, European From 12-36 months 648 492
and Asian multinational chip manufacturers, assembly subcontractors and electronics and Total 23,501 21,224
industrial companies.
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24. Segment, geographic and customer information

Geographical information
The following table summarizes revenue, non-financial assets and total assets of
the Company’s operations in the Netherlands, Switzerland, Austria, Singapore and
Malaysia, the significant geographic areas in which the Company operates. Intra-area
revenues are based on the sales prices at arm’s length:

(€ thousands) The Netherlands Switzerland Austria Singapore Malaysia Other Total

Year ended December 31, 2023

Total revenue 107,016 373,145 13,430 577,751 118,962 59,142 1,249,446
Intercompany revenue (106,216) (373,073) (12,347) (1,534) (118,838) (58,576) (670,584)
External revenue 800 72 1,083 576,217 124 566 578,862
Non-financial assets 17,723 138,946 15,816 10,051 8,350 6,942 194,828
Capital expenditures 205 152 1,875 3,284 840 543 6,899

Year ended December 31, 2022

Total revenue 120,464 484,664 6,719 730,573 189,705 68,483 1,600,608
Intercompany revenue (119,346) (484,498) (6,719) (13,148) (189,242) (64,785) (877,738)
External revenue 1,118 166 - 717,425 463 3,698 722,870
Non-financial assets 16,883 125,191 13,534 3,891 10,268 7,949 177,716
Capital expenditures 534 167 1,425 184 3,783 687 6,780

Major customer(s)
For the years ended December 31, 2023 and December 31, 2022, no customer represented
more than 10% of the Company’s revenue.
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25. Employee benefits Principal actuarial assumptions at the reporting date:

Post-employment benefits December 31, December 31,

Employee post-employment benefit plans have been established in many countries in 2023 2022
accordance with legal requirements, customs and local practices in the countries involved.
Discount rate 1.50% 2.25%
Pension plan parent company Future salary increases 2.50% 2.50%
Type: Defined contribution plan. Future pension increases 0.10% 0.10%
Company obligations: No continuing obligations other than the annual payments.
Contributions: € 0.2 million in 2023 and € 0.1 million in 2022. Movement in the present value of the defined benefit obligations:

Pension plan Dutch subsidiaries (€ thousands) 2023 2022

Type: Defined contribution plan.
Industry-wide pension plan managed by Bedrijfstak­pensioen­ Liability for defined benefit obligations at January 1 43,105 50,539
fonds Metalektro and excedent plan for certain employees. Current service cost 987 1,323
Company obligations: No continuing obligations other than the annual payments. Interest expense 955 132
Contributions: € 1.5 million in 2023 and € 1.3 million in 2022. Actuarial loss (gain) arising from changes in economic
 assumptions 3,408 (11,605)
Pension plan Switzerland Actuarial loss arising from experience 104 680
Type: Defined benefit plan for guaranteed pension payments. Plan participants’ contribution 508 483
Insured with an independent insurance company. Plan amendments (1,442) -
Company obligations: The contributions required are based on the agreement with Benefits paid through pension assets (345) (709)
the insurer. The Company does not hold any transferable Foreign currency translation 2,924 2,262
financial instruments as plan assets. Liability for defined benefit obligations at December 31 50,204 43,105
Duration: The weighted average duration of the plan is 15 years.
Valuation: The pension assets related to this defined benefit plan are Total defined benefit cost (benefit) recognized in the Consolidated Statement of Operations
netted with the pension liability. The cost of providing benefits and Consolidated Statement of Comprehensive Income:
under the defined benefit plan is calculated using the project
unit cost method. Remeasurements are reported in (€ thousands) Year ended December 31,
accumulated other comprehensive income (loss). 2023 2022
Discount rate: The discount rate is based on the available information at
December 31, 2023 and determined as follows: Swiss franc Current service costs 987 1,323
bonds with rating AA as included in the Swiss Bond Index. Interest expense on benefit obligation 955 132
These bonds are used to determine a yield curve for durations Interest income on plan assets (860) (112)
up to 10 years. This yield curve is extended based on the Plan amendments (1,442) -
government bond rates for longer duration. Administration expenses 35 33
Defined benefit cost (benefit) recognized in net income (325) 1,376
Remeasurement from changes in financial assumptions and
experience 3,512 (10,925)
Return on plan assets (excluding amounts in net interest) (2,693) 6,929
Defined benefit cost (benefit) recognized in
comprehensive income 494 (2,620)
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Movement in the fair value of plan assets: Net pension liability:

(€ thousands) 2023 2022 (€ thousands) December 31, December 31,

2023 2022
Fair value of plan assets at January 1 37,936 42,030
Interest income 860 112 Defined benefit obligations 50,204 43,105
Return on plan assets (excluding amounts included in net Fair value of plan assets (45,367) (37,936)
interest) 2,693 (6,929) Net liability 4,837 5,169
Plan participants’ contribution 508 483
Company contributions 1,105 1,054 Total expected payments or contributions to the defined benefit plan for 2023 amount to
Benefits paid through pension assets (345) (709) € 1.2 million.
Administration expenses (35) (33)
Foreign currency translation 2,645 1,928 Sensitivity analysis
Fair value of plan assets at December 31 45,367 37,936 The calculation of the defined benefit obligations is sensitive to the assumptions as set
out above. The following table summarizes how the defined benefit obligation at the end
The major categories of plan assets as a percentage of the fair value of total plan assets of the reporting period would have increased (decreased) as a result of a change in the
are as follows: respective assumptions by 0.5%.

December 31, December 31, (€ thousands) Defined benefit obligations

2023 2022 0.5% increase 0.5% decrease

Qualified insurance policies 29% 31% Discount rate (3,362) 3,848

Bonds 20% 19% Salary increase 281 (263)
Real estate 20% 20%
Equities 23% 22% The above sensitivities are based on the average duration of the defined benefit obligations
Other/cash 8% 8% determined at the date of the last full actuarial valuation at December 31, 2023 and are
Total 100% 100% applied to adjust the defined benefit obligation at the end of the reporting period of the
assumptions concerned.
The insurance policies cover in principle the minimum funding requirements. Future
contributions can be increased due to changes in the annuity factors. This is subject to
decision of the Company.
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Pension plan Austria Movements in the present value of the defined benefit and severance obligations
Type:  Voluntary defined benefit plan for guaranteed pension recognized in the Consolidated Statement of Financial Position are as follows:
payments covering certain persons, as well as a defined
benefit plan for severance payments in accordance with (€ thousands) Pension Severance 2023
Austrian labor law. Both plans are insured with an independent liabilities obligations Total
insurance company.
Company obligations: The contributions required based on the agreement with the Liability for defined benefit and
insurer. The Company does not hold any transferable financial severance obligations at January 1 454 3,617 4,071
instruments as plan assets. Current service cost 6 149 155
Duration: The weighted average duration of the pension plan is 4 years Interest expense 18 132 150
and the plan for severance payments is 15 years. Actuarial loss (gain) recognized 20 (2) 18
Valuation: The pension assets related to this defined benefit plan do not Benefits paid (8) - (8)
qualify as plan assets and are therefore presented separately, Liability for defined benefit
not netted with the pension liability. The cost of providing and severance obligations
benefits under the defined benefit plans is determined at December 31 490 3,896 4,386
separately for each plan using the project unit cost method.
Remeasurements are recognized in accumulated other (€ thousands) Pension Severance 2022
comprehensive income (loss). There were no gains or losses liabilities obligations Total
from changes in demographic and financial assumptions for
either pension or severance payment plan. Liability for defined benefit and
Discount rate:  The discount rate was derived by reference to appropriate severance obligations at January 1 657 4,719 5,376
benchmark yields on high quality corporate bonds. Current service cost 22 204 226
Interest expense 7 45 52
Principal actuarial assumptions at the reporting date: Actuarial gain recognized (224) (1,351) (1,575)
Benefits paid (8) - (8)
December 31, December 31, Liability for defined benefit
2023 2022 and severance obligations
at December 31 454 3,617 4,071
Discount rate 3.40% 3.90%
Future salary increases (severance payments) 3.10% 3.50% The accumulated defined benefit obligation amounts to € 4.4 million at December 31, 2023.
Future expected benefit payments to (former) employees regarding pensions and leave
over the next five years are considered immaterial.
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A summary of the components of the defined benefit cost (benefit) recognized in the (€ thousands) Defined benefit and severance obligations
Consolidated Statement of Operations and Statement of Comprehensive Income is as 0.5% increase 0.5% decrease
follows:
Discount rate (268) 292
(€ thousands) Year ended December 31, Salary increase 258 (240)
2023 2022
The above sensitivities are based on the average duration of the defined benefit and
Current service cost 155 226 severance obligations determined at the date of the last full actuarial valuation at
Interest expense on benefit obligation 150 52 December 31, 2023 and are applied to adjust the defined benefit and severance obligations
Defined benefit cost recognized in net income 305 278 at the end of the reporting period of the assumptions concerned.
Remeasurement loss (gain) recognized 18 (1,575)
Defined benefit cost (benefit) recognized in Severance plan Korea
comprehensive income 323 (1,297) Type: Defined benefit plan for severance payments in accordance
with Korean law. The plan is partially covered through an
Changes in assets related to the liability for defined benefit and severance obligations independent insurance company.
recognized in the Consolidated Statement of Financial Position are as follows: Company obligations: The current plan is unfunded and the Company is responsible
for the payment of the severance payment upon the
(€ thousands) 2023 2022 termination of the employee contract.
Duration: The weighted average duration for severance payments is 4
Fair value of plan assets at January 1 522 607 years.
Return on assets 27 (85) Valuation: The assets related to this defined benefit plan are netted with
Fair value of assets at December 31 549 522 the liability. The cost of providing benefits under the defined
benefit plan is calculated using the project unit cost method.
The plan assets consisted of investment funds. Remeasurements are reported in accumulated other
comprehensive income (loss).
Total expected payments or contributions to the defined benefit plan for 2024 amount to Discount rate:  The discount rate was derived by reference to appropriate
€ 0.2 million. benchmark yields on high quality corporate bonds.

Sensitivity analysis Principal actuarial assumptions at the reporting date:

The calculation of the defined benefit and severance obligations is sensitive to the
assumptions as set out earlier. The following table summarizes how the defined benefit December 31, December 31,
and severance obligation at the end of the reporting period would have increased 2023 2022
(decreased) as a result of a change in the respective assumptions by 0.5%.
Discount rate 4.10% 5.40%
Future salary increases 3.00% 3.63%
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Movements in the present value of the severance obligations recognized in the Consolidated Changes in assets related to the liability for severance obligations recognized in the
Statement of Financial Position are as follows: Consolidated Statement of Financial Position are as follows:

(€ thousands) 2023 2022 (€ thousands) 2023 2022

Liability for severance obligations at January 1 2,050 2,278 Fair value of plan assets at January 1 177 183
Current service cost 162 211 Interest income 9 4
Interest expense 98 56 Return on plan assets (excluding amounts included
Actuarial loss (gain) recognized 73 (291) in net interest) (6) (2)
Benefits paid (partly through plan assets) (33) (206) Benefits paid through pension assets - (8)
Foreign currency translation (132) 2 Administration expenses (1) -
Liability severance obligations at December 31 2,218 2,050 Foreign currency translation (10) -
Fair value of plan assets at December 31 169 177
The accumulated defined benefit obligation amounts to € 2.2 million at December 31, 2023.
Total expected benefits payable under this plan amount to € 0.4 million in 2024. Net liability:

A summary of the components of the defined benefit cost recognized in the Consolidated (€ thousands) December 31, December 31,
Statement of Operations and Consolidated Statement of Comprehensive Income is as 2023 2022
follows:
Severance obligations 2,218 2,050
(€ thousands) Year ended December 31, Fair value of plan assets (169) (177)
2023 2022 Net liability 2,049 1,873

Current service cost 162 211 Sensitivity analysis

Interest expense on severance obligation 98 56 The calculation of the severance obligations is sensitive to the assumptions as set out
Administration expenses 1 - earlier. The following table summarizes how the severance obligation at the end of the
Interest income on plan assets (9) (4) reporting period would have increased (decreased) as a result of a change in the respective
Defined benefit cost recognized in net income 252 263 assumptions by 0.5%.
Remeasurement loss (gain) recognized 73 (291)
Return on plan assets (excluding amounts in net interest) 6 2 (€ thousands) Severance obligations
Defined benefit cost recognized in comprehensive income 331 (26) 0.5% increase 0.5% decrease

Discount rate (40) 42

Salary increase 42 (41)

The above sensitivities are based on the average duration of the severance obligations
determined at the date of the last full actuarial valuation at December 31, 2023 and are
applied to adjust the severance obligations at the end of the reporting period of the
assumptions concerned.
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Pension plan - other countries The TSR comparator group consists of the following companies:
The Company’s US, Malaysian, Chinese and Singapore subsidiaries have defined
contribution plans that supplement the governmental benefits provided under local TSR comparator group (excluding Besi)
legislation.
Aixtron SE Kulicke & Soffa Industries, Inc.
Share-based payments Applied Materials, Inc. Lam Research Corporation
ASM International N.V. MKS Instruments, Inc.
Remuneration Policy ASML Holding N.V. Nova Ltd.
In 2019, the Company adopted the Remuneration Policy 2020-2023, which is mainly a ASM Pacific Technology Ltd. Onto Innovation, Inc.
prolongation of the Remuneration Policy 2017-2019. The total number of ordinary shares Axcelis Technologies, Inc. SÜSS MicroTec SE
that will be awarded may not exceed 1.5% of the total number of outstanding shares at Cohu, Inc. Tokyo Electron Ltd.
December 31 of the year prior to the year in which the award is made. DISCO Corporation Tokyo Seimitsu Co., Ltd.
Entegris, Inc. Veeco Instruments, Inc.
Under the Remuneration Policy 2020-2023, the Supervisory Board may, at its own discretion FormFactor, Inc.
and upon recommendation of the Remuneration Committee, award additional shares to a
member of the Board of Management as a reward for extraordinary achievements of Vesting is determined based on the following schedule, whereby as from the 2020
excellent performance, up to a maximum of 120,000 shares. In January 2023, the Supervisory Framework Incentive Plan the straight-line vesting percentages are being applied on a pro
Board at its own discretion and upon recommendation by the Remuneration Committee, rate basis between rank 12 and rank 3 for awards made as from 2020:
awarded the member of the Board of Management 88,020 shares, which vested on January
19, 2023. Besi TSR ranking relative to comparator group Vesting percentage

2020 Framework Incentive Plan Top 3 75%

The performance shares awarded to the member of the Board of Management and other Rank 4 – Rank 6 50% (at target)
employees under the 2020 Framework Incentive Plan will vest at the end of the three-year Rank 7 – Rank 12 25%
performance period, depending on the actual performance of the Company. If at target Rank 13 – Rank 20 0%
performance is achieved, 100% of the performance shares awarded will vest. The maximum
number of shares that can vest amounts to 150% of the target number of performance
shares conditionally awarded.

After the three-year performance period the actual number of performance shares that
vests, subject to continued employment, will be determined based on:
• Net income as a percentage of revenue (“NIR”) over a three-year performance period
(50%).
• The Company’s Total Shareholder Return (“TSR”) relative to that of the TSR peer group
consisting of 19 peer companies operating in the semiconductor industry (50%).
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Summary of outstanding performance shares Fair value measurement performance shares

Following is a summary of changes in performance shares (award numbers adjusted for the
two-for-one stock split): For the awards made in 2023, the fair value at the grant date of the 50% portion with a TSR
performance condition was € 80.32 (2022: € 40.48) and has been derived using a Monte
2023 2022 Carlo Simulation model. The significant inputs into the model were:

Outstanding at January 1 312,587 382,234 2023 2022

Performance shares granted (at target level) 112,007 74,996
Shares discretionary granted to the Board of Management 88,020 70,000 Market price of the Company’s ordinary shares (in euro) 81.81 58.74
Shares discretionary granted to key employees 57,800 57,200 Expected volatility 45.7% 45.7%
Performance adjustments 39,724 53,227 Expected dividend yield 3.42% 5.51%
Performance shares settled in equity instruments (re-issued Vesting period (in years) 3 3
from treasury shares) (322,088) (306,774) Risk-free interest rate 2.49% 0.49%
Performance shares forfeited - (18,296)
Outstanding at December 31 288,050 312,587 For the 2023 awards, the fair value at the grant date of the 50% portion with a NIR
performance condition was € 73.89 (2022: € 49.78). This fair value has been derived from
The market price of the Company‘s ordinary shares at the date of grant of the performance the market price of the Company‘s ordinary shares at the grant date, adjusted based on
shares in 2023 and 2022 was € 81.88 and € 58.74, respectively. The market price of the the present value for expected dividends over the three-year vesting period.
Company’s ordinary shares at the date of grant of the additional shares to the member of
the Board of Management was € 62.82 (2022: € 74.62) and the market price at the date of The expenses related to share-based payment plans recognized in the Consolidated
grant to key employees was € 73.66 (2022: € 65.88). Statement of Operations are as follows:

The following table shows the outstanding at target number of performance shares (€ thousands) Year ended December 31,
conditionally awarded to the Board of Management and selected key employees, in 2023 2022
accordance with the Besi 2020 Framework Incentive Plan:
Performance shares granted and delivered
Performance shares Year of grant Three-year Number of to the Board of Management 5,529 5,223
performance performance Performance shares granted and delivered to key employees 4,258 3,762
period shares Conditional performance shares Board of Management 1,548 1,327
Conditional performance shares key employees 7,772 4,947
2021 2021-2023 109,943 Total expense recognized as personnel expenses 19,107 15,259
2022 2022-2024 71,421
2023 2023-2025 106,686
Total 288,050
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26. Related-party transactions Ordinary shares and performance shares held by the member of the Board of
BE Semiconductor Industries N.V. and all its subsidiaries are consolidated and all Management
transactions between these entities have been eliminated in these financial statements. The aggregate number of ordinary shares held by the current member of the Board of
There are no non-consolidated companies considered as related parties. Management is as follows:

The Board of Management and the Supervisory Board are considered “Key Management Ordinary number of shares December 31, December 31,
Personnel” in accordance with IAS 24. The remuneration of the Board of Management and 2023 2022
the Supervisory Board is as follows.
Board of Management 1,342,098 1,516,837
Remuneration of the Board of Management
The remuneration of the member of the Board of Management is determined by the Performance shares Year Three-year Number of
Supervisory Board, all with due observance of the Remuneration Policy adopted by the of grant performance performance
General Meeting of Shareholders. The Supervisory Board is required to present any scheme period shares
providing for the remuneration of the member of the Board of Management in the form of
shares or options to the General Meeting of Shareholders for adoption. Board of Management 2021 2021-2023 25,143
2022 2022-2024 13,927
The total cash remuneration and related costs of the member of the Board of Management 2023 2023-2025 20,604
for the years ended December 31, 2023 and 2022, are as follows: Total 59,674

(€) Year ended December 31, The performance shares awarded will vest at the end of the three-year performance period,
2023 2022 depending on the actual performance of the Company.

Salaries and other short-term employee benefits¹ 1,882,529 1,732,910 27. Selected operating expenses and additional information
Post-employment benefits² - 12,430 Personnel expenses for all employees are as follows:
Equity compensation benefits: Incentive Plan 1,547,777 1,326,796
Equity compensation benefits: Discretionary grant 5,529,416 5,223,400 (€ thousands) Year ended December 31,
Total 8,959,722 8,295,536 2023 2022

¹ Salaries include a bonus earned over the applicable year, which will be payable in the second quarter of the year thereafter. Wages and salaries 106,827 102,359
Furthermore, other benefits include expense compensation, medical insurance and social security premiums.
²  The pension arrangements for the member of the Board of Management are defined contribution plans. The Company does Social security expenses 13,487 12,140
not have further pension obligations beyond an annual contribution. Pension and retirement expenses defined contribution 6,131 5,888
Pension and retirement expenses defined benefit 1,389 1,724
Remuneration of the Supervisory Board Pension plan amendments (1,442) -
The aggregate remuneration paid to current members of the Supervisory Board was € 345 Share-based compensation plans 19,107 15,259
in 2023 and € 339 in 2022. The remuneration of the Supervisory Board is determined by the Total personnel expenses 145,499 137,370
General Meeting of Shareholders.

For further details for the remuneration of the Board of Management and the Supervisory
Board reference is made to the Remuneration Report in this Annual Report.
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The average number of fulltime equivalent employees during 2023 and 2022 was 1,700 and 29. Income taxes
1,686, respectively. For pension and retirement expenses, reference is made to Note 25. Deferred tax assets (liabilities) consist of the following:

The total number of fulltime equivalent employees per department is: (€ thousands) December 31, December 31,
2023 2022
December 31, December 31,
2023 2022 Deferred tax assets 12,217 19,563
Deferred tax liabilities (12,959) (13,303)
Sales and Marketing 454 432 Total deferred tax assets (liabilities), net (742) 6,260
Manufacturing and Assembly 676 657
Research and Development 444 434 The items giving rise to the deferred tax assets (liabilities), net are as follows:
General and Administrative 162 152
Total number of personnel 1,736 1,675 (€ thousands) December 31, December 31,
2023 2022
As of December 31, 2023 and 2022, a total of 157 and 153 fulltime equivalent employees,
respectively, were employed in the Netherlands. Deferred tax assets (liabilities)
Swiss tax credits 10,443 17,429
28. Financial income and expense Lease liabilities 2,773 3,008
The components of financial income and expense are as follows: Provision for pensions 1,936 1,885
Operating losses carry forward 1,543 1,660
(€ thousands) Year ended December 31, Inventories 1,378 1,677
2023 2022 Interest - 593
Right of use assets (2,704) (2,962)
Interest income 12,260 1,634 Convertible Notes (6,827) (8,417)
Net foreign currency gains 774 - Intangible assets (9,176) (9,182)
Subtotal financial income 13,034 1,634 Other items (108) 569
Total deferred tax assets (liabilities), net (742) 6,260
Interest expense (11,664) (12,203)
Net cost of hedging (7,073) (7,559)
Net foreign currency losses - (498)
Subtotal financial expense (18,737) (20,260)

Financial income (expense), net (5,703) (18,626)

The increase in interest income is related to increased interest rates on the Company’s
cash balances outstanding.
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Following is a summary of changes in items giving rise to deferred tax assets (liabilities), net:

(€ thousands) January 1, Profit and loss Other Equity Foreign December 31,
2023 2023 comprehensive currency 2023
income translation

Deferred tax assets (liabilities), net

Swiss tax credits 17,429 (7,732) - - 746 10,443
Lease liabilities 3,008 (236) - - 1 2,773
Provision for pensions 1,885 (66) 100 - 17 1,936
Operating losses carry forward 1,660 (113) - - (4) 1,543
Inventories 1,677 (293) - - (6) 1,378
Interest 593 (623) - 30 - -
Right of use assets (2,962) 261 - - (3) (2,704)
Convertible Notes (8,417) 1,371 - 219 - (6,827)
Intangible assets (9,182) 14 - - (8) (9,176)
Other items 569 (600) - - (77) (108)
Total 6,260 (8,017) 100 249 666 (742)

(€ thousands) January 1, Profit and loss Other Equity Foreign December 31,
2022 2022 comprehensive currency 2022
income translation

Deferred tax assets (liabilities), net

Swiss tax credits 24,216 (7,772) - - 985 17,429
Lease liabilities 1,927 1,029 - - 52 3,008
Operating losses carry forward 2,108 (447) - - (1) 1,660
Provision for pensions 2,708 (17) (825) - 19 1,885
Inventories 1,954 (250) - - (27) 1,677
Interest 390 203 - - - 593
Right of use assets (1,913) (997) - - (52) (2,962)
Convertible Notes (5,579) 980 - (3,818) - (8,417)
Intangible assets (9,865) 683 - - - (9,182)
Other items 520 350 (355) - 54 569
Total 16,466 (6,238) (1,180) (3,818) 1,030 6,260
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Up to and including 2019, Besi’s Swiss operations had a mixed company status on Cantonal The deferred tax assets for operating losses carry forward are related to the US and
and Communal level. Effective January 1, 2020, the Federal Act on Tax Reform and Austrian operations of the Company. In assessing the recoverability of deferred tax assets,
AHV Financial (“Swiss Tax Reform”) became effective, abolishing the current privileged the Company considers whether it is probable that sufficient taxable profits will be
corporate tax regimes. Upon transition, the Company has decided to use the current law available to realize some portion or all of the deferred tax assets. The ultimate realization
step up method, which creates tax free reserves. These tax free reserves can be depreciated of deferred tax assets is dependent upon the generation of future taxable income during
against taxable income on Cantonal and Communal level for a period of five years (years the periods in which those temporary differences become deductible. The US carry forwards
2020 up to and including 2024) and to a maximum of 70% of the taxable income. amounted to € 1.3 million as of December 31, 2023 and expire during the period of 2024 and
thereafter. The net deferred tax asset related to the US carry forward amounts are
In 2021, Besi’s Swiss operations obtained an approval for the Swiss Principal Company expected to be fully recovered. As of December 31, 2023, an amount of € 0.5 million related
regime regarding its Singapore distribution activities effective from January 1, 2018. As part to withholding taxes is not recognized, as the Company does not regard the realization of
of the Swiss Tax Reform, effective January 1, 2020, this regime was abolished and upon these withholding taxes probable within five years.
transition, tax free reserves were created on Federal level, which can be depreciated
against taxable income for a period of ten years in equal installments (years 2020 up to Under the Dutch innovation box regime, qualifying income that results from endeavors in
and including 2029). In 2022, the Company received an approval for application of an the field of research and development, is taxed at an effective Dutch corporation tax rate
adjusted valuation model for the step-up potential calculation, which resulted in an of 9%. In 2019, the Company has been granted the Dutch innovation box regime, effective
increase of the tax free reserves. As such, the Company recorded € 2.6 million net additional January 1, 2015 for the years up to and including 2022, which has been extended from
deferred tax assets and € 0.9 million tax refunds relating to prior years. January 1, 2023 up to and including 2027.

In 2023, the Company utilized € 5.3 million of the deferred tax assets related to the tax free The distinction in recognized and unrecognized tax losses carry forward and tax credits is
reserves on Cantonal, Communal and Federal level. Based on the results in 2023 and the as follows:
updated projections for the Company’s Swiss operations, the Company recorded an
additional valuation allowance on the deferred tax asset of € 2.3 million (2022: additional (€ millions) 2023 2022
valuation allowance of € 3.4 million). An amount of € 8.7 million related to the Swiss Tax Recognized Unrecognized Recognized Unrecognized
Reform is not recognized, as the Company does not regard the realization of these tax
credits probable within five years as per the Company’s policy. USA 1.3 - 1.7 -
Austria 0.2 - - -
The key assumptions used by management for the projections for the Company’s Swiss Total tax losses carried forward 1.5 - 1.7 -
operations are consistent with the assumptions used for the impairment test on capitalized Switzerland tax free reserves 10.4 8.7 17.4 5.8
goodwill and are based on the Company’s budget for 2024. Withholding taxes - 0.5 - 0.4
Total 11.9 9.2 19.1 6.2
The Company estimates that possible adverse or positive changes in key assumptions
(10% lower or higher revenue over the projection period) would result in an adjustment in The aggregate deferred tax related to items recognized outside of profit and loss amounts
the valuation of the deferred tax asset of approximately € 0.9 million. to € 0.3 million.
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The Dutch domestic statutory tax rate is 25.8% for the year ended December 31, 2023 There are no income tax consequences attached to the proposed payment of dividends by
(2022: 25.8%). The reconciliation between the actual income tax shown in the Consolidated the Company to its shareholders.
Statement of Operations and the expense (benefit) that would be expected based on the
application of the domestic tax rate to income before income tax is as follows: The Company is currently not in scope of Pillar Two legislation.

(€ thousands) Year ended December 31, 2023 Year ended December 31, 2022 Tax risk
in % of income in % of income Given the international business structure of the Company and the increasing number and
before taxes before taxes amounts of intercompany transactions certain tax risks hereto may exist. Profits are
allocated to countries where factual economic activities are executed in accordance with
Expected income tax expense national and international rules and standards and intragroup transactions have a business
based on domestic rate 53,584 25.8% 71,076 25.8% rationale. Besi has controls and procedures in place, including oversight, to manage its tax
Foreign tax rate differential (23,563) (11.3%) (32,313) (11.8%) risks. These risk management and governance arrangements are embedded in an Internal
Recognition of Swiss tax credit - - (2,553) (0.9%) Besi Framework. Besi has appropriate tax knowledge in-house to deal with its tax affairs,
Non-deductible expenses 3,363 1.6% 2,956 1.1% supplementing this with external advice where appropriate. Besi monitors new and
Tax incentive (4,176) (2.0%) (6,298) (2.3%) developing tax legislation, ensures appropriate training is provided to its staff, and adapts
Tax exempt income (1,337) (0.6%) (725) (0.3%) procedures and processes to comply with changes.
Valuation allowance adjustments 2,279 1.1% 3,404 1.2%
Changes in enacted tax rates - - 720 0.3% The Austrian Tax Authorities have finalized the tax audit over the period 2015 to 2018 and
Adjustments prior years (114) (0.1%) (1,396) (0.5%) have issued a final assessment which results in an additional € 1.7 million tax payable over
Other 569 0.2% (28) 0.0% this period. The assessment is related to an adjustment with respect to the transfer
Income tax expense reported 30,605 14.7% 34,843 12.6% pricing policy implemented. The Company is of the view that the transfer pricing policy
historically applied is in line with the arm’s length principle as set forth by the OECD
The difference between the effective tax rate and the statutory rate in the Netherlands is Transfer Pricing Guidelines for Multinational Enterprises and Tax Administrations and
mainly due to different statutory tax rates in the countries in which Besi operates outside Austrian transfer pricing regulation. The assessment issued by the Austrian Tax Authorities
the Netherlands, primarily in Switzerland. The tax incentives mainly relates to the would trigger double taxation for the Company. As such, in order to defend the Company’s
application of the innovation box regime in the Netherlands and preferential tax rate in tax filing position in Austria and, if applicable, to avoid any remaining double taxation, a
Singapore. The adjustment of the valuation allowance of € 2.3 million in 2023 relates to the Mutual Agreement Procedure (“MAP”) request has been filed with the relevant Competent
revaluation of tax credits at Besi Switzerland due to the 2023 financial performance and Authorities. This process can extend to several years until it comes to conclusion.
revised projections.
As the Company has applied the same transfer pricing policy for the subsequent years, it
The income tax expense shown in the Consolidated Statement of Operations consists of is likely that the Austrian Tax Authorities will challenge the applied transfer pricing
the following: practice also for the subsequent years based on the assessment issued for the 2015 to
2018 tax audit period. The total potential additional tax expenses related to the period
(€ thousands) Year ended December 31, 2015 to 2023 amounts to approximately € 4.1 million being the single best estimate of the
2023 2022 uncertainty and considers an offsetting corresponding adjustment on the Swiss taxable
income.
Current 22,588 28,605
Deferred 8,017 6,238 Based on the relevant facts and circumstances, the Company has determined that it is
Total 30,605 34,843 probable that the MAP will confirm the Company’s transfer pricing policy and as such
determined the taxable profit consistently with the tax treatment used in its income tax
filings, not reflecting these additional tax expenses associated with the uncertainty.
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30. Earnings per share 31. Financial instruments, financial risk management objectives and policies
The following table reconciles ordinary shares outstanding at the beginning of the year to
average shares outstanding used to compute income per share. Fair value of financial instruments
The Company assumes that the book value of the Company’s financial instruments, which
2023 2022 consist of cash and cash equivalents, deposits, trade receivables and accounts payable,
does not significantly differ from their fair value due to the short maturity of those
Shares outstanding at beginning of the year 78,487,926 77,969,623 instruments and to the fact that interest rates are floating or approximate the rates
Shares re-issued from treasury shares for the vesting of performance currently available to the Company. For the valuation of the Convertible Notes reference is
stock awards (LTI) 176,268 179,574 made to Note 18.
Shares re-issued from treasury shares for the vesting of shares
discretionary granted 145,820 127,200 The Company uses the following hierarchy for determining and disclosing the fair value of
Shares re-issued from treasury shares for partial conversion of the financial instruments by valuation technique:
2016 and 2017 Convertible Notes 762,445 328,335 Level 1: Quoted (unadjusted) prices in active markets for identical assets or liabilities.
Shares issued for partial conversion of the 2017 Convertible Notes - 2,578,896 Level 2: Other techniques for which all inputs which have a significant effect on the
Shares bought under the share repurchase program (2,556,665) (2,695,702) recorded fair value are observable, either directly or indirectly.
Shares outstanding at end of the year 77,015,794 78,487,926 Level 3: Techniques which use inputs which have a significant effect on the recorded fair
value that are not based on observable market data.
Average shares outstanding - basic 77,508,722 79,311,366
Dilutive effect of outstanding performance shares 370,874 380,590 The fair values of other financial assets and financial liabilities, together with the carrying
Dilutive effect of all outstanding Convertible Notes 4,920,683 5,834,201 amounts in the Consolidated Statements of Financial Position, are as follows:
Average shares outstanding - diluted 82,800,279 85,526,157
(€ thousands) December 31, 2023
Net income in 2023 used in calculating dilutive earnings per share amounts to Note Carrying Level Fair value
€ 185.0 million (2022: € 248.3 million) and is adjusted for the after tax effects of interest amount
charges related to the 2016, 2017, 2020 and 2022 Convertible Notes amounting to
€ 7.9 million in 2023 (2022: € 7.6 million). Financial assets
Forward foreign currency exchange contracts 7 9,467 2 9,467
Marketable securities for pension liability 12 549 1, 2 549
Total 10,016 10,016

Financial liabilities
Forward foreign currency exchange contracts 16 443 2 443
Long-term debt¹ 18 300,497 1 661,308
Total 300,940 661,751

¹  The fair value of the Convertible Notes included in the long-term debt are based on the closing prices of the Notes on the
Deutsche Börse Freiverkehr market.
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(€ thousands) December 31, 2022 All material findings that result from the use of the Company’s risk management policy are
Note Carrying Level Fair value discussed with our Audit Committee and Supervisory Board.
amount
The Company, through its training, management standards and procedures, such as
Financial assets guidelines and instructions governing hedging of financial risks, developed a disciplined
Forward foreign currency exchange contracts 7 6,803 2 6,803 and constructive control environment in which all employees understand their roles and
Marketable securities for pension liability 12 522 1, 2 522 obligations. In addition, the Company performs several reviews at all significant operating
Deposits¹ 4 25,000 2 24,265 companies, such as reviews of the foreign currency positions. The Company’s policies,
Total 32,325 31,590 specifically regarding foreign currency hedging, interest rate, credit, market and liquidity
risks, are further described in the remainder of this Note.
Financial liabilities
Forward foreign currency exchange contracts 16 98 2 98 Foreign currency risk
Long-term debt² 18 325,176 1 402,036 Due to the international scope of the Company’s operations, the Company is exposed to
Total 325,274 402,134 the risk of adverse movements in foreign currency exchange rates. These movements
typically also affect economic growth, inflation, interest rates, government actions and
¹ R  elates to a two-years deposit, maturing in December 2023. The fair value of all other deposits does not significantly differ other factors. These changes can cause the Company to adjust its financing and operating
from their book values due to their short maturity and remaining tenor.
²  The fair value of the Convertible Notes included in the long-term debt are based on the closing prices of the Notes on the strategies. The Company is primarily exposed to fluctuations in the value of the euro,
Deutsche Börse Freiverkehr market. Swiss franc, Singapore dollar, Malaysian ringgit and Chinese renminbi against the US dollar
and US dollar-linked currencies. Furthermore, due to the Company’s ongoing transfer of
There were no transfers between levels during the years ended December 31, 2023 and the supply chain to Asia, the Company is increasingly exposed to fluctuations of the
December 31, 2022. Malaysian ringgit, Chinese renminbi and Singapore dollar against the euro, Swiss franc and
US dollar.
The only recurring fair value measurement is the valuation of forward exchange contracts
for hedging purposes. According to IFRS 13 this measurement is categorized as Level 2. As a consequence of the global nature of Besi’s businesses, its operations, reported
Non-recurring fair value measurements were not applicable in the reporting period. financial results and cash flows are exposed to the risks associated with fluctuations in
exchange rates between the euro and other major world currencies.
Financial risk management objectives and policies
Besi’s currency risk exposure primarily occurs because the Company generates a portion of
Risk management framework its revenue in currencies other than the euro while the major share of the corresponding
The Company is exposed to a variety of financial risks, such as foreign currency risk, cost of sales is incurred in euro, Swiss franc, Malaysian ringgit and Chinese renminbi. The
interest rate risk, credit risk, market risk, liquidity risk and capital risk. These risks are percentage of its consolidated net revenue which is represented in US dollar amounted to
inherent to the way the Company operates as a multinational with a number of local approximately 75% and 72% of total revenue for the years ended December 31, 2023 and
operating companies. 2022, respectively, whereas revenue denominated in euro amounted to approximately 25%
in 2023. Approximately 32% of its costs and expenses were denominated in euro, 23% in
The Company’s overall risk management policy is established to identify and analyze the Malaysian ringgit, 15% in Chinese renminbi, 8% in US dollar and the remaining 22% in
risks faced by the Company, to set appropriate risk limits and controls, and to monitor various currencies. In order to mitigate the impact of currency exchange rate fluctuations,
risks and adherence to risk limits. Risk management policies and systems are managed at Besi continually assesses its remaining exposure to currency risks and hedges such risks
central level and reviewed regularly to reflect changes in market conditions and the through the use of derivative financial instruments.
Company’s activities.
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The Company seeks to protect itself from adverse movements in foreign currency exchange A summary of the Company’s most important forward foreign currency exchange contracts
rates by hedging firmly committed sales contracts, which are denominated in foreign at foreign currency contract rate is set forth below:
currencies through the use of forward foreign currency exchange contracts. In addition,
the Company also uses forward foreign currency exchange contracts to hedge balance (€ thousands) Nominal Average Maturity Fair Value,
sheet positions that are denominated in a foreign currency. During 2023 and 2022, Value rate net
the Company did not have any derivative financial instruments that were held for trading
or speculative purposes. Furthermore, the Company does not use financial instruments to December 31, 2023
hedge the translation risk related to equity and intercompany loans of a permanent nature. To sell US dollars for Swiss francs 135,261 1.139 < 4 months 7,187
The Company has adopted the cash flow hedge model in line with IFRS 9. In this hedging To sell US dollars for euros 47,409 1.075 < 4 months 1,167
model, the effective part of a hedge transaction is reported as a component of other To buy Malaysian ringgits for Swiss franc 16,316 5.436 < 1 month (146)
comprehensive income, which is reclassified to earnings in the same period(s) in which the To buy Malaysian ringgits for euros 14,128 5.114 < 2 months 32
hedged forecasted transaction affects earnings. To sell Malaysian ringgits for euros 28,163 5.080 < 1 month (4)
To sell euros for Swiss francs 35,924 0.948 < 2 months 925
Due to cash flow hedge transactions, € 4,675 was reported as other comprehensive income Other FX pair contracts 16,497 < 1 month (137)
at December 31, 2023. The amount in 2023 released from equity in revenue in the Total 293,698 9,024
Consolidated Statement of Operations was € 9,416. The cash flow hedging reserve included
in equity comprises the effective portion of the cumulative net change in the fair value of December 31, 2022
cash flow hedges related to hedged transactions that have not yet occurred. The ineffective To sell US dollars for Swiss francs 194,637 1.064 < 4 months 4,673
part of the hedges recognized, directly in the Consolidated Statement of Operations was a To sell US dollars for euros 44,628 1.033 < 4 months 1,685
gain of € 156 in 2023 and a loss of € 924 in 2022. To buy Malaysian ringgits for Swiss franc 5,832 4.762 < 1 month (16)
To sell Malaysian ringgits for euros 17,027 4.627 < 2 months 291
The movement of the cash flow hedging reserve is as follows: To sell euros for Swiss francs 23,200 0.982 < 2 months (12)
Other FX pair contracts 30,268 < 2 months 84
(€ thousands) 2023 2022 Total 315,592 6,705

Balance at January 1 4,830 639 The contracts to sell US dollars for euros and Swiss francs predominantly apply for hedge
Amount recognized in equity (9,416) 12,635 accounting. All other forward foreign currency exchange contracts are economic hedges.
Amount recycled in Consolidated Statement of Operations 9,417 (9,368)
Amount reclassified to Consolidated Statement of At December 31, 2023 and 2022, the unrealized gain (loss) on forward foreign currency
Operations due to ineffectiveness (156) 924 exchange contracts that were designated as a hedge of firmly committed transactions
Balance at December 31 4,675 4,830 amounted to € 9,024 and € 6,705, respectively.

The Company has exposure to credit risk to the extent that the counterparty to the The fair value of the Company’s forward foreign currency exchange contracts, which are
transaction fails to perform according to the term of the contract. The amount of such categorized as Level 2 is as follows:
credit risk, measured as the fair value of all forward foreign currency exchange contracts
that have a positive fair value position, was € 9,467 and € 6,803 at December 31, 2023 and (€ thousands) 2023 2022
2022, respectively. The Company believes that the risk of significant loss from credit risk is Positive Negative Positive Negative
remote, because it deals with credit-worthy financial institutions. The Company does not,
in the normal course of business, demand collateral from the counterparties. Forward foreign currency exchange contracts
Fair value 9,467 443 6,803 98
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The fair value of the forward foreign currency exchange contracts is included in the The discussion below of changes in currency exchange rates does not incorporate other
Company’s other receivables and the other payables. The Company recorded no changes in economic factors. For example, the sensitivity analysis does not take into account the
the fair value of the financial instruments that were attributable to changes in the credit possibility that rates can move in opposite directions and that gains from one category
risk of the forward exchange contracts. All foreign exchange currency contracts have may or may not be offset by losses from another category. As currency exchange rates
a maturity of less than twelve months. The cash flows related to foreign currency contracts change, translation of the statements of operations of Besi’s international business into
with positive fair values and related to foreign currency contracts with negative fair values euro affects year over year comparability.
may be settled gross or net and are expected to occur as follows:
(€ thousands) Effect on 2023 Effect on 2022
(€ thousands) December 31, December 31, profit Effect profit Effect
2023 2022 before tax on equity before tax on equity

Proceeds 302,722 322,297 Increase/decrease in US dollar rate

Payments (293,698) (315,592) compared to euro +10% - (2,500) - (2,300)
Net 9,024 6,705 -10% - 2,500 - 2,300

The Company’s principal financial liabilities, other than derivatives, comprise of bank loans Increase/decrease in US dollar rate
and overdrafts, Convertible Notes, financial leases and trade payables. The main purpose compared to Swiss franc +10% - (8,000) - (12,000)
of these financial liabilities is to finance the Company’s operations. The Company has -10% - 8,000 - 12,000
various financial assets such as trade receivables and cash and short-term deposits,
which arise directly from its operations. The current outstanding forward exchange contracts have been included in this calculation.

The Company enters into derivative transactions exclusively with forward currency Interest rate risk
contracts. The purpose of these transactions is to manage the currency risks arising from The Company has interest-bearing assets and liabilities exposing it to fluctuations in
the Company’s operations. market interest rates. The Company is hardly exposed to the risk of changes in market
interest rates through borrowing activities due to very limited debt with floating interest
The Company’s policy is, and has been throughout 2023 and 2022, that no trading in rates. Given the Company’s cash position, fluctuations in market interest rates are
derivatives shall be undertaken. The main risks arising from the Company’s financial affecting the Company’s results. An increase of interest rates will have a positive effect,
instruments are foreign currency risk, interest rate risk, credit risk and liquidity risk. while a decrease of market interest rates will negatively impact the Company’s results. No
derivative interest rate related swaps have been entered into for trading or speculative
The following table presents a sensitivity analysis of the Company‘s profit before tax (due purposes or to manage interest exposures.
to changes in the fair value of monetary assets and liabilities) and the Company’s equity
(due to changes in the fair value of forward exchange contracts) related to reasonable Credit risk
potential changes in the US dollar exchange rate compared to the euro, Swiss franc and Credit risk is the risk that the counterparty will not meet its obligations under a financial
Malaysian ringgit, with all other variables held constant. This comparison is done as most instrument or customer contract, leading to a financial loss. The Company is exposed to
transactions are in US dollar and are hedged against the local currencies of the main credit risk from its operating activities (primarily for trade receivables) and from its
operations in the Netherlands, Switzerland and Malaysia. The analysis includes the effects financing activities for cash and cash equivalents and derivative financial instruments.
of fair value changes of the financial instruments used to hedge the currency exposures With its treasury and cash investment policies the Company manages exposure to credit
and focuses only on balance sheet positions. risks on an ongoing basis including monitoring of the creditworthiness of counterparties.
The Company does not anticipate on non-performance by counterparties given their high
creditworthiness expressed in good credit rates.
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The Company’s maximum exposure to credit risk for financial instruments are the carrying Expected credit loss assessment
amounts of financial assets as illustrated in the table at the beginning of Note 31. The The Company recognizes an allowance for expected credit losses (“ECLs”). ECLs are based
Company does not hold collateral as security. on the difference between the contractual cash flows due in accordance with the contract
and all the cash flows that the Company expects to receive, discounted at an approximation
Cash and cash equivalents of the original effective interest rate. For trade receivables, the Company applies
The Company is managing the credit risk from balances with banks and cash equivalents in a simplified approach in calculating ECLs. Therefore, the Company does not track changes
accordance with the Company’s cash investment policy. In addition to preserving in credit risk, but instead recognizes a loss allowance based on lifetime ECLs at each
the principal amount main objectives of this policy are maintaining appropriate liquidity reporting date. The Company has established provision matrix that is based on its historical
for business operations, diversifying cash investments to minimize risk from credit loss experience, adjusted for forward-looking factors specific to the debtors and the
inappropriate investments and concentrating the Company’s cash at the highest level, i.e. economic environment. In addition the Company has compared the outcome based on
BE Semiconductor Industries N.V. Diversification is aimed by distributing the cash and cash historical losses with the credit ratings of its largest individual customers.
equivalents over at least five counterparties including money market funds. Cash pool
arrangements based on zero-balancing are in place to concentrate cash enabling Based on the above, an amount of € 472 of impairment has been recognized on trade
BE Semiconductor Industries N.V. to fulfil the role of internal bank. receivables and contract assets as per December 31, 2023.

The Company invests cash and cash equivalents in (short-term) deposits with financial Forward exchange contracts
institutions that have good credit ratings and in AA and AAA money market funds that The forward exchange contracts are with multiple counterparties that have high credit
invest in highly rated short-term debt securities of governments, financial institutions and ratings. Currently, the Company does not expect any counterparty to fail to meet its
corporates. These investments are readily convertible to a known amount in cash and are obligations.
subject to an insignificant risk of change in value.
Market risk
Trade receivables and other receivables Market risk is the risk that changes in market prices, such as foreign exchange rates,
The Company has established a credit policy under which credit evaluations are performed interest rates and equity prices, will affect the Company’s income or the value of its
on all customers requiring credit over specified thresholds. The Company’s exposure to holdings of financial instruments. The objective of market risk management is to manage
credit risk is influenced mainly by the individual characteristics of each customer. However, and control market risk exposures within acceptable parameters, while optimizing the
management also considers the demographics of the Company’s customer base, including return. The Company buys and sells derivatives, and also incurs financial liabilities, in
the default risk of the industry and country in which customers operate, as these factors order to manage market risks. All such transactions are carried out within the guidelines
may have an influence on credit risk. As the Company’s revenue is generated by shipments set by the Company.
to Asian manufacturing operations of leading US, European and Asian semiconductor
manufacturers and subcontractors, an industry and geographical concentration of credit Liquidity risk
risk exists, however, this risk is reduced through the long-term relationships with its Liquidity risk is the risk that the Company will encounter difficulty in meeting the
customers. obligations associated with its financial liabilities that are settled by delivering cash or
another financial asset. The Company’s liquidity needs are affected by many factors
Ageing of trade receivables and other receivables: including uncertainties of the global economy and the semiconductor industry resulting in
fluctuating cash requirements. The Company believes that it will have sufficient liquidity
(€ Total Impaired Current Past due to meet its current liabilities including expected capital expenditures and repayment
thou- obligations in 2023. The Company monitors its risk to a shortage of funds by reviewing cash
sands) 30–60 60–90 90–120 > 120 flows of all entities throughout the year. The Company intends to return cash to the
< 30 days days days days days shareholders on a regular basis in the form of dividend payments and, subject to actual
and anticipated liquidity requirements and other relevant factors, share buybacks.
2023 172,117 (472) 139,536 13,018 11,174 3,765 1,675 3,421
2022 166,432 (855) 132,991 8,026 11,476 2,405 1,430 10,959
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The table below summarizes the maturity profile of the Company’s financial liabilities at
December 31, 2023 and 2022, based on contractual undiscounted payments:

(€ thousands) On Less than 3 to 12 1 to 5 > 5 years Total

demand 3 months months years

December 31, 2023

Convertible Notes (assuming no conversion) - - 3,200 150,000 175,000 328,200
Other long-term debt - - - 2,042 - 2,042
Lease liabilities (Note 19) - 1,044 3,075 9,669 6,610 20,398
Interest payable convertible - 563 3,860 16,500 1,641 22,564
Trade payable 13,149 33,740 - - - 46,889
Other payables 140 10,534 25,335 - - 36,009
Total 13,289 45,881 35,470 178,211 183,251 456,102

(€ thousands) On Less than 3 to 12 1 to 5 > 5 years Total

demand 3 months months years

December 31, 2022

Convertible Notes (assuming no conversion) - - 2,400 182,500 175,000 359,900
Other long-term debt - - - 2,042 - 2,042
Lease liabilities (Note 19) - 1,120 2,518 8,845 6,947 19,430
Interest payable convertible - 563 4,066 17,788 4,922 27,339
Trade payable 13,920 27,486 25 - - 41,431
Other payables 2,903 8,938 29,280 - - 41,121
Total 16,823 38,107 38,289 211,175 186,869 491,263

It is not expected that the cash flows included in the maturity profile could occur
significantly earlier, or at significantly different amounts.
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Capital management
The primary objective of the Company’s capital management is to ensure healthy capital
ratios, with focus on liquidity and financial stability throughout the industry cycles, in
order to support its business and maximize shareholder value.

The Company manages its capital structure and makes adjustments to it, in light of
changes in economic conditions. To maintain or adjust the capital structure, the Company
may make a dividend payment to shareholders, return capital to shareholders or issue new
shares. No changes were made in the objectives, policies or processes during the years
ended December 31, 2023 and December 31, 2022. The Company only regards equity as
capital. This capital is managed using solvency ratio (excluding intangible assets) and
return on investment.

(€ thousands, except for percentages) 2023 2022

Equity 421,413 628,535

Solvency ratio¹ 47.0% 55.4%
Solvency ratio (excluding intangible fixed assets)² 37.3% 49.7%
Return on average equity³ 33.7% 38.6%

¹ Solvency ratio is defined as total equity (€ 421.4) divided by total assets (€ 896.6).
² Solvency ratio (excluding intangible assets) is defined as total equity (€ 421.4) divided by total assets (€ 896.6), both under
subtraction of intangible assets (€ 139.1).
³ Return on average equity is defined as net income (€ 177.1) divided by the average of the total equity at January 1, 2023
(€ 628.5) and total equity at December 31, 2023 (€ 421.4).

The total number of ordinary shares that will be awarded under the 2020 Framework
Incentive Plan may not exceed 1.5% of the total number of outstanding shares at
December 31 of the year prior to the year in which the award is made.

32. Events after the balance sheet date

There are no events to report.
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Parent Company Balance Sheet

(Before appropriation of the result)

(€ thousands) Note December 31, December 31,

2023 2022

Assets
Intangible fixed assets 3 100 155
Tangible fixed assets 4 19 41
Investments in subsidiaries 5 355,828 490,021
Loans due from subsidiaries 5 11,913 10,683
Financial fixed assets 367,741 500,704
Total fixed assets 367,860 500,900
Amounts due from subsidiaries 10 31,158 29,647
Other receivables 4,773 1,850
Receivables 35,931 31,497
Deposits 6 225,000 180,000
Cash and cash equivalents 6 149,736 302,161
Total current assets 410,667 513,658
Total assets 778,527 1,014,558

Shareholders’ equity, provisions and liabilities

Share capital 7 811 811
Share premium 7 108,144 271,350
Retained earnings 7 (14,305) (21,258)
Legal reserves 7 157,962 144,077
Other comprehensive income (loss) 7 (8,283) (7,092)
Undistributed result 7 177,084 240,647
Shareholders’ equity 421,413 628,535
Deferred tax liabilities 14 5,702 5,720
Provisions 5,702 5,720
Convertible Notes 9 295,311 320,773
Non-current liabilities 295,311 320,773
Current portion of long-term debt 3,144 2,361
Trade payables 4,746 4,333
Income tax payable 1,157 1,287
Amounts due to subsidiaries 10 43,925 48,797
Other payables 3,129 2,752
Current liabilities 56,101 59,530
Total shareholders’ equity, provisions and liabilities 778,527 1,014,558
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Parent Company Statement of Income and Expense

(€ thousands) Note Year ended December 31,

2023 2022

General and administrative expenses 9,809 7,851

Total operating expenses 9,809 7,851

Operating income (loss) (9,809) (7,851)

Financial income 12 13,237 1,902

Financial expense 12 (12,138) (11,706)
Financial income (expense), net 1,099 (9,804)

Loss before income tax and income from subsidiaries (8,710) (17,655)

Income tax expense (benefit) 14 1,115 (1,918)

Income from subsidiaries, after taxes 5 186,909 256,384
Net income 177,084 240,647
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Notes to the Parent Company Financial Statements

1. General 3. Intangible fixed assets

BE Semiconductor Industries N.V. acts as a holding company. The description of the Intangible assets, net consist of the following:
activities and the structure of the Company, as included in the Notes to the Consolidated
Financial Statements also apply to the Parent Company Financial Statements. (€ thousands) 2023 2022
BE Semiconductor Industries N.V.‘s principal executive office is located at Ratio 6, 6921 RW
Duiven, the Netherlands. Statutory seat of the Company is Amsterdam; number at Balance at January 1,
Chamber of Commerce is 09092395. Cost 2,856 3,370
Accumulated amortization (2,701) (2,930)
2. Summary of significant accounting policies Intangible fixed assets, net 155 440
The Financial Statements of the parent company have been prepared using the option of Changes in book value
article 362.8 of Book 2 of the Netherlands Civil Code, meaning that the accounting Capital expenditures - 147
principles used are the same as for the Consolidated Financial Statements. Disposals (cost) - (661)
Disposals (accumulated depreciation) - 548
Foreign currency amounts have been translated, assets and liabilities have been valued, Amortization (55) (319)
and net income has been determined, in accordance with the principles of valuation and Total changes (55) (285)
determination of income presented in the summary of significant accounting policies Balance at December 31,
included in the Notes to the Consolidated Financial Statements. Subsidiaries of the parent Cost 2,856 2,856
company are accounted for using the net equity value. The net equity value is determined Accumulated amortization (2,756) (2,701)
on the basis of IFRS accounting principles applied in the Consolidated Financial Statements. Intangible fixed assets, net 100 155
In case of a negative net equity value of a subsidiary, the negative value is deducted from
the loan due from the respective subsidiary. The intangible fixed assets consist of capitalized licenses and are amortized in three to
five years.
In addition, the Company will apply the option provided to eliminate the impact of IFRS 9
on intercompany receivables and payables in the Parent Company Financial Statements 4. Tangible fixed assets
against their book value of these receivables and payables in order to have no impact on The tangible fixed assets include right of use assets for leased cars.
the reconciliation between the consolidated equity and company equity position.

BE Semiconductor Industries N.V. is parent of the fiscal unity BE Semiconductor

Industries N.V. All current and deferred tax positions attributable to the fiscal unit are
reported at the level of BE Semiconductor Industries N.V., whereby income tax expense is
allocated to the Dutch subsidiaries based on the individual income before tax and the
statutory tax rate taking the innovation box regime into account.
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5. Financial fixed assets Loans due from/to subsidiaries

The movement is as follows: Interest on loans due from subsidiaries is calculated based on monthly base rates plus
a market-conform mark-up. An amount of € 11.9 million primarily relates to loans granted
(€ thousands) Investment Loans due Long-term Total by BE Semiconductor Industries N.V. to its US subsidiaries. These loans are repaid upon
in from deposits lenders’ demand for repayment. Therefore, no interest is calculated on these loans.
subsidiaries subsidiaries
Following is an overview of all direct subsidiaries:
Balance at January 1, 2023 490,021 10,683 - 500,704
Income for the period 186,909 - - 186,909 Name Location and country of Percentage of
Negative equity adjustments (1,243) 1,243 - - incorporation ownership
Dividend payments (322,303) - - (322,303)
Establishment of Besi Vietnam 612 - - 612 BE Semiconductor Industries Holding GmbH Radfeld, Austria 100%
Loans to subsidiaries - 452 - 452 BE Semiconductor Industries USA, Inc. Chandler, Arizona, USA 100%
Merger of group companies 244 - - 244 Besi Leshan Co., Ltd. Leshan, China 100%
Changes in accumulated other Besi Switzerland AG Steinhausen, Switzerland 100%
comprehensive income (1,522) - - (1,522) Cong Ty Tnhh Besi Viet Nam Ho Chi Minh City, Vietnam 100%
Currency translation adjustment 3,110 (465) - 2,645 Fico International B.V. Duiven, the Netherlands 100%
Balance at December 31, 2023 355,828 11,913 - 367,741 Meco Equipment Engineers B.V. ‘s-Hertogenbosch, the Netherlands 100%

(€ thousands) Investment Loans due Long-term Total On April 5, 2023, Besi Asia Pacific Holding B.V., Esec International B.V. and Meco
in from deposits International B.V. were merged into BE Semiconductor Industries N.V. As a result of such
subsidiaries subsidiaries merger, Besi Switzerland AG and Meco Equipment Engineers B.V. became direct
subsidiaries.
Balance at January 1, 2022 485,338 10,379 25,000 520,717
Income for the period 256,384 - - 256,384 6. Cash and cash equivalents and deposits
Negative equity adjustments (1,289) 1,289 - - Interest rates on cash at banks are variable. Short-term deposits have a maturity or notice
Reclassification of deposits - - (25,000) (25,000) period between one and three months and carry interest at the respective short-term
Repayment of loans - (2,079) - (2,079) deposit rates and are reported as part of the cash and cash equivalents. Deposits with
Dividend payments (267,173) - - (267,173) initial maturities longer than three months are reported under deposits and deposits with
Changes in accumulated other a remaining maturity exceeding twelve months are reported under financial fixed assets.
comprehensive income 8,388 - - 8,388 The expected credit loss on cash and cash equivalents and deposits is considered
Currency translation adjustment 8,373 1,094 - 9,467 immaterial.
Balance at December 31, 2022 490,021 10,683 - 500,704
At December 31, 2023 and 2022, no amount in cash and cash equivalents and deposits was
Investments in subsidiaries restricted.
The negative equity adjustments in the movement schedule are adjustments of the income
for the period related to the net income of the subsidiaries with a negative equity value.
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7. Shareholder’s equity
Besi’s authorized share capital consisted of 160,000,000 ordinary shares, nominal value
€ 0.01 per share, and 160,000,000 preference shares, nominal value € 0.01 per share.

(€ thousands, Number of Share Share Retained Legal reserves Other Undistributed Total share-
except for share data) ordinary shares capital premium earnings compre­hensive result holders’
outstanding¹ income (loss) equity

Balance at January 1, 2023 81,146,738 811 271,350 (21,258) 144,077 (7,092) 240,647 628,535

Total comprehensive income for the period - - - - 2,300 (1,191) 177,084 178,193
Dividend paid to owners of the Company² - - - - - - (222,109) (222,109)
Convertible Notes converted into equity³ - - 31,074 - - - - 31,074
Changes in legal reserve - - - (11,585) 11,585 - - -
Appropriation of the result - - - 18,538 - - (18,538) -
Equity-settled share-based payments
expense⁴ - - 19,107 - - - - 19,107
Purchase of treasury shares⁵ - - (213,387) - - - - (213,387)
Balance at December 31, 2023 81,146,738 811 108,144 (14,305) 157,962 (8,283) 177,084 421,413

¹  The outstanding number of ordinary shares includes 4,130,944 and 2,658,812 treasury shares at December 31, 2023 and December 31, 2022, respectively.
² Represents € 2.85 dividend per share, approved at Besi’s AGM on April 26, 2023 and paid in cash in May 2023.
³ Represents the carrying amount of the 2016 and 2017 Convertible Notes upon conversion by bondholders. Further reference is made to the Notes to the Consolidated Financial Statements, Note 18.
⁴ Reference is made to the Notes to the Consolidated Financial Statements, Note 25.
⁵ The Company repurchased 2,556,665 ordinary shares in 2023 for an aggregate value of € 213.4 million.

Balance at January 1, 2022 78,567,842 786 251,149 (21,208) 117,741 (11,613) 282,419 619,274

Total comprehensive income for the period - - - - 13,334 4,521 240,647 258,502
Dividend paid to owners of the Company - - - - - - (269,467) (269,467)
Convertible Notes converted into equity 2,578,896 25 135,151 - - - - 135,176
Changes in legal reserve - - - (13,002) 13,002 - - -
Appropriation of the result - - - 12,952 - - (12,952) -
Equity-settled share-based payments
expense - - 15,259 - - - - 15,259
Purchase of treasury shares - - (146,781) - - - - (146,781)
Equity component new Convertible Notes - - 16,572 - - - - 16,572
Balance at December 31, 2022 81,146,738 811 271,350 (21,258) 144,077 (7,092) 240,647 628,535
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Changes in legal reserves during 2023 and 2022 are as follows:

(€ thousands) Currency Capitalized Reserves for Cash flow Total legal

translation research and subsidiaries hedging reserves
adjustment development
expenses

Balance at January 1, 2023 54,238 80,844 4,521 4,474 144,077

Total comprehensive income (loss) for the period 2,631 - - (331) 2,300
Transfer from retained earnings - 12,422 (837) - 11,585
Balance at December 31, 2023 56,869 93,266 3,684 4,143 157,962

Balance at January 1, 2022 44,771 67,945 4,418 607 117,741

Total comprehensive income (loss) for the period 9,467 - - 3,867 13,334
Transfer from retained earnings - 12,899 103 - 13,002
Balance at December 31, 2022 54,238 80,844 4,521 4,474 144,077

Preference shares
Besi’s authorized share capital consists of 160,000,000 ordinary shares, nominal value The Company has also granted to the Foundation the right to file an application for an
€ 0.01 per share, and 160,000,000 preference shares, nominal value € 0.01 per share. inquiry into the policy and conduct of business of the Company with the Enterprise
Chamber of the Amsterdam Court of Appeal (Ondernemingskamer). The Company believes
No preference shares were outstanding at December 31, 2023 and December 31, 2022. that this may be a useful option in the period before the issuance of preference shares,
without causing a dilution of the rights of other shareholders at that stage.
In April 2000, the foundation “Stichting Continuïteit BE Semiconductor Industries” (the
“Foundation”) was established. The Foundation is an independent legal entity and Foreign currency translation adjustment
is not owned or controlled by any other legal person. The purpose of the Foundation is to The foreign currency translation adjustment comprises all foreign currency differences
safeguard the interests of the Company, the enterprise connected therewith and all arising from the translation of the financial statements of foreign operations.
the parties having an interest therein and to exclude as much as possible influences which
could threaten, among other things, the continuity, independence and identity of
the Company contrary to such interests. The aim of the preference shares is, among other
things, to provide a protective measure against unfriendly take-over bids and other
possible unsolicited influences which could threaten the Company’s continuity,
independence and identity. The issue of preference shares would enable the Company to
consider its position in the then-existing circumstances.

By agreement of May 19, 2008, between the Company and the Foundation, which replaces
a similar agreement dated April 19, 2002, the Foundation has been granted a call option
pursuant to which it may purchase a number of preference shares up to a maximum of the
number of ordinary shares issued and outstanding at the time of exercise of this option,
minus one.
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Accumulated other comprehensive income (loss) 8. Borrowing facilities

Accumulated other comprehensive income (loss) consists of: A summary of Besi’s principal credit lines is as follows:
• A € 80 million committed revolving credit facility with a consortium of European banks
(€ thousands) December 31, December 31, (“the Facility”), which matures in 2026. Outstanding amounts under this credit facility will
2023 2022 bear interest at ESTR/SOFR plus a margin that depends on the Company’s financial
position. The agreement can be increased to € 136 million. Borrowings under the Facility
Actuarial gains (losses) (9,924) (8,633) can be repaid at any time at 100% of principal amount and can be used for working capital
Deferred taxes 878 778 and other corporate purposes. The principal covenants associated with the Facility include
Others 763 763 a maintenance test of Consolidated Debt to Equity and a limitation on the incurrence of
Accumulated other comprehensive income (loss) (8,283) (7,092) additional permitted indebtedness. The Facility is granted without securities.
• An uncommitted overdraft facility of € 10.0 million for the purpose of short-term overdrafts
Actuarial gains (losses) (maximum of 15 days) in current accounts. The facility has no contractual maturity date.
The reserve for actuarial gains and losses arises from the actuarial calculations for the • A credit line of € 1.0 million for bank guarantees is granted without securities. The
defined benefit pension plans. borrowing facility has no contractual maturity date.

Deferred taxes No borrowings were utilized.

The deferred taxes in accumulated other comprehensive income (loss) primarily relate to
the deferred tax on the recognized actuarial gains and losses on the pension plans and 9. Convertible Notes
cash flow hedges. Reference is made to the Notes to the Consolidated Financial Statements, Note 18.

Dividends 10. Amounts due from/due to subsidiaries

Proposed for approval at the Annual General Meeting of Shareholders to be held on Amounts due from/due to subsidiaries consist of non-interest bearing short-term receivables
April 25, 2024 (not recognized as a liability as at December 31, 2023 and December 31, 2022): and payables and interest bearing cash pool positions, which are calculated based on
market-rates.
(€ thousands) December 31, December 31,
2023 2022 11. Commitments and contingencies
BE Semiconductor Industries N.V. has assumed joint and several liabilities in accordance
€ 2.15 per ordinary share (2022: € 2.85) 165,584 223,691 with article 403 Part 9 of Book 2 of The Dutch Civil Code with respect to all its Dutch
subsidiaries.
The Board of Management proposes to allocate the part of the net income for the year
2023 remaining after payment of the dividend to the retained earnings. The Supervisory BE Semiconductor Industries N.V. is parent of the fiscal unit BE Semiconductor
Board has approved this proposal. Industries N.V. and is therefore liable for the liabilities of the fiscal unit as a whole.
The fiscal unit consists of BE Semiconductor Industries N.V., Fico International B.V.,
Besi Netherlands B.V., and Meco Equipment Engineers B.V.

The credit facilities of Besi Leshan Co. Ltd. and Besi Singapore Pte. Ltd. for an aggregate
value of € 6.2 million are secured by a parent company guarantee.
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12. Financial income and expense 14. Income taxes

The components of financial income and expense are as follows: The deferred tax liabilities of € 5.7 million at December 31, 2023 is mainly related to
temporary difference in the fiscal and commercial valuation on the Convertible Notes and
(€ thousands) Year ended December 31, inventories. A summary of the changes is as follows:
2023 2022
(€ thousands) 2023 2022
Interest income 11,439 1,008
Interest income from subsidiaries 1,269 591 Balance at January 1 5,720 3,117
Net cost of hedging 529 284 Movement through profit and loss 201 (1,215)
Net foreign currency results - 19 Movement through equity (219) 3,818
Subtotal financial income 13,237 1,902 Deferred tax liabilities December 31 5,702 5,720

Interest expense (10,984) (11,423) The reconciliation of income tax benefit is as follows:
Interest expense to subsidiaries (1,140) (283)
Net foreign currency results (14) - (€ thousands) Year ended December 31, 2023 Year ended December 31, 2022
Subtotal financial expense (12,138) (11,706) in % of loss in % of loss
before taxes before taxes
Financial income (expense), net 1,099 (9,804)
Expected income tax expense
13. Selected operating expenses and additional information (benefit) based on domestic rate (2,247) 25.8% (4,555) 25.8%
Personnel expenses for all employees are as follows: Non-deductible expenses 3,120 (35.8%) 2,779 (15.7%)
Tax incentive 62 (0.7%) (150) 0.8%
(€ thousands) Year ended December 31, Other 180 (2.1%) 8 (0.0%)
2023 2022 Income tax expense (benefit)
reported 1,115 (12.8%) (1,918) 10.9%
Wages and salaries 2,745 2,654
Social security expenses 158 133
Pension and retirement expenses 349 323
Share-based compensation plans 19,107 15,259
Other personnel costs 555 519
Total personnel expenses 22,914 18,888

Certain selected operating expenses are recharged to subsidiaries.

The average number of employees during 2023 and 2022 was 12 and 11, respectively.

The remuneration paragraph is included in Note 25 of the Consolidated Financial

Statements and reference is also made to the Remuneration Report included in this Annual
Report.
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15. Additional information

Cost of services provided by external auditor

Ernst & Young Accountants LLP has served as our independent registered public accounting
firm for the year 2023 and 2022. The following table sets out the aggregated fees for
professional audit services and other services rendered by Ernst & Young Accountants LLP
and its member firms and/or affiliates in 2023 and 2022.

(€ thousands) Ernst & Young E&Y Year ended Ernst & Young E&Y Year ended
Accountants LLP Network December 31, Accountants LLP Network December 31,
2023 2022

Audit services 436 213 649 377 210 587

Other assurance services 154 7 161 98 - 98
Other non-audit services - - - - 7 7
Total costs 590 220 810 475 217 692

16. Events after the balance sheet date

There are no events to report.

Duiven, February 21, 2024

Board of Management Supervisory Board

Richard W. Blickman Richard Norbruis
Carlo Bozotti
Elke Eckstein
Niek Hoek
Laura Oliphant
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Other Information
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Corporate Information

Corporate Office Board of Management

BE Semiconductor Industries N.V.
Ratio 6, 6921 RW Duiven Richard W. Blickman (1954)
The Netherlands Chief Executive Officer,
Tel. (31) 26 319 4500 Chairman of the Board of Management
www.besi.com
e-mail: [email protected], [email protected] Management Team Members Other Members of Management

For addresses of Besi’s offices and manufacturing facilities Chris Scanlan (1969) Kin Mun Kok (1980)
worldwide, please visit Besi’s website: www.besi.com. SVP Technology VP Besi Product Asia

Transfer Agent Christoph Scheiring (1970) Seng Poh Ho (1972)

Ordinary shares (euro) SVP Die Attach VP Support Center Asia
ABN AMRO Bank N.V., Amsterdam, the Netherlands
Peter Wiedner (1970) Michael Leu (1962)
Independent Auditors SVP Sub Micron Die Attach VP Strategic Supply Management
Ernst & Young Accountants LLP, Eindhoven, the Netherlands
Jeroen Kleijburg (1974) Andrea Kopp-Battaglia (1978)
Legal Counsels SVP Packaging VP Finance Die Attach
Freshfields Bruckhaus Deringer, Amsterdam, the Netherlands
Taylor Wessing N.V., Amsterdam, the Netherlands Bart Berenbak (1971)
VP Plating
Trade Register
Chamber of Commerce, Arnhem, the Netherlands Henk Jan Jonge Poerink (1970)
Number 09092395 SVP Global Operations

Statutory Financial Statements Jong Kwon Park (1966)

The statutory financial statements of BE Semiconductor SVP Sales & Customer Service APac
Industries N.V. will be filed with the Chamber of Commerce,
Arnhem, the Netherlands. René Hendriks (1961)
SVP Sales Europe/North America
Annual General Meeting
The Annual General Meeting of Shareholders will be held on Leon Verweijen (1976)
April 25, 2024, 10.30 a.m. SVP Finance
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Independent Auditor’s Report

To: the shareholders and Supervisory Board of BE Semiconductor Industries N.V. Code of Ethics for Professional Accountants, a regulation with respect to independence)
and other relevant independence regulations in the Netherlands. Furthermore, we have
Report on the audit of the financial statements 2023 included complied with the “Verordening gedrags- en beroepsregels accountants” (VGBA, Dutch
in the Annual Report Code of Ethics).

Our opinion We believe the audit evidence we have obtained is sufficient and appropriate to provide a
We have audited the financial statements for 2023 of BE Semiconductor Industries N.V. basis for our opinion.
(“the Company”) based in Amsterdam. The financial statements comprise the Consolidated
and Parent Company Financial Statements. Information in support of our opinion

In our opinion: We designed our audit procedures in the context of our audit of the financial statements
• The accompanying Consolidated Financial Statements give a true and fair view of the as a whole and in forming our opinion thereon. The following information in support of our
financial position of BE Semiconductor Industries N.V., as at December 31, 2023 and of its opinion and any findings were addressed in this context, and we do not provide a separate
result and its cash flows for 2023 in accordance with International Financial Reporting opinion or conclusion on these matters.
Standards as adopted by the European Union (EU-IFRSs) and with Part 9 of Book 2 of the
Dutch Civil Code. Our understanding of the business
• The accompanying Parent Company Financial Statements give a true and fair view of the BE Semiconductor Industries N.V. is the holding company for a worldwide business engaged
financial position of BE Semiconductor Industries N.V. as at December 31, 2023 and of its in the development, production, marketing and sales of back-end equipment for the
result for 2023 in accordance with Part 9 of Book 2 of the Dutch Civil Code. semiconductor industry. The group is structured in components and we tailored our group
audit approach accordingly. We paid specific attention in our audit to a number of areas
The Consolidated Financial Statements comprise: driven by the operations of the group and our risk assessment.
• The Consolidated Statement of Financial Position as at December 31, 2023.
• The following statements for 2023: the Consolidated Statement of Operations, the We determined materiality and identified and assessed the risks of material misstatement
Consolidated Statement of Comprehensive Income, the Consolidated Statement of of the financial statements, whether due to fraud or error in order to design audit
Changes in Equity and the Consolidated Statement of Cash Flows. procedures responsive to those risks and to obtain audit evidence that is sufficient and
• The Notes comprising a summary of the significant accounting policies and other appropriate to provide a basis for our opinion.
explanatory information.
Materiality
The Parent Company Financial Statements comprise:
• The Parent Company Balance Sheet as at December 31, 2023. Materiality € 10,000,000 (2022: € 13,750,000)
• The Parent Company Statement of Income and Expense for 2023. Benchmark applied Around 5% of profit before tax
• The Notes comprising a summary of the accounting policies and other explanatory Explanation Based on our professional judgement we have considered an earnings-based
information. measure as the appropriate basis to determine materiality. We consider income
before income tax to be the most relevant measure given the nature of the
Basis for our opinion business and the users of the financial statements.
We conducted our audit in accordance with Dutch law, including the Dutch Standards on
Auditing. Our responsibilities under those standards are further described in the “Our We have also taken into account misstatements and/or possible misstatements that in
responsibilities for the audit of the financial statements” section of our report. our opinion are material for the users of the financial statements for qualitative reasons.

We are independent of BE Semiconductor Industries N.V. in accordance with the EU We agreed with the Supervisory Board that misstatements in excess of € 500,000, which
Regulation on specific requirements regarding statutory audit of public-interest entities, are identified during the audit, would be reported to them, as well as smaller misstatements
the “Wet toezicht accountantsorganisaties” (Wta, Audit firms supervision act), the that in our view must be reported on qualitative grounds.
“Verordening inzake de onafhankelijkheid van accountants bij assurance-opdrachten” (ViO,
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Scope of the group audit By performing the procedures mentioned above at components of the group, together with
BE Semiconductor Industries N.V. is at the head of a group of entities. The financial additional procedures at group level, we have been able to obtain sufficient and appropriate
information of this group is included in the Consolidated Financial Statements. audit evidence about the group’s financial information to provide an opinion on the
Consolidated Financial Statements.
Because we are ultimately responsible for the opinion, we are also responsible for directing,
supervising and performing the group audit. In this respect we have determined the nature Teaming and use of specialists
and extent of the audit procedures to be carried out for group entities. Decisive were the We ensured that the audit teams both at group and at component levels included the
size and/or the risk profile of the group entities or operations. On this basis, we selected appropriate skills and competences which are needed for the audit of a listed client in the
group entities for which an audit had to be carried out on the complete set of financial semiconductor industry. We included specialists in the areas of IT audit, forensics,
information or specific items. sustainability and income tax and have made use of our own experts in the areas of transfer
pricing and valuation.
Our group audit mainly focused on significant group entities in China, Malaysia, Singapore,
Switzerland (full scope components) and Austria and the Netherlands (specific scope Our focus on climate risks and the energy transition
components). We allocated components an audit of the complete financial information Climate change and the energy transition are high on the public agenda. Issues such as CO₂
(full scope components) or we allocated components a specific scope to perform audit reduction impact financial reporting, as these issues entail risks for the business operation,
procedures on specific account balances that we considered had the potential for the the valuation of assets (stranded assets) and provisions or the sustainability of the
greatest impact on the significant accounts in the financial statements, either because of business model and access to financial markets of companies with a larger CO₂ footprint.
the size of these accounts or their risk profile. The central audit team performed audit The Board of Management summarized BE Semiconductor Industries N.V.’s commitments
procedures on accounting areas managed centrally, such as the key audit matter related and obligations, and reported in the Environmental, Social and Governance Report how the
to revenue recognition, the assessment of forward-looking information, the majority of Company is addressing climate-related and environmental risks.
the audit procedures of the Swiss and Dutch components and other centralized accounts.
We used EY offices in the other countries for the remaining full scope and specific scope As part of our audit of the financial statements, we evaluated the extent to which climate-
components. We performed analytical procedures for the other group entities not assigned related risks and the effects of the energy transition and the Company’s commitments and
a full scope or specific scope. (constructive) obligations, are taken into account in estimates and significant assumptions,
especially in the area of impairment of goodwill, as well as in the design of relevant internal
In total these procedures resulted in the following coverage: control measures. Furthermore, we read the Report of the Board of Management and
considered whether there is any material inconsistency between the non-financial
PRE-TAX INCOME ASSETS REVENUES
information in the Environmental, Social and Governance Report and the Consolidated
Financial Statements.

Based on the audit procedures performed, we do not deem climate-related risks to have a
material impact on the financial reporting judgements, estimates or significant
assumptions as at December 31, 2023.

Our focus on fraud and non-compliance with laws and regulations

Our responsibility
Although we are not responsible for preventing fraud or non-compliance and we cannot be
expected to detect non-compliance with all laws and regulations, it is our responsibility to
Full scope obtain reasonable assurance that the financial statements, taken as a whole, are free
from material misstatement, whether caused by fraud or error. The risk of not detecting a
Specific scope

Analytical procedures
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material misstatement resulting from fraud is higher than for one resulting from error, as The following fraud risk identified did require significant attention during our audit:
fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control. Presumed risks of fraud in revenue recognition

Our audit response related to fraud risks Fraud risk Our audit approach
We identified and assessed the risks of material misstatements of the financial statements
due to fraud. During our audit we obtained an understanding of the Company and its When identifying and assessing fraud risks we presume that We describe the audit procedures
environment and the components of the system of internal control, including the risk there are risks of fraud in revenue recognition. The Company responsive to the presumed risk of
assessment process and management’s process for responding to the risks of fraud and recognizes revenue when it transfers control over a product or fraud in revenue recognition in the
monitoring the system of internal control and how the Supervisory Board exercises service to a customer. Revenue recognition is considered a fraud description of our audit approach
oversight, as well as the outcomes. We refer to the “Risk Management” section of the risk as revenue is a focus area for the Company. These revenues for the key audit matter “Revenue
Report of the Board of Management for management’s fraud risk assessment. are disclosed in Note 2 and 23 to the Consolidated Financial Recognition”.
Statements for the significant accounting policies on revenue
We evaluated the design and relevant aspects of the system of internal control and in recognition.
particular the fraud risk assessment, as well as the code of conduct, whistleblower
procedures and incident registration. We evaluated the design and the implementation of We considered available information and made enquiries of relevant executives, directors
internal controls designed to mitigate fraud risks. (including internal audit, and regional directors) and the Supervisory Board.

As part of our process of identifying fraud risks, we evaluated fraud risk factors with The fraud risk we identified, enquires and other available information did not lead to
respect to financial reporting fraud, misappropriation of assets and bribery and corruption, specific indications for fraud or suspected fraud potentially materially impacting the view
in close co-operation with our forensic specialists. We evaluated whether these factors of the financial statements.
indicate that a risk of material misstatement due to fraud is present.
Our audit response related to risks of non-compliance with laws and regulations
We incorporated elements of unpredictability in our audit. We also considered the outcome We performed appropriate audit procedures regarding compliance with the provisions of
of our other audit procedures and evaluated whether any findings were indicative of fraud those laws and regulations that have a direct effect on the determination of material
or non-compliance. amounts and disclosures in the financial statements. Furthermore, we assessed factors
related to the risks of non-compliance with laws and regulations that could reasonably be
We addressed the risks related to management override of controls, as this risk is present expected to have a material effect on the financial statements from our general industry
in all companies. For these risks we have performed procedures among other things to experience, through discussions with the Board of Management, reading minutes,
evaluate key accounting estimates for management bias that may represent a risk of inspection of internal audit and compliance reports and performing substantive tests of
material misstatement due to fraud, in particular relating to important judgement areas details of classes of transactions, account balances or disclosures.
and significant accounting estimates as disclosed in Note 2 to the financial statements.
We have also used data analysis to identify and address high-risk journal entries and We also inspected lawyers’ letters and we have been informed by the Board of Management
evaluated the business rationale (or the lack thereof) of significant extraordinary that there was no correspondence with regulatory authorities and remained alert to any
transactions, including those with related parties. Additionally, in order to respond to the indication of (suspected) non-compliance throughout the audit. Finally we obtained
identified risks of management override of controls, we specifically tested manual journal written representations that all known instances of non-compliance with laws and
entries in revenues with supporting evidence. regulations have been disclosed to us.
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Our audit response related to going concern

As disclosed in Note 1 to the Consolidated Financial Statements and the “Internal control Based on our procedures performed, we did not identify material uncertainties about going
and risk management” section in the Report of the Board of Management, the financial concern. Our conclusions are based on the audit evidence obtained up to the date of our
statements have been prepared on a going concern basis. When preparing the financial auditor’s report. However, future events or conditions may cause a Company to cease to
statements, the Board of Management made a specific assessment of the Company’s continue as a going concern.
ability to continue as a going concern and to continue its operations for the foreseeable
future. Our key audit matters
Key audit matters are those matters that, in our professional judgement, were of most
We discussed and evaluated the specific assessment with the Board of Management significance in our audit of the financial statements. We have communicated the key audit
exercising professional judgement and maintaining professional skepticism. We considered matter to the Supervisory board. The key audit matters are not a comprehensive reflection
whether management’s going concern assessment, based on our knowledge and of all matters discussed.
understanding obtained through our audit of the financial statements or otherwise,
contains all relevant events or conditions that may cast significant doubt on the Company’s In comparison with previous year, the nature of our key audit matter did not change.
ability to continue as a going concern. If we conclude that a material uncertainty exists, we
are required to draw attention in our auditor’s report to the related disclosures in the
financial statements or, if such disclosures are inadequate, to modify our opinion.

Revenue recognition

Risk Our audit approach Key observations

The Company recognizes revenue when it transfers control over a We have assessed the appropriateness of the Company’s revenue We assessed that the Company’s revenue recognition accounting
product or service to a customer. Revenue recognition is considered a recognition accounting policies, understanding the internal control policies were appropriately applied and disclosed in Note 2 and 23 in
key audit matter as revenue is a focus area for the Company. environment and assessed compliance with EU-IFRS accounting the Consolidated Financial Statements.
policies (IFRS 15). Our audit procedures included, amongst others,
We identified the following fraud risks related to improper revenue testing individual sales orders and transactions to assess proper
recognition for the Company: identification of the identifiable performance obligations in the
1. Cut-off of sales transactions before year end for machine sales. contracts and correct allocation of the transaction price to these
2. 
Issuance of invoices and manual journal entries for fictious performance obligations and recognition hereof.
transactions in external revenues (which are never settled in cash).
We also tailored our audit procedures to address our fraud risk. We
Reference is made to Note 2 and 23 to the Consolidated Financial used data analytics to correlate revenues to cash receipts and
Statements for the significant accounting policies on revenue performed subsequent collection testing on trade receivables.
recognition. Furthermore, we tested manual journal entries with supporting
evidence. We also selected sales transactions before and after year
end to assess whether revenue was recognized in the correct period
by, amongst others, inspection of sales contracts, client acceptance
documents and shipping documents. We also evaluated the
adequacy of the disclosures provided by the Company in Note 2 and
23.
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Report on other information included in the Annual Report European Single Electronic Reporting Format (ESEF)
BE Semiconductor Industries N.V. has prepared the Annual Report in ESEF. The requirements
The Annual Report contains other information in addition to the financial statements for this are set out in the Delegated Regulation (EU) 2019/815 with regard to regulatory
and our auditor’s report thereon. technical standards on the specification of a single electronic reporting format (hereinafter:
the RTS on ESEF).
Based on the following procedures performed, we conclude that the other information:
• Is consistent with the financial statements and does not contain material misstatements. In our opinion the Annual Report prepared in the XHTML format, including the (partially)
• Contains the information as required by Part 9 of Book 2 of the Dutch Civil Code for the marked-up Consolidated Financial Statements as included in the reporting package by
Report of the Board of Management and the other information as required by Part 9 of BE Semiconductor Industries N.V., complies in all material respects with the RTS on ESEF.
Book 2 of the Dutch Civil Code and as required by Sections 2:135b and 2:145 sub section
2 of the Dutch Civil Code for the remuneration report. BE Semiconductor Industries N.V. is responsible for preparing the Annual Report, including
the financial statements, in accordance with the RTS on ESEF, whereby management
We have read the other information. Based on our knowledge and understanding obtained combines the various components into a single reporting package.
through our audit of the financial statements or otherwise, we have considered whether
the other information contains material misstatements. By performing these procedures, Our responsibility is to obtain reasonable assurance for our opinion whether the Annual
we comply with the requirements of Part 9 of Book 2 and Section 2:135b sub-Section 7 of Report in this reporting package complies with the RTS on ESEF.
the Dutch Civil Code and the Dutch Standard 720. The scope of the procedures performed
is substantially less than the scope of those performed in our audit of the financial We performed our examination in accordance with Dutch law, including Dutch Standard
statements. 3950N, “Assurance-opdrachten inzake het voldoen aan de criteria voor het opstellen van
een digitaal verantwoordingsdocument” (assurance engagements relating to compliance
The Board of Management is responsible for the preparation of the other information, with criteria for digital reporting). Our examination included amongst others:
including the Report of the Board of Management in accordance with Part 9 of Book 2 of • Obtaining an understanding of the entity’s financial reporting process, including the
the Dutch Civil Code and other information required by Part 9 of Book 2 of the Dutch Civil preparation of the reporting package.
Code. The Board of Management and the Supervisory Board are responsible for ensuring • Identifying and assessing the risks that the Annual Report does not comply in all
that the remuneration report is drawn up and published in accordance with Sections 2:135b material respects with the RTS on ESEF and designing and performing further assurance
and 2:145 sub section 2 of the Dutch Civil Code. procedures responsive to those risks to provide a basis for our opinion, including:
• Obtaining the reporting package and performing validations to determine whether the
Report on other legal and regulatory requirements and ESEF reporting package containing the Inline XBRL instance document and the XBRL
extension taxonomy files, has been prepared in accordance with the technical
Engagement specifications as included in the RTS on ESEF.
We were engaged by the general meeting as auditor of BE Semiconductor Industries N.V. • Examining the information related to the Consolidated Financial Statements in the
on April 26, 2018, as of the audit for the year 2018 and have operated as statutory auditor reporting package to determine whether all required mark-ups have been applied and
ever since that date. whether these are in accordance with the RTS on ESEF.

No prohibited non-audit services

We have not provided prohibited non-audit services as referred to in Article 5(1) of the EU
Regulation on specific requirements regarding statutory audit of public-interest entities.
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Description of responsibilities regarding the financial statements Our audit further included among others:
• Performing audit procedures responsive to the risks identified, and obtaining audit
Responsibilities of the Board of Management and the Supervisory Board for the evidence that is sufficient and appropriate to provide a basis for our opinion.
financial statements • Obtaining an understanding of internal control relevant to the audit in order to design
The Board of Management is responsible for the preparation and fair presentation of the audit procedures that are appropriate in the circumstances, but not for the purpose of
financial statements in accordance with EU-IFRSs and Part 9 of Book 2 of the Dutch Civil expressing an opinion on the effectiveness of the Company’s internal control.
Code. Furthermore, the Board of Management is responsible for such internal control as • Evaluating the appropriateness of accounting policies used and the reasonableness of
the Board of Management determines is necessary to enable the preparation of the accounting estimates and related disclosures made by the Board of Management.
financial statements that are free from material misstatement, whether due to fraud or • Evaluating the overall presentation, structure and content of the financial statements,
error. including the disclosures.
• Evaluating whether the financial statements represent the underlying transactions and
As part of the preparation of the financial statements, the Board of Management is events in a manner that achieves fair presentation.
responsible for assessing the Company’s ability to continue as a going concern. Based on
the financial reporting framework mentioned, the Board of Management should prepare Communication
the financial statements using the going concern basis of accounting unless the Board of We communicate with the Supervisory Board regarding, among other matters, the planned
Management either intends to liquidate the Company or to cease operations, or has no scope and timing of the audit and significant audit findings, including any significant
realistic alternative but to do so. The Board of Management should disclose events and findings in internal control that we identify during our audit. In this respect we also submit
circumstances that may cast significant doubt on the Company’s ability to continue as a an additional report to the Audit Committee of the Supervisory Board in accordance with
going concern in the financial statements. Article 11 of the EU Regulation on specific requirements regarding statutory audit of
public-interest entities. The information included in this additional report is consistent
The Supervisory Board is responsible for overseeing the Company’s financial reporting with our audit opinion in this auditor’s report.
process.
We provide the Supervisory Board with a statement that we have complied with relevant
Our responsibilities for the audit of the financial statements ethical requirements regarding independence, and to communicate with them all
Our objective is to plan and perform the audit engagement in a manner that allows us to relationships and other matters that may reasonably be thought to bear on our
obtain sufficient and appropriate audit evidence for our opinion. independence, and where applicable, related safeguards.

Our audit has been performed with a high, but not absolute, level of assurance, which From the matters communicated with the Supervisory Board, we determine the key audit
means we may not detect all material errors and fraud during our audit. matters: those matters that were of most significance in the audit of the financial
statements. We describe these matters in our auditor’s report unless law or regulation
Misstatements can arise from fraud or error and are considered material if, individually or precludes public disclosure about the matter or when, in extremely rare circumstances,
in the aggregate, they could reasonably be expected to influence the economic decisions not communicating the matter is in the public interest.
of users taken on the basis of these financial statements. The materiality affects the
nature, timing and extent of our audit procedures and the evaluation of the effect of
identified misstatements on our opinion. Eindhoven, February 21, 2024

We have exercised professional judgement and have maintained professional skepticism Ernst & Young Accountants LLP
throughout the audit, in accordance with Dutch Standards on Auditing, ethical requirements
and independence requirements. The “Information in support of our opinion” section above
includes an informative summary of our responsibilities and the work performed as the
basis for our opinion. N. van Es
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Assurance report of the independent auditor on the ESG Report

To: the shareholders and Supervisory Board of BE Semiconductor Industries N.V. Criteria
The criteria applied for the preparation of the ESG Report are the Sustainability Reporting
Our conclusions Standards of the Global Reporting Initiative (GRI Standards) and the Semiconductors
We have performed a limited assurance engagement on the chapter “Environmental, Sustainability Accounting Standards of the Sustainability Accounting Standard Board
Social and Governance Report”, with the exception of the section “EU Taxonomy” (hereafter: (SASB), supplemented with own developed reporting criteria as disclosed in section
the ESG Report) of the accompanying Annual Report for 2023 of BE Semiconductor “ESG reporting framework” of the Annual Report 2023 and in the “Appendices to
lndustries N.V. (hereafter: the Company) at Amsterdam. the Environmental, Social and Governance Report 2023” on the Company’s website.

Furthermore, we have performed a reasonable assurance engagement on the section The ESG Report is prepared with reference to the GRI Standards. The GRI Standards used
“Materiality assessment” included as part of the ESG Report on pages 52 and 53 in the are listed in the GRI Content Index as disclosed in the “Appendices to the Environmental,
Annual Report 2023. Social and Governance Report 2023” on the Company’s website.

Based on our procedures performed and the assurance information obtained, nothing has The comparability of the ESG information between entities and over time may be affected
come to our attention that causes us to believe that the ESG Report does not present by the absence of a uniform practice on which to draw, to evaluate and measure this
fairly, in all material respects: information. This allows for the application of different, but acceptable, measurement
• the policy with regard to Environmental, Social and Governance matters; techniques.
• the business operations, events and achievements in that area in 2023;
in accordance with the applicable criteria as included in the section “Criteria”. Consequently, the ESG Report needs to be read and understood together with the criteria
applied.
In our opinion the section “Materiality assessment” is prepared, in all material respects, in
accordance with the applicable criteria as included in the section “Criteria”. Corresponding sustainability information not assured
The information in the ESG Report for the periods prior to 2021 has not been part of an
Basis for our conclusions assurance engagement. Consequently, the corresponding information in the ESG Report
We have performed our assurance engagement on the ESG Report in accordance with and thereto related disclosures for the periods prior to 2021 are not assured with limited
Dutch law, including Dutch standard 3810N, “Assurance-opdrachten inzake assurance. Our conclusions are not modified in respect of this matter.
duurzaamheidsverslaggeving” (Assurance engagements relating to sustainability
reporting), which is a specified Dutch Standard that is based on the International Standard Limitations to the scope of our assurance engagement
on Assurance Engagements (ISAE) 3000, “Assurance engagements other than audits or The ESG Report includes prospective information such as ambitions, strategy, plans,
reviews of historical financial information”. Our responsibilities in this regard are further expectations and estimates. Prospective information relates to events and actions that
described in the section “Our responsibilities” of our report. have not yet occurred and may never occur. We do not provide assurance on the assumptions
and achievability of this prospective information.
We are independent of BE Semiconductor lndustries N.V. in accordance with the
“Verordening inzake de onafhankelijkheid van accountants bij assurance-opdrachten” (ViO, The references to external sources or websites in the ESG Report are not part of the ESG
Code of Ethics for Professional Accountants, a regulation with respect to independence). Report as included in the scope of or the criteria applied in our assurance engagement,
This includes that we do not perform any activities that could result in a conflict of interest with the exception of the “Appendices to the Environmental, Social and Governance Report
with our independent assurance engagement. Furthermore, we have complied with the 2023” on the Company’s website. We therefore do not provide assurance on this information.
“Verordening gedrags- en beroepsregels accountants” (VGBA, Dutch Code of Ethics for
Professional Accountants). Our conclusions are not modified in respect of these matters.

We believe that the assurance evidence we have obtained is sufficient and appropriate to
provide a basis for our conclusions.
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Responsibilities of the Board of Management and the Supervisory Board for Our assurance engagement of the section “Materiality assessment” has been performed
the ESG Report with a high, but not absolute, level of assurance, which means we may not have detected
The Board of Management is responsible for the preparation and fair presentation of the all material fraud and errors during our assurance engagement.
ESG Report in accordance with the criteria as included in the section “Criteria”, including
the identification of stakeholders and the definition of material matters. The Board of We apply the “Nadere voorschriften kwaliteitssystemen” (NVKS, regulations for quality
Management is also responsible for selecting and applying the criteria and for determining management systems) and accordingly maintain a comprehensive system of quality
that these criteria are suitable for the legitimate information needs of stakeholders, management including documented policies and procedures regarding compliance with
considering applicable law and regulations related to reporting. The choices made by the ethical requirements, professional standards and other relevant legal and regulatory
Board of Management regarding the scope of the ESG Report and the reporting policy are requirements.
summarized in the chapter “ESG reporting framework” of the Annual Report.
For a more detailed description of our responsibilities, we refer to the appendix of this
Furthermore, the Board of Management is responsible for such internal control as it assurance report.
determines is necessary to enable the preparation of the ESG Report that is free from
material misstatement, whether due to fraud or error.
Amsterdam, February 21, 2024
The Supervisory Board is responsible for overseeing the sustainability reporting process of
BE Semiconductor lndustries N.V. Ernst & Young Accountants LLP

Our responsibilities
Our responsibility is to plan and perform the assurance engagement in a manner that
allows us to obtain sufficient and appropriate assurance evidence for our conclusions. J. Niewold

Our assurance engagement of the ESG Report is aimed to obtain a limited level of assurance
to determine the plausibility of the ESG Report. The procedures vary in nature and timing
from, and are less in extent, than for a reasonable assurance engagement. The level of
assurance obtained in a limited assurance engagement is therefore substantially less than
the assurance that is obtained when a reasonable assurance engagement is performed.
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Appendix to the assurance report of the independent auditor on the ESG Report

Our assurance engagement included amongst others:

• Performing an analysis of the external environment and obtaining an understanding of relevant sustainability themes and issues and the characteristics of the Company.
• Evaluating the appropriateness of the criteria applied used, their consistent application and related disclosures in the ESG Report. This includes the evaluation of the Company’s materiality assessment and
the reasonableness of estimates made by the Board of Management.
• Reading the information in the Annual Report which is not included in the scope of our assurance engagement to identify material inconsistencies, if any, with the ESG Report.
• Reconciling the relevant financial information with the financial statements.

Our limited assurance engagement of the ESG Report included amongst others: Our reasonable assurance engagement of the section “Materiality assessment” included amongst others:
• Obtaining through inquiries a general understanding of the internal control environment, the reporting • Obtaining an understanding of the systems and processes for collecting, reporting, and consolidating the
processes, the information systems and the entity’s risk assessment process relevant to the preparation section “Materiality assessment”, including obtaining an understanding of the internal control
of the ESG Report, without obtaining assurance information about the implementation or testing the environment relevant to our assurance engagement, but not for the purpose of expressing an opinion on
operating effectiveness of controls. the effectiveness of the Company’s internal control.
• Identifying areas of the ESG Report where misleading or unbalanced information or a material • Identifying and assessing the risks that the section “Materiality assessment” is misleading or unbalanced,
misstatement, whether due to fraud or error, is likely to arise. Designing and performing further assurance or contains material misstatements, whether due to fraud or error. Designing and performing further
procedures aimed at determining the plausibility of the ESG Report responsive to this risk analysis. These assurance procedures responsive to those risks, and obtaining assurance evidence that is sufficient and
procedures consisted amongst others of: appropriate to provide a basis for our opinion. These procedures consisted amongst others of:
• Making inquiries of management and relevant staff at corporate level responsible for the sustainability • Making inquiries of management and relevant staff at corporate level responsible for the sustainability
strategy, policy and results. strategy, policy and results.
• Interviewing relevant staff responsible for providing the information for, carrying out controls on, and • Reading minutes of the meetings that are important for the content of the section “Materiality
consolidating the data in the ESG Report. assessment”.
• Obtaining assurance evidence that the ESG Report reconciles with underlying records of the Company. • Interviewing relevant staff responsible for providing the information for, carrying out controls on, and
• Reviewing, on a limited sample basis, relevant internal and external documentation. consolidating the data in the section “Materiality assessment”.
• Considering the data and trends. • Obtaining assurance evidence that the section “Materiality assessment” reconciles with underlying
• Considering the overall presentation and balanced content of the ESG Report. records of the Company.
• Considering whether the ESG Report as a whole, including the sustainability matters and disclosures, • Evaluating relevant internal and external documentation, on a sample basis, to determine the reliability
is clearly and adequately disclosed in accordance with the criteria applied. of the information in the section “Materiality assessment”.
• Evaluating the data and trends.
• Evaluating whether the section “Materiality assessment” is presented and disclosed free from material
misstatement in accordance with the criteria applied.

We communicate with the Supervisory Board regarding, among other matters, the planned
scope and timing of the assurance engagement and significant findings, including any
significant findings in internal control that we identify during our assurance engagement.
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Other Information

Preference shares Appropriation of the result

At December 31, 2023, the Company’s authorized capital consisted of 160,000,000 ordinary The Articles of Association provide that the Company can only distribute profits from its
shares, nominal value € 0.01 per share, and 160,000,000 preference shares, nominal value free distributable reserves. The Board of Management, with the approval of the Supervisory
€ 0.01 per share. Board, will propose to the Annual General Meeting of Shareholders to determine the total
dividend over 2023 at € 2.15 per ordinary share, amounting to a total of € 165.6 million.
No preference shares were outstanding at December 31, 2023. The Board of Management proposes to allocate the part of the net income for the year
2023 remaining after payment of the dividend to the retained earnings. The Supervisory
In April 2000, the foundation “Stichting Continuïteit BE Semiconductor Industries” (the Board has approved this proposal.
“Foundation”) was established. The Foundation is an independent legal entity and is not
owned or controlled by any other legal person. The purpose of the Foundation is to The General Meeting of Shareholders approved the 2022 statutory financial statements on
safeguard the interests of the Company, the enterprise connected therewith and all the April 26, 2023.
parties having an interest therein and to exclude as much as possible influences which
could threaten, among other things, the Company’s continuity, independence and identity.
The aim of the preference shares is, amongst other things, to provide a protective measure
against unfriendly take-over bids and other possible unsolicited influences that could
threaten the Company‘s continuity, independence and identity, including, but not limited
to, a proposed resolution to dismiss the Supervisory Board or the Board of Management.
The issue of preference shares would enable the Company to consider its position in the
then-existing circumstances.

By agreement of May 19, 2008 between the Company and the Foundation, which replaced
a similar agreement dated April 19, 2002, the Foundation has been granted a call option
pursuant to which it may purchase a number of preference shares up to a maximum of the
number of outstanding ordinary shares at the time of exercise of the option minus one.

The Company has also granted to the Foundation the right to file an application for an
inquiry into the policy and conduct of the business of the Company with the Enterprise
Chamber of the Amsterdam Court of Appeal (“Ondernemingskamer”). The Company
believes that this may be a useful option in the period before the issuance of preference
shares, without causing a dilution of the rights of other shareholders at that stage.

The members of the board of the Foundation are W.L.J. Bröcker (Chairman), J.N. de Blécourt,
D.J. Dunn, F.J. van Hout and T. de Waard. Except for Mr De Waard and Mr Dunn who are
former Supervisory Board members, none of the other members of the board of the
Foundation are connected to the Company. The Foundation therefore qualifies as an
independent legal entity within the meaning of section 5:71 paragraph 1 sub c of the Dutch
Financial Supervision Act (“Wet op het financieel toezicht”).
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