Mobix Labs Advances Toward Peraso Acquisition After Positive Meeting with Management

~ Mobix Labs Proposes 30% Cash for Investors ~

~ Peraso Seen as Strong Strategic Fit with Mobix Labs, Driving Revenue Growth and Cost Savings ~

~ Mobix Labs Targets 75-Day Closing ~

IRVINE, Calif.--(BUSINESS WIRE)--Mobix Labs, Inc. (Nasdaq: MOBX), a fast-growing provider of advanced connectivity and defense technology solutions, today announced that it held a constructive meeting with Peraso, Inc. (Nasdaq: PRSO) regarding Mobix Labs’ enhanced cash-and-stock proposal to acquire the company. Both sides agreed to continue discussions, and Mobix Labs reaffirmed its intention to close the transaction within the next 75 days.

Mobix Labs’ enhanced proposal to offer Peraso stockholders 30% cash

Under its enhanced proposal, Mobix Labs intends to provide Peraso stockholders with a transaction structured as approximately 30% cash and 70% Mobix Labs common stock. This mix of consideration is designed to deliver immediate and certain value through the cash component, while also giving Peraso stockholders the opportunity to participate in the future growth and upside of Mobix Labs through ownership of its publicly traded shares.

Value Creation: Multiple Engines of Growth

Mobix Labs believes the proposed transaction would unlock significant value for stockholders through:

• Revenue Growth – Peraso’s wireless and millimeter wave technologies expand Mobix Labs’ product portfolio and create new sales opportunities worldwide.
• Accretion – The transaction is expected to be accretive quickly, boosting earnings per share and creating near-term stockholder value.
• Cost Synergies – Immediate savings from eliminating redundancies and streamlining operations.
• Scale and Reach – A larger customer base, expanded geographic presence, and deeper relationships across aerospace, defense, and wireless markets.

“This meeting underscored what we have believed from the outset: Mobix Labs and Peraso are a natural strategic fit,” said Phil Sansone, CEO of Mobix Labs. “Peraso brings deep expertise in millimeter wave and wireless technologies, which complements Mobix Labs’ momentum in aerospace, defense, and advanced connectivity. Together, we can broaden our product portfolio, accelerate innovation, and compete more effectively in markets where demand is expanding rapidly. Our proposal gives stockholders the best of both worlds – immediate cash value and a stake in Mobix Labs’ long-term growth – and we have stated our intention to close this transaction within 75 days.”

Mobix Labs has ample financing alternatives to fund the transaction and believes the combination would create a stronger company positioned to benefit from increasing global investment in aerospace, defense, and advanced wireless markets.

About Mobix Labs

Mobix Labs, Inc. (Nasdaq: MOBX) is a provider of advanced connectivity and defense technology solutions for mission-critical applications. The company’s products are deployed in leading defense platforms and advanced communication systems worldwide.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends, and similar expressions concerning matters that are not historical facts. In some cases, forward-looking statements can be identified by terminology such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “continue,” or comparable terminology. These statements include, but are not limited to, statements regarding Mobix Labs, Inc.’s (“Mobix Labs”) proposal to acquire Peraso, Inc. (“Peraso”), the structure, terms, timing and certainty of any such transaction, the targeted 75-day closing timeframe, expectations regarding financing sources and the availability of capital to fund the proposed transaction, anticipated synergies, cost savings, operating efficiencies, and other potential benefits of the proposed combination, expectations about accretion to earnings, revenue growth, expansion of product portfolios and markets, the strategic rationale for the proposed combination and the belief that Mobix Labs and Peraso are a strong strategic fit, and the ability of the combined company to compete effectively in aerospace, defense, wireless, millimeter wave, and related markets.

These forward-looking statements are based on Mobix Labs’ current expectations, beliefs, and assumptions regarding future events and are subject to numerous risks, uncertainties, and assumptions that could cause actual results to differ materially from those described. Important factors that could cause actual results to differ materially include the ability to reach a definitive agreement with Peraso, Peraso’s willingness to engage in negotiations, the outcome of any tender offer, exchange offer, or solicitation, satisfaction of closing conditions, stockholder and regulatory approvals, and potential delays in consummating the transaction. Risks also include the availability and terms of financing, reliance on external capital sources, market volatility that could affect Mobix Labs’ ability to raise funds on acceptable terms, and the impact of financing on Mobix Labs’ stock price and capital structure. Additional risks relate to the integration of Peraso’s operations, technology, employees, and systems, unanticipated costs of integration, challenges in realizing expected synergies and efficiencies, disruptions to business relationships, and the diversion of management attention from ongoing operations.

Further risks involve the performance of the combined business, dependence on key personnel, competition and pricing pressures, supply chain challenges, customer demand variability, and risks related to new product development and commercialization. There are also regulatory, legal, and governance risks, including obtaining necessary regulatory approvals on acceptable terms, compliance with securities laws and Nasdaq rules, litigation relating to the proposed transaction, and potential fiduciary duty claims against Peraso’s directors. Broader market and macroeconomic risks could also impact the transaction, including changes in defense and aerospace spending, global economic conditions, inflation, interest rate and currency fluctuations, geopolitical developments, trade restrictions, and cyclical trends in wireless and semiconductor markets. In addition, volatility in the trading prices of Mobix Labs’ and Peraso’s securities, potential dilution to stockholders, and factors discussed in Mobix Labs’ filings with the U.S. Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, may also cause results to differ materially from forward-looking statements.

Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date they are made. Mobix Labs undertakes no obligation to update or revise forward-looking statements to reflect events or circumstances after the date of this press release, except as required by law.