NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

the CSR Directors, J.P. Morgan Cazenove and Goldman Sachs International have taken into account the commercial assessments of the CSR Directors. J.P. Morgan Cazenove and Goldman Sachs International are providing independent financial advice to the CSR Directors for the purposes of Rule 3 of the Code.

Commenting on the Acquisition, Ron Mackintosh, Chairman of CSR, said:

“CSR is an innovator in the development of multifunction semiconductor platforms with a focus in the five strategic areas of Automotive Infotainment, Bluetooth Smart, Document Imaging and Voice & Music and the nascent market of Indoor Location. Our solutions are adopted by many of the world’s leading technology and consumer focused companies. Through the combination of investment in product development and targeted M&A activity, CSR has implemented a strategy which has provided differentiated and compelling solutions that enhance consumer experiences in the use of inter-connected digital products.

Commenting on the Acquisition, Steven M. Mollenkopf, CEO of Qualcomm Incorporated, said:

Emily Kilpatrick, Corporate Communications                 ###-###-####

Warren Kneeshaw, Investor Relations                     ###-###-####

Charlie Palmer                                 +44 (0) 20 3727 1000

The Boards of CSR and Qualcomm are pleased to announce that they have reached agreement on the terms of a recommended cash acquisition for CSR by QGT, an indirect wholly-owned subsidiary of Qualcomm, pursuant to which QGT will acquire the entire issued and to be issued ordinary share capital of CSR.

It is intended that the Acquisition be implemented by means of a Court-sanctioned scheme of arrangement under Part 26 of the 2006 Act. The purpose of the Scheme is to enable Qualcomm to acquire the whole of the issued and to be issued ordinary share capital of CSR. Under the terms of the Acquisition, which will be subject to the Conditions and other terms set out in Appendix I of this announcement and to further terms to be set out in the Scheme Document, CSR Shareholders will be entitled to receive:

CSR ADS Holders will receive consideration paid under the terms of the Acquisition in respect of the CSR Shares underlying their CSR ADSs in accordance with the terms of the Deposit Agreement upon surrender of their ADSs. Each CSR ADS represents four CSR Shares.

The Acquisition represents a premium of approximately:

The Acquisition values the entire issued and to be issued share capital of CSR at approximately £1,560 million.

Qualcomm is a global leader in developing and commercialising mobile processing and wireless communications technologies. For more than 25 years, Qualcomm’s ideas and inventions have driven the evolution of digital communications, linking people everywhere more closely to information, entertainment and each other. Similarly, through years of innovation, CSR has developed a highly advanced offering of low power wireless connectivity technologies which allow people and their electronic devices to connect to the world around us and share their content with others. CSR has used its technological leadership in Bluetooth and audio processing to establish leading positions in rapidly growing business areas, such as portable audio and automotive infotainment. More recently, CSR extended its capabilities to include Bluetooth Smart. In combination these technology and platform innovations expand CSR’s reach to address the seamless connectivity of people, devices and information, or the Internet of Everything. The Acquisition complements Qualcomm’s current offerings by adding products, channels and customers in the important growth categories of IoE and Automotive Infotainment, accelerating Qualcomm’s presence and path to leadership. This opportunity is aligned with Qualcomm’s established strategic priorities in these rapidly growing business areas.

Qualcomm expects the acquisition to be accretive to Non-GAAP earnings per share in fiscal 2016, the first full year of combined operations.

The CSR Directors, who have been so advised by J.P. Morgan Cazenove and Goldman Sachs International, consider the terms of the Acquisition to be fair and reasonable. In providing advice to the CSR Directors, J.P. Morgan Cazenove and Goldman Sachs International have taken into account the commercial assessments of the CSR Directors. J.P. Morgan Cazenove and Goldman Sachs International are providing independent financial advice to the CSR Directors for the purposes of Rule 3 of the Code.

Accordingly, the CSR Directors intend unanimously to recommend CSR Shareholders to vote in favour of the Scheme at the Court Meeting and the resolution(s) to be proposed at the General Meeting, as the CSR Directors have irrevocably undertaken to do (or in the case of ADSs, instruct the depositary to do so) in respect of their own beneficial holdings of 884,457 CSR Shares representing, in aggregate, approximately 0.54 per cent. of the existing issued capital of CSR in issue on 14 October 2014 (being the latest practicable date prior to this announcement). Further details of these irrevocable undertakings are set out in Appendix III to this announcement.

In recent years, CSR’s goal has been to deliver growing shareholder returns by generating revenue growth and increasing profitability. CSR has undertaken this by a combination of acquisitions and organic growth enabled by disciplined investment in markets which CSR believes offer the potential for profitable revenue growth and where CSR can deliver differentiated platforms with leading market positions. CSR has pursued a strategy designed to build its portfolio of technologies and has focused on five strategic end markets: Voice & Music, Automotive Infotainment, Document Imaging, Bluetooth Smart and the nascent market of Indoor Location. This strategy has diversified the products, market presence and customer base of CSR.

In conjunction with this strategy, over the past several years CSR has exited from markets which it did not believe were attractive or in which it considered it would not able to develop market leading positions with high margins. As part of this strategy, in October 2012, CSR completed the disposal of its handset connectivity and handset location development operations and technology to Samsung Electronics Co., Ltd. for headline cash consideration of US$310 million (the “Samsung Transaction”) in connection with which CSR returned US$285 million to shareholders. More recently, in June 2014, CSR disposed of certain Imaging intellectual property assets together with the team devoted to their development for a total consideration of US$44 million.

Following the Samsung Transaction, CSR was organised into two business groups: Core and Legacy, with Legacy including those products in which CSR had decided no longer to invest. CSR’s Core business is focused on developing platforms across the areas of Automotive Infotainment, Voice & Music, Document Imaging, Bluetooth Smart and the nascent market of Indoor Location.

While the CSR Directors believe that the present strategy and opportunities for exploiting its products and technologies are capable of delivering the long-term growth and profitability of the business, they believe the terms of the Acquisition provide CSR Shareholders with an immediate and certain value which is highly attractive. The CSR Directors believe the Acquisition recognises CSR’s long term prospects and growth potential and the potential medium term standalone value of CSR, taking into account the dynamics of the global market in which CSR operates and the competitive landscape.

Following careful consideration of the above factors, the CSR Directors intend unanimously to recommend that CSR Shareholders vote in favour of the Acquisition, as they have each irrevocably undertaken to do (or, in the case of CSR ADSs, instruct the depositary to do so) in respect of their entire respective beneficial holdings of CSR Shares. The Board's decision to recommend the Acquisition was reached after taking into account the proposals it had received from other parties.

QGT has received irrevocable undertakings from each of the CSR Directors to vote (or in the case of ADSs, instruct the depositary to do so) in favour of the Scheme at the Court Meeting and in favour of the General Meeting Resolutions in respect of a total of 884,457 CSR Shares, representing approximately 0.54 per cent. of CSR’s existing issued share capital as at 14 October 2014 (being the latest practicable date prior to this announcement). The irrevocable undertakings given by the CSR Directors will remain in full force and effect if the Acquisition is effected by way of a Takeover Offer and will cease to be binding only if the Scheme and, if applicable, any Takeover Offer lapses or is withdrawn and no new, revised or replacement scheme of arrangement or takeover offer is or has been announced by QGT in accordance with Rule 2.7 of the Code.

Further details of these irrevocable undertakings are set out in Appendix III to this announcement.

Qualcomm is a world leader in 3G, 4G and next-generation wireless technologies. Qualcomm includes Qualcomm Technologies, Inc., a wholly-owned subsidiary of Qualcomm, which operates, along with its subsidiaries, substantially all of the group’s engineering, research and development functions, and substantially all of its products and services businesses, including its semiconductor business, QCT, and its IoE businesses. Qualcomm has a licensing business, QTL, and owns the vast majority of its patent portfolio. For the financial year ended 29 September 2013, Qualcomm’s revenue was approximately US$24.9 billion.  Qualcomm’s shares are quoted on the NASDAQ, and as at 14 October 2014, being the latest practicable date prior to the date of this announcement, the company had a market capitalisation of US$120 billion.

QGT is an indirect wholly-owned subsidiary of Qualcomm registered in Singapore. It designs, manufactures and supplies integrated circuit products for wireless voice and data communications. It also acts as an investment holding company for subsidiaries.

CSR (LSE: CSR; NASDAQ: CSRE) is an innovator in the development of multifunction semiconductor platforms and technologies for the Auto, Consumer and Voice & Music markets. CSR was established in Cambridge in April 1999 by an engineering and marketing team that previously worked at Cambridge Consultants Limited, a technology and consulting firm based in Cambridge. CSR currently focuses on the Auto, Consumer and Voice & Music business segments in its Core business group. In addition, CSR’s Legacy Products business comprises discontinued business lines in which CSR has ceased investment and which include digital television and set-top boxes and handset connectivity and handset location. CSR is headquartered in Cambridge UK and has 2,130 employees in eleven countries around the globe. CSR reported revenue of US$960.7 million for its 52 week financial period ended 27 December 2013.

The Legacy segment comprises non-core business lines in which CSR is no longer investing. CSR’s technologies are used in the following products in the Legacy segment: handset connectivity and handset location business lines retained following the Samsung Transaction as well as digital television, set-top box, tuners and digital video disk products.

Qualcomm attaches great importance to the skills, knowledge and expertise of CSR’s existing management and employees and believes that they will benefit from enhanced career and business opportunities as part of the Enlarged Group. The Qualcomm Board and the CSR Board recognise that in order to achieve some of the expected benefits of the combination of the CSR Group and the Qualcomm Group, it will be necessary to perform a detailed review of how best to integrate CSR into the Enlarged Group.

The analysis carried out to date has indicated the potential to generate cost-savings for the Enlarged Group in areas where there is an overlap of functions, which could involve some headcount reductions, although Qualcomm has not yet developed proposals as to how such headcount reductions will be implemented.

The review will also seek to identify any non-core parts of the CSR business. The review will also consider the Enlarged Group’s operations and resources in order to ensure that they are optimal for the Enlarged Group’s combined business. The number of employees and locations actually affected by the Acquisition will depend on the outcome of the detailed review.

Qualcomm has given assurances to the CSR Directors that the existing contractual and statutory employment rights of all retained CSR employees - including rights to participate in applicable pension and retirement plans, or comparable plans - will be fully respected following completion of the Acquisition. In addition, Qualcomm intends to put in place appropriate retention plans for those individuals who are identified as key to the ongoing success of the Enlarged Group.

CSR’s non-executive directors have confirmed that they intend to resign from the CSR Board on the completion of the Acquisition.

The cash consideration payable under the terms of the Acquisition will be funded from Qualcomm Group’s existing cash resources.

Deutsche Bank, financial adviser to Qualcomm and QGT, is satisfied that sufficient resources are available to QGT to enable it to satisfy in full the cash consideration payable to CSR Shareholders in connection with the Acquisition.

Each of Qualcomm and CSR have undertaken under the Non-Disclosure Agreement to hold the other party’s confidential information in confidence and not, without the other party’s prior written consent, to disclose it or make it available to any person other than to certain permitted recipients or as required by law or regulation or in the context of discussions with the Panel. The Non-Disclosure Agreement also includes other customary obligations on Qualcomm, including non-solicitation of CSR’s employees and, subject to usual carve-outs, certain standstill provisions, all of which expire on 2 September 2015.

CSR and QGT have entered into the Cooperation Agreement in connection with the Acquisition pursuant to which QGT has agreed to use reasonable endeavours to implement the Acquisition and satisfy the Conditions that relate to anti-trust clearances.

Details of the effect of the Acquisition on the CSR Share Schemes and of the choices available to participants in those plans will be set out in the Scheme Document and separate letters sent to participants. In addition, recognising the importance of retaining the skills, experience and knowledge of key employees, Qualcomm intends, with appropriate guidance from pay consultants and in discussion with CSR’s executive management team, to implement appropriate retention arrangements, using some combination of Qualcomm’s incentive plans and/or appropriate additional incentives, for those individuals Qualcomm identifies as key to the business.

The Scheme is subject to the Conditions and further terms set out in Appendix I to this announcement and to be set out in the Scheme Document. The Conditions in paragraph 1 of Appendix I to this announcement provide that the Acquisition is conditional on:

The Acquisition is conditional upon the Scheme becoming unconditional and effective, subject to the Code, by no later than 31 December 2015 (or such later date (if any) as QGT and CSR may, with the consent of the Panel, and (if required) the Court, agree).

In addition, the Acquisition is conditional on satisfaction of certain regulatory conditions, including anti-trust clearances in China, Germany, Japan, South Korea, Taiwan and the United States. With respect to satisfying these conditions, QGT and CSR have agreed to cooperate with one another pursuant to the terms of the Cooperation Agreement. The Acquisition is also conditional on the satisfaction of a condition relating to the licensing of intellectual property.

Any CSR Shares issued before the Reduction Record Time will be subject to the terms of the Scheme. The Amended CSR Articles will include provisions requiring any CSR Shares issued after the Reduction Record Time (other than to QGT and/or its nominees) to be automatically transferred to QGT on the same terms as the Acquisition (other than terms as to timings and formalities). The provisions of the Amended CSR Articles will avoid any person (other than QGT and its nominee(s)), holding shares in the capital of CSR after the Effective Date.

It is intended that the Acquisition will be effected by means of a Court-sanctioned scheme of arrangement under Part 26 of the 2006 Act. The Scheme is an arrangement between CSR and the Scheme Shareholders and is subject to the approval of the Court.

The purpose of the Scheme is to provide for QGT to become the holder of the entire issued and to be issued ordinary share capital of CSR. This is to be achieved by the cancellation of the Scheme Shares (including the CSR Shares underlying the CSR ADSs) held by Scheme Shareholders and the application of the reserve arising from such cancellation in paying up in full a number of new shares in CSR (which is equal, in nominal value, to the number of Scheme Shares cancelled) and issuing them to QGT, as a result of which Scheme Shareholders will receive cash consideration on the basis set out in paragraph 2 of this announcement.

The Scheme requires the approval of Scheme Shareholders at the Court Meeting. The resolution to approve the Scheme at the Court Meeting must be approved by a majority in number of the Scheme Shareholders present and voting (and entitled to vote), either in person or by proxy, representing not less than 75 per cent. in value of the Scheme Shares held by such Scheme Shareholders. Implementation of the Scheme will also require the passing of the General Meeting Resolutions to approve certain matters relating to the Scheme and the Capital Reduction (requiring approval by the requisite majorities at the General Meeting, which will be held immediately after the Court Meeting).

Once the necessary approvals from CSR Shareholders have been obtained and the other Conditions have been satisfied or (where applicable) waived, the Scheme must be approved by the Court. The Scheme will then become effective upon delivery of the Court Order(s) and the Statement of Capital as approved by the Court to the Registrar of Companies.

Upon the Scheme becoming effective:

Further details of the Scheme, including an indicative timetable for the Acquisition, will be set out in the Scheme Document, which is expected to be dispatched to CSR Shareholders and made available to CSR ADS Holders and, for information only, to persons with information rights and to holders of options granted under the CSR Share Schemes, as soon as practicable and, in any event, within 28 days of the date of this announcement. Subject to the satisfaction, or where relevant, waiver of all relevant Conditions as set out in Appendix I to this announcement, it is expected that the Scheme will become effective and the Acquisition will complete by the end of the summer of 2015.

QGT reserves the right, subject to Panel consent, to elect to implement the Acquisition by way of a Takeover Offer on terms more fully described in paragraph 17 below.

QGT confirms that it is on the date of this announcement making an Opening Position Disclosure, setting out the details required to be disclosed by it under Rule 8.1(a) of the Code. The Opening Position Disclosure does not include all relevant details in respect of QGT’s concert parties and QGT confirms that a further disclosure in accordance with Rule 8.1(a) and Note 2(a)(i) on Rule 8 of the Code will be made as soon as possible, if required.

As at the close of business on 14 October 2014, being the latest practicable date prior to this announcement, save for the irrevocable undertakings referred to in paragraph 6 above, none of QGT or any of its directors or, so far as QGT is aware, any person acting, or deemed to be acting, in concert with QGT:

It is intended that dealings in CSR Shares will be suspended at 5.00 p.m. (London time) on the Business Day prior to the Effective Date. It is further intended that an application will be made to the London Stock Exchange on the Effective Date for the cancellation of trading in CSR Shares on its market for listed securities and the UK Listing Authority will be requested to cancel the listing

of CSR Shares on the Official List to take effect shortly after the Effective Date. It is intended that applications be made to de-list the CSR ADSs from NASDAQ and de-register the CSR Shares with the SEC following the Effective Date and that the CSR ADS programme will be terminated.

On the Effective Date, share certificates in respect of CSR Shares will cease to be valid and should be destroyed. In addition, entitlements to CSR Shares held within the CREST system will be cancelled.

It is also intended that, following the Effective Date and after its shares are de-listed, CSR will be re-registered as a private limited company pursuant to the relevant provisions of the 2006 Act.

The Acquisition will be subject to the Conditions and other terms set out in Appendix I to this announcement and set out in the Scheme Document and the Forms of Proxy. The Scheme Document will include full details of the Scheme, together with notices of the Court Meeting and the General Meeting and the expected timetable of the Acquisition.

QGT reserves the right, subject to Panel consent, to elect to implement the Acquisition by way of a Takeover Offer as an alternative to the Scheme. In such event, the Acquisition will be implemented on substantially the same terms as those which would apply to the Scheme (subject to appropriate amendments, including an acceptance condition set at 90 per cent. of the shares to which such offer relates or such lesser percentage, being more than 50 per cent., as QGT may decide and the Panel may agree).

The Acquisition will be governed by English law and will be subject to the jurisdiction of the courts of England and Wales and subject to the applicable requirements of the Code, the Panel, the London Stock Exchange and the FCA.

This announcement does not constitute an offer or invitation to purchase CSR Shares or any other securities.

Copies of the following documents will be made available on Qualcomm’s website at www.qualcomm.com and at CSR’s website at www.csr.com by no later than 12:00 noon (London time) on the Business Day following the date of this announcement:

This announcement has been prepared for the purposes of complying with English law, the Listing Rules, the rules of the London Stock Exchange and the Code and the information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws of jurisdictions outside the United Kingdom. Unless otherwise determined by Qualcomm or required by the Code and permitted by applicable law and regulation, the Acquisition will not be made in or into and will not be capable of acceptance in or from any Restricted Jurisdiction or any other overseas jurisdiction in respect of which such action would not be lawful. Accordingly, unless otherwise determined by Qualcomm or required by the Code and permitted by applicable law and regulation, copies of this announcement and formal documentation relating to the Acquisition will not be and must not be, mailed or otherwise forwarded, distributed or sent in, into or from any jurisdiction where to do so would violate the laws of that jurisdiction.

The Acquisition will comply with the rules and regulations of the FCA, the London Stock Exchange and the Code to the extent applicable.

The Acquisition will be conditional upon the Scheme becoming unconditional and effective, subject to the Code, by no later than 31 December 2015 or such later date (if any) as QGT and CSR may, with the consent of the Panel and (if required) the Court, agree.

1.1.    approval of the Scheme by a majority in number representing not less than 75 per cent. in value of the Scheme Shareholders who are on the register of members of CSR at the Scheme Voting Record Time, and who are present and voting, whether in person or by proxy, at the Court Meeting (or any adjournment thereof) no later than 31 December 2014 (or such later date as may be agreed by CSR and QGT and the Court may allow);

1.2.    all resolutions necessary to approve and implement the Scheme and approve the Capital Reduction and the adoption of the Amended CSR Articles being duly passed by the CSR Shareholders by the requisite majority or majorities at a General Meeting (or any adjournment thereof) no later than 31 December 2014 (or such later date as may be agreed by CSR and QGT and the Court may allow);

1.3.    the sanction of the Scheme and the confirmation of the Capital Reduction (with or without modification but subject to any modification being on terms acceptable to CSR and QGT) by the Court; and

2.1.    All necessary notifications and filings having been made and all applicable waiting periods (including any extensions thereof) under the United States Hart-Scott-Rodino Antitrust Improvements Act of 1976 (as amended) and the rules and regulations made thereunder having expired, lapsed or been terminated as appropriate in each case in respect of the Acquisition; and no order or injunction having been made by a court of competent jurisdiction in the United States that prohibits the consummation of the Acquisition;

2.2.    notification having been received from the German Federal Cartel Office (FCO) that, with respect to the Acquisition, the requirements for the prohibition of a merger set out in Section 36(1)

GWB (Gesetz gegen Wettbewerbsbeschränkungen, Act against Restraints of Competition) are not fulfilled, or notification not having been received from the FCO within one month of receipt of a completed filing that it intends to open an investigation (Section 40(2) GWB), or the FCO not having delivered a decision pursuant to Section 40(2)(1) GWB within the period defined in Section 40(2) GWB by the FCO or the FCO having entered into in-depth investigations pursuant to Section 40(1) and (2) GWB or not prohibiting the Acquisition within four months of receipt of a completed filing or such other later date as CSR and QGT have agreed;

2.3.    the Taiwan Fair Trade Commission (TFTC) having made no objection to the Acquisition during the 30 day waiting period (or 60 day waiting period if so extended by the TFTC) after its receipt of a complete combination notification from QGT and CSR pursuant to Article 11 of the Fair Trade Act of Taiwan;

2.4.    notification having been accepted by the Ministry of Commerce of the People’s Republic of China (MOFCOM) pursuant to the Anti-Monopoly Law of the People’s Republic of China (Anti-Monopoly Law) and MOFCOM having cleared the Acquisition, or MOFCOM having failed to make a written decision within the period of time defined in Article 25 and Article 26 of the Anti-Monopoly Law;

2.5.    the waiting period under the Japanese Act on Prohibition of Private Monopolization and Maintenance of Fair Trade (Act No. 54 of April 14, 1947, as amended) with respect to the Acquisition having expired and notification having been received from the Japan Fair Trade Commission (JFTC) of its decision not to issue a cease and desist order pursuant to Article 9 of JFTC Regulation No. 1 of 1953;

2.6.    notification having been received from the Korea Fair Trade Commission (KFTC) that the Acquisition does not violate Article 7, Paragraph 1 of the Monopoly Regulation and Fair Trade Law, or if the KFTC issues an examiner's report on the Acquisition, the KFTC then issuing a decision approving the Acquisition unconditionally;

2.7.    all relevant statutory review periods for the satisfaction of paragraphs 2.1 to 2.6 (inclusive) must have commenced by the date which is 8 months after the Announcement Date (or such later date as CSR in its sole discretion may agree);

2.8.    CSR having confirmed to Qualcomm in writing that no member of the CSR Group has entered into any agreement (or extension to or amendment of any existing agreement) or other legally binding arrangement with any third party on or after the Announcement Date pursuant to which such third party (or any of its subsidiaries, subsidiary undertakings, associated undertakings or any other person) is granted rights in intellectual property (including without limitation patents) of any person that is not a member of the CSR Group at the date of such agreement but that becomes a member of the CSR Group after the date of such agreement (including for the avoidance of doubt any member of the Qualcomm Group), other than as a subsidiary of CSR;

2.9.    excluding antitrust or merger control or foreign investment clearances in relation to which only paragraphs 2.1 to 2.6 (inclusive) above shall apply, all material notifications, filings or applications which are necessary under any applicable legislation or regulation of any relevant jurisdiction in connection with the Acquisition having been made and all necessary waiting periods (including any extensions thereof) under any applicable legislation or regulation of any relevant jurisdiction having expired, lapsed or been terminated (as appropriate) and all statutory and regulatory obligations in any relevant jurisdiction having been complied with, in connection with the Acquisition and the acquisition or the proposed acquisition of any shares or other securities in, or control or management of, CSR or any other member of the Wider CSR Group by any member of the Wider Qualcomm Group, and all Authorisations necessary in respect thereof having been obtained in terms from all appropriate Regulatory Authorities or (without prejudice to the generality of the foregoing) from any person or bodies with whom any member of the Wider CSR Group has entered into contractual arrangements and all such Authorisations necessary to carry on the business of any member of the Wider CSR Group in any relevant jurisdiction which is material in the context of the

Wider Qualcomm Group or the Wider CSR Group as a whole remaining in full force and effect at the time at which the Acquisition becomes otherwise wholly unconditional and no notice of an intention to revoke, suspend, restrict, modify or not to renew such Authorisations having been issued;

2.10.    subject to the provisions of paragraph 2 above, no Regulatory Authority having taken, instituted or implemented any action, proceeding, suit, investigation, enquiry or reference (and, in each case, not having withdrawn the same), or enacted, made or proposed any statute, regulation, decision or order (and, in each case, not having withdrawn the same), or having taken any other steps which would or might reasonably be expected to:

and all applicable waiting and other time periods (including any extensions thereof) during which any such Regulatory Authority could take, institute, implement or threaten any such action, proceeding, suit, investigation, enquiry or reference or any other step under the laws of any applicable jurisdiction in respect of the Acquisition or the acquisition or proposed acquisition of any CSR Shares or otherwise intervene in respect thereof having expired, lapsed or been terminated;

2.11.    save as Fairly Disclosed, there being no provision of any agreement, arrangement, lease, licence, franchise, permit or other instrument to which any member of the Wider CSR Group is a party or by or to which any such member or any of its assets is or may be bound or be subject which, as a consequence of the Acquisition or the acquisition or the proposed acquisition by any member of the Wider Qualcomm Group of any shares or other securities in CSR or because of a change in the control or management of CSR, which would or might reasonably be expected to result in, in each case to an extent which is material in the context of the Wider CSR Group taken as a whole:

and no event having occurred which, under any provision of any agreement, arrangement, licence, permit, franchise, lease or other instrument to which any member of the Wider CSR Group is a party or by or to which any such member or any of its assets are bound, entitled or subject, would or might reasonably be expected to result in any of the events or circumstances as are referred to in sub-paragraphs (a) to (i) above of this Condition, in each case to an extent which is material in the context of the Wider CSR Group taken as a whole;

2.12.    save as Fairly Disclosed, no member of the Wider CSR Group having, since 27 December 2013:

commitment or arrangement with any director or senior executive of CSR, otherwise than in the ordinary course of business;

proceedings in any jurisdiction or appointed any analogous person in any jurisdiction or had any such person appointed;

2.13.    since 27 December 2013 and save as Fairly Disclosed:

2.14.    save as Fairly Disclosed, QGT not having discovered:

entity or individual with which US or European Union persons are prohibited from engaging in activities or doing business by US or European Union laws or regulations, including the economic sanctions administered by the United States Office of Foreign Assets Control or (B) any government, entity or individual targeted by any of the economic sanctions of the United Nations or the European Union or any of their respective member states; and

2.15.    since 27 December 2013 and save as Fairly Disclosed, no circumstance having arisen or event having occurred in relation to any intellectual property owned, used or licensed by the Wider CSR Group or to any third parties, including:

in each case which is material in the context of the Wider CSR Group taken as a whole.

Notwithstanding the paragraph above and subject to the requirements of the Panel, QGT reserves the right in its sole discretion to waive all or any of Conditions 2.1 to 2.6 (inclusive) and 2.8 to 2.15 (inclusive), in whole or in part and to proceed with the Scheme Court Hearing prior to the fulfilment, satisfaction or waiver of any of Conditions 2.1 to 2.6 (inclusive) and 2.8 to 2.15 (inclusive).

Condition 2.7 must be fulfilled, be determined by CSR to be or remain fulfilled or (if capable of waiver) be waived by 11.59 p.m. on the date immediately preceding the date of the Scheme Court Hearing, failing which the Scheme will lapse.

QGT shall be under no obligation to waive (if capable of waiver), to determine to be or remain fulfilled or to treat as fulfilled any of Conditions 2.1 to 2.6 (inclusive) and 2.8 to 2.15 (inclusive) by a date earlier than the latest date specified above for the fulfilment of that Condition, notwithstanding that the other Conditions (or any of them) may at such earlier date have been waived (if capable of waiver) or fulfilled and that there are, at such earlier date, no circumstances indicating that any such Condition may not be capable of fulfilment.

3.1.    CSR’s existing issued share capital of 165,153,041 CSR Shares as described in paragraph 2 above;

3.2.    plus a maximum of 14,795,730 CSR Shares which may be issued on or after the Announcement Date on the exercise of options and or vesting of awards under the CSR Share Schemes;

3.3.    less 3,552,217 CSR Shares currently held in CSR’s employee benefit trust and included in the existing issued share capital which may be utilised to satisfy awards under the CSR Share Schemes; and

3.4.    net of a maximum of £27,923,175 cash proceeds receivable from the exercise of such options

The following directors of CSR have given irrevocable undertakings, as described in paragraph 6 of this announcement, to vote (or, in the case of ADSs, instruct the depositary to do so) in favour of the Scheme:

Notes:

The following definitions apply throughout this announcement unless the context requires otherwise:

Unless otherwise stated, all times referred to in this announcement are references to the time in London.

All references to legislation in this announcement are to the legislation of England and Wales unless the contrary is indicated. Any reference to any provision of any legislation shall include any amendment, modification, re-enactment or extension thereof.

Words importing the singular shall include the plural and vice versa, and words importing the masculine gender shall include the feminine or neutral gender.

For the purpose of this announcement “subsidiary”, “subsidiary undertaking” and “undertaking” have the meanings given by the 2006 Act and “associated undertaking” has the meaning given to it by paragraph 19 of Schedule 6 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, other than paragraph 1(b) thereof which shall be excluded for this purpose.

References to “£”, “Sterling”, “p” and “pence” are to the lawful currency of the United Kingdom.

References to “$”or “US$” mean United States dollars, the lawful currency of the United States.