SMART Global Holdings Announces Launch of Proposed Secondary Offering of Ordinary Shares

Newark, CA – November 27, 2017SMART Global Holdings, Inc. ("SMART" or "SGH") (NASDAQ: SGH), parent company of SMART Modular Technologies, Inc., today announced an underwritten public offering of 3,261,102 of its ordinary shares by certain selling shareholders, subject to market conditions and other factors. SMART is not selling any of its ordinary shares in the offering and SMART will not receive any proceeds from the offering by the selling shareholders. The underwriters of the offering will also have a 30-day option to purchase up to an additional 489,165 of SMART's ordinary shares from certain of the selling shareholders.

Barclays and Deutsche Bank Securities are acting as lead book-running managers for the offering; Jefferies and Stifel are acting as book-running managers; and Needham & Company and Roth Capital Partners are acting as co-managers.

The proposed offering will be made only by means of a prospectus. Copies of the preliminary prospectus related to the offering may be obtained from Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at 1-888-603-5847, or by email at Barclaysprospectus@broadridge.com; or from Deutsche Bank Securities Inc., Attn: Prospectus Group, 60 Wall Street, New York, NY 10005, by telephone: 800-503-4611, or by email at prospectus.CPDG@db.com; or from Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, 2nd Floor, New York, NY, 10022, by email at Prospectus_Department@Jefferies.com or by phone at 877-821-7388; or from Stifel, Nicolaus & Company, Incorporated, One Montgomery Street, Suite 3700, San Francisco, CA 94104, or by telephone at (415) 364-2720, or by email at syndprospectus@stifel.com.

A registration statement, including a preliminary prospectus, relating to these securities has been filed with the U.S. Securities and Exchange Commission but has not yet become effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About SMART Global Holdings
The SMART family of companies are global leaders in specialty memory, storage and hybrid solutions serving the electronics industry with standard and custom products for over 25 years. SMART delivers components, modules and solutions to a broad customer base, including OEMs in computing, networking, communications, storage, mobile and industrial markets. Customers rely on SMART as a strategic supplier with custom designs, product quality, technical support, a global footprint, and the ability to provide locally manufactured memory products in multiple geographies. See www.smartgh.com, www.smartm.com, www.smarth.com or www.smartsscs.com for more information.

 

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Investor Contact:
Suzanne Schmidt
Investor Relations for SMART Global Holdings, Inc.
(510) 360-8596
ir@smartm.com