UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K


Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 under the Securities Exchange Act of 1934

For the month of January 2022


Commission File Number: 001-35135


Sequans Communications S.A.
(Translation of Registrant’s name into English)

15-55 boulevard Charles de Gaulle
92700 Colombes, France
Telephone : +33 1 70 72 16 00
(Address of Principal Executive Office)



Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F R Form 40-F £
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): Yes £ NoR
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): Yes £ NoR
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.  

The information in this report, furnished on Form 6-K, excluding the section titled “Q3 2021 Outlook”, shall be incorporated by reference into each of the following Registration Statements under the Securities Act of 1933, as amended, of the registrant: Form S-8 (File Nos. 333-177919, 333-180487, 333-187611, 333-194903, 333-203539, 333-211011, 333-214444, 333-215911, 333-219430, 333-226458, 333-233473, 333-239968 and 333-259914) and Form F-3 (File Nos. 333-250122 and 333-255865).








EXPLANATORY NOTE


On January 5, 2022, Sequans Communications S.A. issued a press release announcing new commercial agreements with Renesas Electronics, an investment by Renesas Electronics in ordinary shares of the Company and an agreement to nominate Dr. Sailesh Chittipeddi, Renesas General Manager of the IoT and Infrastructure business unit, for election to the Sequans board of directors at the June 2022 shareholder meeting.

A copy of the press release is attached to this Form 6-K as Exhibit 99.1 and is incorporated herein by reference.





EXHIBIT INDEX

The following exhibit is filed as part of this Form 6-K:
Exhibit
Description
99.1
Press release dated January 5, 2022





















SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

         
 
SEQUANS COMMUNICATIONS S.A.
(Registrant)
 
 
Date: January 5, 2022 By:    /s/ Deborah Choate  
    Deborah Choate   
    Chief Financial Officer  
 





IMAGEA.JPG             News


Sequans to Expand 4G and 5G Partnership with Renesas

Reinforced Business Agreements Strengthen Go-to-Market Capability


PARIS, France –January 5, 2022 – Sequans Communications S.A. (NYSE: SQNS), a leading provider of cellular IoT chips and modules, announced today an expansion of its existing 4G/5G licensing agreements with Renesas Electronics Corporation (TSE:6723, “Renesas”), a premier supplier of advanced semiconductor solutions, granting special rights to Renesas that strengthen the go-to-market opportunities for Sequans’ LTE-M/NB-IoT Monarch 2 and Taurus 5G platforms. In particular, by building on Renesas’ extensive sales, distribution and customer support capabilities, the deal allows Sequans to expand its serviceable addressable market to India. Additionally, Renesas will take a small equity stake in Sequans, and Renesas’ Executive Vice President and Head of IoT and Infrastructure business unit, Dr. Sailesh Chittipeddi, will be nominated for election to the Sequans board of directors at the June 2022 shareholder meeting. The combined value of the business agreements and the equity investment, which is expected to close by January 14, 2022 subject to customary closing conditions, is approximately $20 million.

These multi-year agreements are designed to allow Sequans and Renesas to achieve several mutually beneficial goals. First, the agreements provide better control of manufacturing and product cost, which is especially important given the current supply challenges. Second, the agreements reinforce the joint product offerings and expand market opportunities. Third, the equity stake and board seat facilitate management alignment to strengthen the partnership and make the joint business successful.

“We are pleased to further strengthen our relationship with Renesas with both the LTE-M/NB-IoT and 5G businesses, as well as the opportunity to add Dr. Chittipeddi to the Sequans board,” said Georges Karam, CEO of Sequans. “The expanded agreements reinforce our sales strategy and provide access to numerous new opportunities with a unique competitive solution while allowing us to leverage Renesas’ strong global brand and manufacturing advantages.”

“Renesas values Sequans’ comprehensive cellular IoT offering, which brings our global customers and us advanced 4G/5G IoT capabilities that can address the broadest scope of applications and develop new markets with unique needs,” said Dr. Sailesh Chittipeddi. “Our deepening collaboration with Sequans enhances our global presence with best-in-class cellular IoT solutions.”


Forward Looking Statements
This press release contains forward-looking statements regarding future events or our future financial performance and potential financing sources. All statements other than present and historical facts and conditions contained in this release, including any statements regarding the expected timing of the closing of the equity investment and potential for joint business expansion, are forward-looking statements (within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended). These statements are only


predictions and reflect our current beliefs and expectations with respect to future events and are based on assumptions and subject to risk and uncertainties and subject to change at any time. We undertake no obligation to update the information made in this release in the event facts or circumstances subsequently change after the date of this press release. We operate in a very competitive and rapidly changing environment. New risks emerge from time to time. Given these risks and uncertainties, you should not rely on or place undue reliance on these forward-looking statements. Actual events or results may differ materially from those contained in the projections or forward-looking statements.


About Sequans
Sequans Communications S.A. (NYSE: SQNS) is a leading developer and supplier of cellular IoT connectivity solutions, providing chips and modules for 5G/4G massive and broadband IoT. For 5G/4G massive IoT applications, Sequans provides a comprehensive product portfolio based on its flagship Monarch LTE-M/NB-IoT and Calliope Cat 1 chip platforms, featuring industry-leading low power consumption, a large set of integrated functionalities, and global deployment capability. For 5G/4G broadband IoT applications, Sequans offers a product portfolio based on its Cassiopeia Cat 4/Cat 6 4G and high-end Taurus 5G chip platforms, optimized for low-cost residential, enterprise, and industrial applications. Founded in 2003, Sequans is based in Paris, France with additional offices in the United States, United Kingdom, Israel, Hong Kong, Singapore, Finland, Taiwan, South Korea, and China. Visit Sequans online at www.sequans.com, and follow us on Twitter and Linked-In



Sequans media relations: Kimberly Tassin (USA), +1.425.736.0569, kimberly@sequans.com
Sequans investor relations: Kim Rogers (USA), +1 385.831.7337, kim@haydenir.com