Annual Report

Publication of ARM Holdings plc's Annual Report 2009

ARM Holdings plc announces that on 16 April 2010 it published its Annual Report for the year ended 31 December 2009 on the company's website at www.arm.com/ir.

A hard copy of the Annual Report 2009 is being sent to those shareholders who have elected to continue to receive paper communications and to the UK Listing Authority on the same day. A hard copy of the Circular incorporating Notice of the Annual General Meeting to be held on 14 May 2010 is also being sent to all shareholders at their addresses on the register.

The unaudited Preliminary Results for the year ended 31 December 2009 were announced on 2 February 2010.

In accordance with the requirements of Rule 4.1 of the Disclosure and Transparency Rules of the UK Financial Services Authority, Appendix 1 to this announcement contains a description of the principal risks and uncertainties affecting the Group and Appendix 2 contains a directors' responsibility statement.

ARM Holdings plc also announces that it has filed with the Securities and Exchange Commission an Annual Report on Form 20-F including audited financial statements for the year ended 31 December 2009.

All of these documents are available online at ARM's website at www.arm.com/ir and the Annual Report on Form 20-F is also available at www.sec.gov.

Shareholders are able to request a hard copy of the 2009 Annual Report free of charge as follows:

UK - by calling +44(0) 1628 427850 or writing to ARM Holdings plc, Liberty House, Moorbridge Road, Maidenhead, Berkshire SL6 8LT UK.

US - by calling 1-800-555-2470 or writing to Proxy Services Corporation at 200A Executive Drive, Edgewood, NY 11717 USA.

Patricia Alsop

Company Secretary

16 April 2010

Appendix 1

Principal risks and uncertainties

1. The semiconductor industry goes through cycles which include periods of increased consolidation, especially when revenue growth declines. In 2009, there were several examples of ARM's customer base consolidating either through acquisition of entire companies or one company acquiring the division of another. This trend appears to be particularly marked in the wireless baseband business, where ARM has a large market share and in microcontrollers where ARM is looking to grow its share. About half of ARM's revenue comes from direct sales to semiconductor companies. If there are fewer semiconductor companies, then ARM may have fewer customers to sell to. Two-thirds of ARM's unit shipments come from wireless devices, and some of ARM's future growth comes from the microcontroller market, so consolidation in these parts of the industry could represent a loss to ARM's future licensing business. In addition, due to reductions in venture capital funding, there may be fewer technology start-ups to license ARM technology.

2. Smartphones are getting smarter and laptops are getting smaller and more portable, and we are seeing new mobile computing products introduced. This is creating an opportunity for smartphone technology to cross-over into laptops and laptop technology to cross-over into smartphones. Consumers want portable products that keep them connected to their social and business networks, have an all-day battery life and are simple to use. The main processor in a laptop is typically based on the x86 architecture. It has been announced that smaller and lower-power x86-based chips are being developed that will be suitable for the main processor in a smartphone. There is therefore competition from large, well-funded companies that have demonstrated advanced technology and aggressive marketing strategies. They are capable of reducing ARM's market share in smartphone application processors and hindering any market share gains that might be made by ARM licensees in mobile computing.

3. Although growing strongly, in 2009 ARM had only about 6% market share of the nine billion unit microcontroller market. This market is characterised by a large number of proprietary processor architectures, being developed by many semiconductor companies, who sell very low-cost chips into a highly fragmented end-market. It could be difficult for ARM to be successful in the microcontroller market. ARM will need to displace many established in-house processor designs. ARM may invest a lot of effort and cost to achieve modest penetration. As the microcontroller chips are low-cost, the royalty revenue per device will also be lower.

4. As semiconductor manufacturing has become increasingly expensive, most chip companies are considering whether to outsource their manufacturing facilities to specialist foundries. This creates a new opportunity for chip companies to license in their physical IP R&D. As all chips require physical IP technology, this could be a larger market than processors. Currently, most major chip companies develop their physical IP using their in-house teams. Even for companies that have outsourced manufacturing, the rate at which they want to license in physical IP is unclear. The foundries may choose to develop the physical IP. This could add more value to their customers and help create 'lock-in' by making it harder for the customer to change foundry. There are also other independent physical IP suppliers who compete in this market.

A more detailed description of the risks facing the company is included in the Annual Report on Form 20-F.

Appendix 2

Directors' Responsibility Statement

Each of the directors whose names and functions are listed below, confirm that, to the best of each person's knowledge and belief:

1. The financial statements for the Group, prepared in accordance with IFRS as adopted by the EU (UK GAAP for the Company) give a true and fair view of the assets, liabilities, financial position and profit of the Group and the Company; and

2. The directors' report and the financial review in the Annual Report include a fair review of the development and performance of the business and the position of the Company and the Group, together with a description of the principal risks and uncertainties that they face.

Name Function

Doug Dunn Chairman

Warren East Chief Executive Officer

Tim Score Chief Financial Officer

Tudor Brown President

Mike Inglis EVP & General Manager Processor Division

Mike Muller Chief Technology Officer

Simon Segars EVP & General Manager Physical IP Division

Lucio Lanza Independent non-executive director

Kathleen O'Donovan Independent non-executive director

Philip Rowley Independent non-executive director

John Scarisbrick Independent non-executive director

Jeremy Scudamore Senior independent director

Young Sohn Independent non-executive director