• Pursuant to the Company's focus on strengthening its capital structure, the Company is raising capital from new and existing investors, with the proceeds intended to reduce highest cash cost debt, lower annual interest expense, and reduce total debt
  • Gross proceeds from the Private Placements to redeem approximately $475.9 million of the outstanding Senior Notes
  • Issues approximately $60.0 million of new shares of common stock at a 10.0% premium over the closing price on March 18, 2026
  • Efforts to strengthen the balance sheet support initiatives to diversify key end markets and capture opportunities in emerging high-voltage applications including AI data centers, industrial and energy, and aerospace and defense markets

Wolfspeed, Inc. (NYSE:WOLF) ("Wolfspeed") today announced that on March 19, 2026, it entered into separate, privately negotiated subscription agreements with investors pursuant to which Wolfspeed will place (i) $379,000,000 aggregate principal amount of its 3.5% Convertible 1.5 Lien Senior Secured Notes due 2031 (the "Notes") and (ii) 3,250,030 shares of common stock, at a purchase price of $18.458 per share (the "Shares") and pre-funded warrants (the "Pre-Funded Warrants") to purchase up to 2,000,000 shares of Wolfspeed's common stock at a price of $18.448 per pre-funded warrant. The issuance and sale of the Notes, Shares and Pre-Funded Warrants (the "Private Placements") is expected to settle on March 26, 2026, subject to customary closing conditions. Funds managed by new and existing investors participated in the Private Placements.

Wolfspeed anticipates that the gross proceeds from the issuance and sale of the Notes will be $379.0 million and anticipates that the gross proceeds from the issuance and sale of the Shares and the Pre-Funded Warrants will be approximately $96.9 million, resulting in anticipated aggregate gross proceeds from the Private Placements of approximately $475.9 million, before deducting placement agent and financial advisor fees and other expenses.

Consistent with the Company's previously communicated strategy to enhance its capital structure, Wolfspeed intends to use the gross proceeds from the Private Placements to redeem approximately $475.9 million of the outstanding Senior Notes in order to reduce higher-cost debt instruments, lower annual interest expense, and reduce total debt. These efforts intend to strengthen the Company's balance sheet, supporting initiatives to diversify key end markets and capture opportunities in emerging high-voltage applications including AI data centers, industrial and energy, and aerospace and defense markets.

The Notes will be issued pursuant to an indenture (the "Indenture"), to be dated March 26, 2026, between Wolfspeed, Wolfspeed Texas LLC (the "Guarantor") and U.S. Bank Trust Company, National Association, as trustee and collateral agent.

The Notes will bear cash interest at a rate of 3.5% per year. Interest will be payable semi-annually in arrears on March 15 and September 15 of each year, commencing on September 15, 2026. The Notes will mature on March 15, 2031, unless earlier repurchased, redeemed or converted.