WOLFSPEED, INC. 10-K

Item 8. Financial Statements and Supplementary Data Index to Consolidated Financial Statements Report of Independent Registered Public Accounting Firm (PCAOB ID 238 ) 62 Consolidated Balance Sheets as of June 29, 2025 and June 30, 2024 64 Consolidated Statements of Operations for the years ended June 29, 2025, June 30, 2024 and June 25, 2023 65 Consolidated Statements of Comprehensive Loss for the years ended June 29, 2025, June 30, 2024 and June 25, 2023 66 Consolidated Statements of Cash Flows for the years ended June 29, 2025, June 30, 2024 and June 25, 2023 67 Consolidated Statements of Shareholders’ Equity for the years ended June 29, 2025, June 30, 2024 and June 25, 2023 68 Notes to Consolidated Financial Statements 69 61 Table of Contents Report of Independent Registered Public Accounting Firm To the Board of Directors and Shareholders of Wolfspeed, Inc. Opinions on the Financial Statements and Internal Control over Financial Reporting We have audited the accompanying consolidated balance sheets of Wolfspeed, Inc. and its subsidiaries (the "Company") as of June 29, 2025 and June 30, 2024, and the related consolidated statements of operations, of comprehensive loss, of shareholders' equity and of cash flows for each of the three years in the period ended June 29, 2025, including the related notes (collectively referred to as the "consolidated financial statements"). We also have audited the Company's internal control over financial reporting as of June 29, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of June 29, 2025 and June 30, 2024, and the results of its operations and its cash flows for each of the three years in the period ended June 29, 2025 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of June 29, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO. Substantial Doubt About the Company's Ability to Continue as a Going Concern The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the consolidated financial statements, the Company, together with its wholly owned subsidiary Wolfspeed Texas LLC, has filed voluntary petitions under Chapter 11 of the United States Bankruptcy Code that raise substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also described in Note 2. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. Changes in Accounting Principle As discussed in Note 9 to the consolidated financial statements, the Company changed the manner in which it accounts for convertible debt on June 27, 2022. Basis for Opinions The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control Over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions. 62 Table of Contents Definition and Limitations of Internal Control over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Critical Audit Matters The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Valuation of Inventories – Estimate of Obsolescence Reserves As described in Note 2 to the consolidated financial statements, inventories are stated at the lower of cost or net realizable value, with cost determined on a first-in, first out (“FIFO”) method or an average cost method. As of June 29, 2025, the Company’s consolidated inventory balance was $435.4 million, net of reserves. A significant portion of the reserves relate to obsolescence reserves. Management writes down its inventories for estimated obsolescence equal to the difference between the cost of the inventory and its net realizable value based upon an aging analysis of the inventory on-hand utilizing specific reserve percentages, specifically known inventory-related risks (such as technological obsolescence), and assumptions about future demand. The principal considerations for our determination that performing procedures relating to the valuation of inventories – estimate of obsolescence reserves is a critical audit matter are (i) the significant judgment by management when developing the estimate of obsolescence reserves and (ii) the high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s assumptions related to the reserve percentages used in the aging analysis of the inventory on-hand and future demand. Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management's estimate of obsolescence reserves. These procedures also included, among others, (i) testing management’s process for developing the estimate of obsolescence reserves; (ii) evaluating the appropriateness of management’s estimation methodology; (iii) testing the completeness and accuracy of the underlying data used in developing the estimate of obsolescence reserves; and (iv) evaluating the reasonableness of the significant assumptions used by management related to reserve percentages used in the aging analysis of inventory on-hand and future demand. Evaluating the reasonableness of management’s assumptions related to reserve percentages used in the aging analysis of inventory on-hand and future demand involved considering (i) the current and past performance of the Company; (ii) the consistency with external market and industry data; (iii) a comparison of the prior year estimates to actual results in the current year; and (iv) whether the assumptions were consistent with evidence obtained in other areas of the audit. /s/ PricewaterhouseCoopers LLP Raleigh, North Carolina August 26, 2025 We have served as the Company’s auditor since 2013. 63 Table of Contents WOLFSPEED, INC. CONSOLIDATED BALANCE SHEETS June 29, 2025 June 30, 2024 in millions of U.S. Dollars, except share data in thousands Assets Current assets: Cash and cash equivalents $ 467.2 $ 1,045.9 Short-term investments 488.2 1,128.7 Total cash, cash equivalents and short-term investments 955.4 2,174.6 Accounts receivable, net 178.8 147.4 Inventories 435.4 440.7 Investment tax credit receivable 653.4 — Prepaid expenses 97.2 56.6 Other current assets 222.0 180.3 Total current assets 2,542.2 2,999.6 Property and equipment, net 3,916.5 3,652.3 Goodwill — 359.2 Intangible assets, net 23.8 23.9 Long-term receivables 2.0 2.3 Other long-term investments — 79.3 Deferred tax assets 1.1 1.1 Long-term investment tax credit receivable 105.0 641.8 Other assets 263.8 225.1 Total assets $ 6,854.4 $ 7,984.6 Liabilities and Shareholders' Equity Current liabilities: Accounts payable and accrued expenses $ 280.2 $ 523.6 Contract liabilities and distributor-related reserves 50.0 62.3 Income taxes payable 0.8 1.0 Finance lease liabilities 0.5 0.5 Current maturity on long-term borrowings 6,538.0 — Other current liabilities 220.5 77.9 Total current liabilities 7,090.0 665.3 Long-term liabilities: Long-term debt — 3,126.2 Convertible notes, net — 3,034.9 Deferred tax liabilities 0.5 10.8 Finance lease liabilities - long-term 8.4 8.9 Other long-term liabilities 202.6 256.4 Total long-term liabilities 211.5 6,437.2 Commitments and contingencies Shareholders’ equity: Preferred stock, par value $ 0.01 ; 3,000 shares authorized at June 29, 2025 and June 30, 2024; none issued and outstanding — — Common stock, par value $ 0.00125 ; 400,000 shares authorized at June 29, 2025 and 400,000 shares authorized at June 30, 2024; 155,643 and 126,409 shares issued and outstanding at June 29, 2025 and June 30, 2024, respectively 0.2 0.2 Additional paid-in-capital 4,094.1 3,821.9 Accumulated other comprehensive loss ( 3.8 ) ( 11.6 ) Accumulated deficit ( 4,537.6 ) ( 2,928.4 ) Total shareholders’ equity ( 447.1 ) 882.1 Total liabilities and shareholders’ equity $ 6,854.4 $ 7,984.6 The accompanying notes are an integral part of the consolidated financial statements 64 Table of Contents WOLFSPEED, INC. CONSOLIDATED STATEMENTS OF OPERATIONS Fiscal Years Ended June 29, 2025 June 30, 2024 June 25, 2023 in millions of U.S. Dollars, except share data Revenue, net $ 757.6 $ 807.2 $ 758.5 Cost of revenue, net 879.2 729.8 515.6 Gross (loss) profit ( 121.6 ) 77.4 242.9 Operating expenses: Research and development 175.1 201.9 165.7 Sales, general and administrative 190.5 246.4 214.3 Factory start-up costs 85.2 53.8 160.2 Gain on disposal of property and equipment ( 20.0 ) — — Goodwill impairment 359.2 — — Restructuring and other expenses 417.6 20.6 14.5 Operating loss ( 1,329.2 ) ( 445.3 ) ( 311.8 ) Interest expense, net of capitalized interest 315.2 246.3 42.6 Non-operating income, net ( 25.5 ) ( 119.1 ) ( 94.6 ) Loss before income taxes ( 1,618.9 ) ( 572.5 ) ( 259.8 ) Income tax (benefit) expense ( 9.7 ) 1.1 0.7 Net loss from continuing operations ( 1,609.2 ) ( 573.6 ) ( 260.5 ) Net loss from discontinued operations — ( 290.6 ) ( 69.4 ) Net loss ($ 1,609.2 ) ($ 864.2 ) ($ 329.9 ) Basic and diluted loss per share Continuing operations ($ 11.39 ) ($ 4.56 ) ($ 2.09 ) Net loss ($ 11.39 ) ($ 6.88 ) ($ 2.65 ) Weighted average shares - basic and diluted (in thousands) 141,320 125,693 124,374 The accompanying notes are an integral part of the consolidated financial statements 65 Table of Contents WOLFSPEED, INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS Fiscal Years Ended June 29, 2025 June 30, 2024 June 25, 2023 in millions of U.S. Dollars Net loss ($ 1,609.2 ) ($ 864.2 ) ($ 329.9 ) Other comprehensive income: Net unrealized gain on available-for-sale securities 7.8 13.5 0.2 Comprehensive loss ($ 1,601.4 ) ($ 850.7 ) ($ 329.7 ) The accompanying notes are an integral part of the consolidated financial statements 66 Table of Contents WOLFSPEED, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS Fiscal Years Ended in millions of U.S. Dollars June 29, 2025 June 30, 2024 June 25, 2023 Operating activities: Net loss ($ 1,609.2 ) ($ 864.2 ) ($ 329.9 ) Net loss from discontinued operations — ( 290.6 ) ( 69.4 ) Net loss from continuing operations ( 1,609.2 ) ( 573.6 ) ( 260.5 ) Adjustments to reconcile net loss to cash used in operating activities from continuing operations: Depreciation and amortization 252.1 181.0 145.6 Amortization and write-off of deferred financing costs 103.6 28.4 7.5 Goodwill impairment 359.2 — — Stock-based compensation 73.3 84.9 72.7 Unrealized gain on equity investment ( 22.6 ) ( 18.5 ) — Impairment of right-of-use assets 4.8 — — Gain on sale of property ( 20.0 ) — — Loss on disposal or impairment of property and equipment 171.7 1.2 3.8 Amortization of premium on investments, net ( 9.1 ) ( 27.5 ) ( 4.7 ) Paid-in-kind interest on long-term debt 83.2 — — Deferred income taxes ( 10.3 ) 0.2 0.5 Changes in operating assets and liabilities: Accounts receivable, net ( 31.4 ) 7.4 ( 4.6 ) Inventories 1.3 ( 152.3 ) ( 93.1 ) Prepaid expenses and other assets ( 47.1 ) ( 124.7 ) ( 20.8 ) Accounts payable ( 48.7 ) ( 45.8 ) 27.0 Accrued salaries and wages and other liabilities 60.0 ( 50.2 ) ( 0.7 ) Contract liabilities and distributor-related reserves ( 22.5 ) 18.2 25.1 Net cash used in operating activities of continuing operations ( 711.7 ) ( 671.3 ) ( 102.2 ) Net cash used in operating activities of discontinued operations — ( 54.3 ) ( 40.4 ) Cash used in operating activities ( 711.7 ) ( 725.6 ) ( 142.6 ) Investing activities: Purchases of property and equipment ( 1,271.4 ) ( 2,274.0 ) ( 949.6 ) Purchases of patent and licensing rights ( 5.3 ) ( 5.9 ) ( 4.9 ) Proceeds from sale of property and equipment 85.9 0.4 1.7 Purchases of short-term investments ( 390.9 ) ( 1,601.1 ) ( 1,191.0 ) Proceeds from maturities of short-term investments 986.7 1,448.4 637.2 Proceeds from sale of short-term investments 86.5 237.9 110.1 Reimbursement of capital expenditures from incentives and investment credits 240.4 178.5 155.5 Proceeds from sale of business — 75.6 101.8 Net cash used in investing activities of continuing operations ( 268.1 ) ( 1,940.2 ) ( 1,139.2 ) Net cash used in investing activities of discontinued operations — ( 3.1 ) ( 7.8 ) Cash used in investing activities ( 268.1 ) ( 1,943.3 ) ( 1,147.0 ) Financing activities: Proceeds from long-term debt borrowings 240.0 2,000.0 1,200.0 Proceeds from convertible notes — — 1,750.0 Payments of deferred financing costs ( 47.9 ) ( 46.0 ) ( 82.1 ) Cash paid for capped call transactions — — ( 273.9 ) Proceeds from issuance of common stock 203.9 23.4 23.8 Tax withholding on vested equity awards ( 3.9 ) ( 18.0 ) ( 19.2 ) Payments on long-term debt borrowings, including finance lease obligations ( 0.5 ) ( 0.4 ) ( 0.5 ) Incentive-related escrow refunds 10.0 — — Commitment fees on long-term incentive agreement ( 1.5 ) ( 1.0 ) ( 1.0 ) Cash provided by financing activities 400.1 1,958.0 2,597.1 Effects of foreign exchange changes on cash and cash equivalents 1.0 ( 0.2 ) — Net change in cash and cash equivalents ( 578.7 ) ( 711.1 ) 1,307.5 Cash and cash equivalents, beginning of period 1,045.9 1,757.0 449.5 Cash and cash equivalents, end of period $ 467.2 $ 1,045.9 $ 1,757.0 The accompanying notes are an integral part of the consolidated financial statements 67 Table of Contents WOLFSPEED, INC. CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY Common Stock Additional Paid-in Capital Accumulated Deficit Accumulated Other Comprehensive Income (Loss) Total Equity Number of Shares Par Value Share data in thousands, U.S. Dollar information in millions Balance at June 26, 2022 123,795 $ 0.2 $ 4,228.4 ($ 1,764.0 ) ($ 25.3 ) $ 2,439.3 Net loss — — — ( 329.9 ) — ( 329.9 ) Unrealized gain on available-for-sale securities — — — — 0.2 0.2 Tax withholding on vested equity awards — — ( 19.2 ) — — ( 19.2 ) Stock-based compensation — — 84.9 — — 84.9 Issuance of shares under the employee stock purchase plan 999 — 23.8 — — 23.8 Adoption of ASU 2020-06 — — ( 333.0 ) 29.7 — ( 303.3 ) Capped call transactions related to the issuance of convertible notes due December 1, 2029 — — ( 273.9 ) — — ( 273.9 ) Balance at June 25, 2023 124,794 $ 0.2 $ 3,711.0 ($ 2,064.2 ) ($ 25.1 ) $ 1,621.9 Net loss — — — ( 864.2 ) — ( 864.2 ) Unrealized gain on available-for-sale securities — — — — 13.5 13.5 Tax withholding on vested equity awards — — ( 18.0 ) — — ( 18.0 ) Stock-based compensation — — 105.5 — — 105.5 Issuance of shares under the employee stock purchase plan 1,615 — 23.4 — — 23.4 Balance at June 30, 2024 126,409 $ 0.2 $ 3,821.9 ($ 2,928.4 ) ($ 11.6 ) $ 882.1 Net loss — — — ( 1,609.2 ) — ( 1,609.2 ) Unrealized gain on available-for-sale securities — — — — 7.8 7.8 Tax withholding on vested equity awards — — ( 3.9 ) — — ( 3.9 ) Stock-based compensation — — 72.2 — 72.2 Issuance of shares under the employee stock purchase plan 1,440 — 8.7 — — 8.7 Issuance of shares under the at-the-market offering program, net of issuance costs 27,794 — 195.2 — — 195.2 Balance at June 29, 2025 155,643 $ 0.2 $ 4,094.1 ($ 4,537.6 ) ($ 3.8 ) ($ 447.1 ) The accompanying notes are an integral part of the consolidated financial statements. 68 Table of Contents WOLFSPEED, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Note 1 Business 70 Note 2 Basis of Presentation and Summary of Significant Accounting Policies 70 Note 3 Discontinued Operations 86 Note 4 Revenue Recognition 88 Note 5 Leases 90 Note 6 Investments 92 Note 7 Fair Value of Financial Instruments 95 Note 8 Intangible Assets 96 Note 9 Debt 97 Note 10 Shareholders' Equity 103 Note 11 Loss Per Share 104 Note 12 Stock-Based Compensation 104 Note 13 Income Taxes 107 Note 14 Commitments and Contingencies 112 Note 15 Concentrations of Credit Risk 113 Note 1 6 Restructuring 114 Note 1 7 Subsequent Events 115 69 Table of Contents Note 1 – Business Overview Wolfspeed, Inc. (the "Company") is an innovator of wide bandgap semiconductors, focused on silicon carbide materials and devices for power applications. The Company’s product families include silicon carbide materials and power devices targeted for various applications such as electric vehicles, fast charging and renewable energy and storage. Previously, the Company designed, manufactured and sold radio-frequency ("RF") devices. As discussed more fully below in Note 3, “Discontinued Operations,” on December 2, 2023, the Company completed the sale of certain assets and subsidiaries comprising its RF product line. The Company classified the results and cash flows of the RF product line as discontinued operations in its consolidated statements of operations and consolidated statements of cash flows for the fiscal year ended June 30, 2024 ("fiscal 2024"). Unless otherwise noted, discussion within these notes to the consolidated financial statements relates to the Company's continuing operations. The Company’s continuing operations consist of power devices, which are used in electric vehicles, motor drives, power supplies, solar and transportation applications and silicon carbide and gallium nitride ("GaN") materials, which are targeted for customers who use them to manufacture products for RF, power and other applications. The majority of the Company's products are manufactured at its production facilities located in North Carolina, New York and Arkansas. The Company also uses contract manufacturers for certain products and aspects of product fabrication, assembly and packaging. The Company operates research and development facilities in North Carolina, Arkansas and New York. Wolfspeed, Inc. is a North Carolina corporation established in 1987, and its headquarters are in Durham, North Carolina. Note 2 – Basis of Presentation and Summary of Significant Accounting Policies Reclassifications Certain prior period amounts in the accompanying consolidated financial statements and notes have been reclassified to conform to the current year's presentation, which include the moving of amounts related to impairments previously presented in "Loss/gain on disposal or impairment", and "Amortization of acquired intangibles" to "Restructuring and other expenses", and to separate "Interest expense, net of capitalized interest" out of "Non-operating income, net". These reclassifications had no effect on previously reported net loss or shareholders’ equity. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated. Fiscal Year The Company’s fiscal year is a 52 or 53-week period ending on the last Sunday in the month of June. The Company's 2025 and 2023 fiscal years were 52-week fiscal years. The Company’s 2024 fiscal year was a 53-week fiscal year. The next 53-week fiscal year will be for the Company's 2030 fiscal year. Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, and the disclosure of contingent assets and liabilities. The Company evaluates its estimates on an ongoing basis, including those related to revenue recognition, valuation of inventories, tax related contingencies, valuation of refundable tax credits, valuation of stock-based compensation, valuation of long-lived and intangible assets, other contingencies and litigation, among others. The Company generally bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ materially from those estimates. 70 Table of Contents Segment Information The Company has one reportable segment representing the entity as a whole, aligning with our organizational structure and with the way our chief operating decision maker ("CODM"), who is our Chief Executive Officer, makes operating decisions, allocates resources, and manages the growth and profitability of the Company. The CODM uses consolidated net income to measure segment profit or loss, allocate resources and assess performance. Net income is also used to monitor budget versus actual results, forecasted information and in competitive analysis. Our CODM regularly reviews income and expense items at the consolidated company (reporting segment) level and uses net income to evaluate whether and how to reinvest profits into the entity’s operations, shareholder return, acquisitions or otherwise. Further, the CODM reviews and utilizes functional expenses (cost of revenues, sales and marketing, research and development, and general and administrative) at the consolidated level to manage the Company’s operations. Other segment items included in consolidated net income are "Restructuring and other expenses", "Interest expense, net of capitalized interest" "Non-operating income, net" and "income tax (benefit) expense". These income and expense items are included on the Consolidated Statements of Operations and in our notes to the Consolidated Financial Statements. The CODM reviews segment assets at the same level or category as presented on the Consolidated Balance Sheet. Restructuring Support Agreement and Chapter 11 Cases On June 22, 2025, the Company and its wholly owned subsidiary, Wolfspeed Texas LLC (together with the Company, the “Debtors”), entered into a Restructuring Support Agreement (together with all exhibits, annexes and schedules thereto, and as may be amended, supplemented or modified from time to time, the “Restructuring Support Agreement”) with key debtholders, including (i) holders of more than 97 % of the outstanding principal amount of the Company's Senior Secured Notes due 2030 (“Senior Secured Notes”), (ii) Renesas Electronics America Inc. (“Renesas”) and (iii) holders of more than 67 % of the outstanding principal amount of the Company's Convertible Notes (as defined below), pursuant to which these debtholders have committed to support and, as discussed below, vote in favor of the Plan (as defined below). Through the Plan, the Company intends to substantially de-lever its capital structure on the terms set forth in the Restructuring Support Agreement through the Chapter 11 Cases (as defined below) (the “Reorganization”). If and when completed, the Reorganization is expected to reduce the Company’s (i) overall funded debt by approximately 70 %, representing a reduction of approximately $ 4.6 billion, and (ii) annual interest expense by approximately 60 %. The Restructuring Support Agreement provides certain milestones that the Debtors must satisfy (unless waived or extended) in connection with the Reorganization. Failure of the Debtors to satisfy these milestones without a waiver, extension or consensual amendment would provide the debtholders party to the Restructuring Support Agreement a termination right under the Restructuring Support Agreement. These milestones include (i) the commencement of the Chapter 11 Cases by July 1, 2025 (the date of such commencement, the “Petition Date”), (ii) the entry by the Bankruptcy Court of an interim order authorizing the Company’s use of cash collateral) within 3 calendar days of the Petition Date, (iii) the entry by the Bankruptcy Court of a final order authorizing the Company’s use of cash collateral within 45 days of the Petition Date, (iv) the entry by the Bankruptcy Court of an order approving the Plan, the disclosure statement related to the Plan and the Backstop Commitment Agreement, in each case within 75 days of the Petition Date and (v) the Plan Effective Date occurring on or before the date that is 4 calendar months following the Petition Date, subject to a 30 -day extension period at the sole discretion of the Debtors and a 60 -day extension period with the consent of certain of the debtholders party to the Restructuring Support Agreement. As of August 26, 2025, the Debtors are in compliance with the milestones applicable as of and prior to such date. The following is a summary of the material terms of the transactions contemplated by the Restructuring Support Agreement and the Plan: • Senior Secured Notes. Holders of Senior Secured Notes are expected to receive their pro rata share of (i) new senior secured notes (“New Senior Secured Notes”), which will have substantially similar terms to the existing Senior Secured Notes with certain modifications to reduce go-forward cash interest and minimum liquidity requirements, (ii) a payment from the redemption of $ 250 million in principal amount of existing Senior Secured Notes at a redemption price of 109.875 % of the principal amount being redeemed (to be paid with the proceeds of the Rights Offering (as defined below)), and (iii) certain commitment fees, subject to certain conditions, which did not impact the fiscal year 2025 financials. • Convertible Notes. Holders of Convertible Notes are expected to receive their pro rata share of (i) rights to participate in the rights offering of new second-lien convertible notes (“New 2L Convertible Notes”) in the principal amount of $ 301.13 million, to be fully backstopped by certain holders of the Company’s existing Convertible Notes, and the 71 Table of Contents issuance of additional New 2L Convertible Notes in the principal amount of $ 30.25 million pursuant to a premium, as discussed in more detail below under the section titled “Backstop Commitment Agreement,” (ii) new second-lien notes in the principal amount of $ 296 million (“New 2L Takeback Notes”), and (iii) 56.3 % of a new voting class of common equity interests of the Company (the "New Common Stock") to be issued on the date on which the Plan becomes effective in accordance with its terms (the "Plan Effective Date"), which has not occurred as of the date hereof, subject to dilution from other equity issuances, including the conversion of the New 2L Convertible Notes, and the convertible notes and warrants provided to Renesas (as described below). The Company is expected to provide certain registration rights with respect to certain shares of the New Common Stock underlying the New 2L Convertible Notes to certain holders of the existing Convertible Notes. • Renesas. Subject to certain regulatory approvals and conditions set forth in the Plan, Renesas is expected to receive or be entitled to certain economic benefits associated with (i) new second-lien convertible notes in the principal amount of $ 204 million, (ii) 38.7 % (subject to claims reconciliation in the Chapter 11 Cases) of the New Common Stock as of the Plan Effective Date, subject to dilution from certain equity incentive plans expected to be adopted upon emergence from Chapter 11 of the Bankruptcy Code ("Chapter 11") and certain other equity issuances, including the conversion of the New 2L Convertible Notes, and the convertible notes and warrants provided to Renesas. (iii) warrants to purchase 5 % of the New Common Stock as of the Plan Effective Date (assuming conversion of convertible notes issued to Renesas and all New 2L Convertible Notes), and (iv) if certain regulatory approvals have not been obtained prior to the deadline described in the Restructuring Support Agreement, certain contingent consideration, including $ 15 million in cash (the “Reserve Cash”), additional New 2L Takeback Notes in a principal amount of $ 15 million (the “Additional New 2L Takeback Notes”), 2.0 % of the New Common Stock as of the Plan Effective Date, subject to dilution from certain equity incentive plans expected to be adopted upon emergence from Chapter 11 and certain other equity issuances, including the conversion of the New 2L Convertible Notes, and the convertible notes and warrants provided to Renesas, and the right to a one-year extension of the exercise period of the warrants (the foregoing, collectively with the Reserve Cash, the Additional New 2L Takeback Notes, the “Contingent Consideration”). If certain regulatory approvals are obtained prior to the deadline described in the Restructuring Support Agreement and set forth in the Plan, Renesas will not be entitled to the Contingent Consideration and $ 10 million of the Reserve Cash will be remitted to or retained by the Company, $ 5 million of the Reserve Cash will be remitted to the holders of the Senior Secured Notes (on account of certain claims for commitment fees), the Additional New 2L Takeback Notes will not be issued, the 2.0 % of the New Common Stock as of the Plan Effective Date will be distributed to the holders of existing equity interests (as described below), and the term of the warrants granted to Renesas will not be extended. Similar to the holders of existing Convertible Notes, Renesas will also be entitled to certain registration rights as set forth in the Restructuring Support Agreement. • Unsecured Creditors. The Plan contemplates that all other general unsecured creditors are expected to be unimpaired and paid on the Plan Effective Date or in the ordinary course of business. • Existing Equity Holders. Existing equity interests will be cancelled, and existing equity holders are expected to receive their pro rata share of 3.0 % or 5.0 % of New Common Stock as of the Plan Effective Date (depending on whether Renesas obtains certain regulatory approvals), subject to dilution from other equity issuances, including the conversion of the New 2L Convertible Notes, and the convertible notes and warrants provided to Renesas. On June 30, 2025 (the “Petition Date”), the Debtors filed voluntary petitions (the “Chapter 11 Cases”) under Chapter 11 of Title 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of Texas, Houston Division (the “Bankruptcy Court”) to implement a Chapter 11 plan of reorganization (the “Plan”). The Plan embodies the terms of, and transactions contemplated by, the Restructuring Support Agreement. On June 27, 2025, prior to commencing the Chapter 11 Cases, the Company commenced solicitation for approval of the Plan by eligible claimholders by transmitting its disclosure statement. The deadline for eligible claimholders to submit votes on the Plan was August 22, 2025. The Debtors requested, and the Bankruptcy Court approved, that the Bankruptcy Court administer the Chapter 11 Cases jointly for administrative purposes only under the caption "In re Wolfspeed, Inc., et al." 72 Table of Contents The Debtors filed and received approval for first day motions with the Bankruptcy Court to ensure their ability to continue operating in the ordinary course of business both domestically and internationally, including their authority to pay employees, vendors, and customers. The Plan and the “first day” relief anticipate that vendors and other unsecured creditors will be paid in full and in the ordinary course of business. The Debtors will continue to operate their businesses as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. Based on the facts and circumstances described above, including the defaults related to the missed interest payment on the 2029 Notes that were in grace periods as of June 29, 2025, the signing of the Restructuring Support Agreement on June 23, 2025 and subsequent events of default upon filing of the Chapter 11 Cases per the terms of the Restructuring Support Agreement on June 30, 2025, these amounts have been presented as “Current maturity on long-term borrowings” in our audited Consolidated Balance Sheet at June 29, 2025. The filing of the Chapter 11 Cases constituted events of default that accelerated the Company’s obligations under the indentures governing the following outstanding debt obligations: • the Indenture, dated as of April 21, 2020, by and among the Company and CSC Delaware Trust Company (as successor in interest to U.S. Bank Trust Company, National Association (as successor to U.S. Bank National Association)), which governs the Company’s 1.75 % Convertible Senior Notes due 2026 (the “2026 Notes”); • the Indenture, dated as of February 3, 2022, by and among the Company and CSC Delaware Trust Company (as successor in interest to U.S. Bank Trust Company, National Association (as successor to U.S. Bank National Association)), which governs the Company’s 0.25 % Convertible Senior Notes due 2028 (the “2028 Notes”); • the Indenture, dated as of November 21, 2022, by and among the Company and CSC Delaware Trust Company (as successor in interest to U.S. Bank Trust Company, National Association (as successor to U.S. Bank National Association)), which governs the Company’s 1.875 % Convertible Senior Notes due 2029 (collectively with the 2026 Notes and the 2028 Notes, the “Convertible Notes”); • the Unsecured Customer Refundable Deposit Agreement, dated as of July 5, 2023, as amended to date, by and between the Company and Renesas (the "CRD Agreement"); and • the Amended and Restated Indenture, dated as of October 11, 2024, as amended to date, by and among Wolfspeed, the subsidiary guarantors party from time to time thereto, and U.S. Bank Trust Company, National Association, as trustee and collateral agent, which governs the Company’s Senior Secured Notes. As a result of the events of default and acceleration of our obligations under certain of our debt instruments noted above, the principal and interest due under our outstanding Senior Secured Notes, Convertible Notes, and CRD Agreement became immediately due and payable. We do not have sufficient cash on hand or available liquidity to repay such outstanding debt. However, any efforts to enforce such payment obligations are automatically stayed as a result of the filing of the Chapter 11 Cases, and the creditors’ rights of enforcement are subject to the applicable provisions of the Bankruptcy Code. Backstop Commitment Agreement On June 22, 2025, the Company entered into a Rights Offering Backstop Commitment Agreement (the “Backstop Commitment Agreement”) with the rights offering backstop parties (the “Backstop Parties”) and the rights offering holdback parties (the “Holdback Parties”) party thereto. Pursuant to the Backstop Commitment Agreement (and subject to the terms and conditions therein), the Company initiated a rights offering on August 14, 2025 as contemplated under the Restructuring Support Agreement through the issuance of the New 2L Convertible Notes in an aggregate principal amount of $ 301.13 million, which were or are being offered at a purchase price of 91.3242 % of the principal amount thereof (the “Rights Offering”). Sixty percent of the Rights Offering (“Non-Holdback Rights Offering”) is being offered pro rata to all holders of Convertible Notes (the “Subscription Rights”) and the Backstop Parties have committed to purchase any unsubscribed portion of the Non-Holdback Rights Offering. The remaining 40 % of the Rights Offering (“Holdback Rights Offering”) has been reserved for the Holdback Parties that have committed to purchasing their respective portions set forth in the Backstop Commitment Agreement. As consideration for the commitments by the Backstop Parties and Holdback Parties, the Backstop Parties and the Holdback Parties will be issued on the Plan Effective Date additional New 2L Convertible Notes in an aggregate principal amount of $ 30.25 million (the “Backstop Premium), allocated ratably. If the Backstop Commitment Agreement is terminated under certain circumstances as set forth therein, the Backstop Commitment Agreement provides for a cash payment of the Backstop Premium 73 Table of Contents to the Backstop Parties and Holdback Parties on the earlier of the four months following the Petition Date or the effective date of an “Alternative Transaction” (as defined in the Backstop Commitment Agreement). The transactions contemplated by the Backstop Commitment Agreement are conditioned upon the satisfaction or waiver of certain conditions, including, among other things, that (i) the Bankruptcy Court shall have entered an order approving the Backstop Commitment Agreement and the disclosure statement relating to the Plan and confirming the Plan, (ii) the Plan Effective Date shall have occurred, and (iii) the Restructuring Support Agreement remains in full force and effect. Going Concern and Liquidity Based on the Company's evaluation of the circumstances described above, substantial doubt exists about the Company's ability to continue as a going concern. The consolidated financial statements included herein were prepared on a going concern basis of accounting, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. However, as a result of the Chapter 11 Cases, the realization of assets and the satisfaction of liabilities are subject to uncertainty. The Company's liquidity requirements, and the availability of adequate capital resources are difficult to predict at this time. Notwithstanding the protections available under the Bankruptcy Code, if future sources of liquidity are insufficient, the Company will face substantial liquidity constraints and will likely be required to significantly reduce, delay or eliminate capital expenditures, implement further cost reductions, seek other financing alternatives or cease operations as a going concern and liquidate. While operating as debtors-in-possession during the Chapter 11 Cases, the Debtors may sell or otherwise dispose of or liquidate assets or settle liabilities, subject to the approval of the Bankruptcy Court or as otherwise permitted in the ordinary course of business, for amounts other than those reflected in these consolidated financial statements. Further, approval of the Plan could materially change the amounts and classifications of assets and liabilities reported in these consolidated financial statements. As discussed herein, the Plan is not yet effective and the consummation of the Plan is subject to numerous conditions and there is no guarantee that the Plan will be consummated. The consolidated financial statements do not reflect any adjustments that might be necessary should we be unable to continue as a going concern. Cash and Cash Equivalents Cash and cash equivalents consist of unrestricted cash accounts and highly liquid investments with an original maturity of three months or less when purchased. Cash and cash equivalents are stated at cost, which approximates fair value. The Company holds cash and cash equivalents at several major financial institutions, which often exceed insurance limits set by the Federal Deposit Insurance Corporation (FDIC). The Company has not historically experienced any losses due to such concentration of credit risk. Accounts Receivable For product revenue, the Company typically invoices its customers at the time of shipment for the sales order value of products shipped. Accounts receivable are recognized at the invoiced amount and are not subject to any interest or finance charges. The Company does not have any off-balance sheet credit exposure related to any of its customers. Accounts receivable, net consisted of the following: (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 Billed trade receivables $ 176.1 $ 143.3 Unbilled contract receivables 2.8 3.5 Royalties 0.7 1.3 179.6 148.1 Allowance for bad debts ( 0.8 ) ( 0.7 ) Accounts receivable, net $ 178.8 $ 147.4 Allowance for Doubtful Accounts Expected credit losses for the Company's receivables are evaluated on a collective (pool) basis and aggregated on the basis of similar risk characteristics. These aggregated risk pools are reassessed at each measurement date. A combination of factors is considered in determining the appropriate estimate of expected credit losses, including broad-based economic indicators as well as customers' financial strength, credit standing, payment history and any historical defaults. 74 Table of Contents Changes in the Company’s allowance for bad debts were as follows: Fiscal Years Ended (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 June 25, 2023 Balance at beginning of period $ 0.7 $ 0.7 $ 1.2 Current period provision change 0.1 0.3 ( 0.5 ) Write-offs, net of recoveries — ( 0.3 ) — Balance at end of period $ 0.8 $ 0.7 $ 0.7 Investments Investments in certain securities may be classified into three categories: • Held-to-Maturity – Debt securities that the entity has the positive intent and ability to hold to maturity, which are reported at amortized cost. • Trading – Debt securities that are bought and held principally for the purpose of selling in the near term, which are reported at fair value, with unrealized gains and losses included in earnings. • Available-for-Sale – Debt securities not classified as either held-to-maturity or trading securities, which are reported at fair value with unrealized gains or losses excluded from earnings and reported as a separate component of shareholders’ equity. However, as explained further below, the Company evaluates each individual security in an unrealized loss position for expected credit losses and if it is evaluated as having an expected credit loss, unrealized losses of that security are included in earnings. The Company reassesses the appropriateness of the classification (i.e., held-to-maturity, trading or available-for-sale) of its investments at the end of each reporting period. Available-for-sale debt securities in an unrealized loss position at each measurement date are individually evaluated for expected credit losses. The Company evaluates whether the unrealized loss is due to market factors or changes in the investment holdings' credit rating. An expected credit loss will be recorded when an investment in an unrealized loss position is determined to have lost value from a decreased credit rating. The Company does not record an allowance for credit losses on receivables related to accrued interest. For the fiscal years ended June 29, 2025 and June 30, 2024, no allowance for credit losses was recorded. The Company utilizes specific identification in computing realized gains and losses on the sale of investments. Realized gains and losses on the sale of investments are reported in non-operating income, net in the consolidated statements of operations. Unrealized gains and losses are included as a separate component of equity, net of tax, unless the Company determines there is an expected credit loss. Investments with maturities beyond one year may be classified as short-term based on their highly liquid nature and because such securities represent the investment of cash that is available for current operations. Fair Value of Financial Instruments The Company performs recurring fair value measurements for its cash equivalents, and short-term and long-term investments, as discussed further in Note 7, "Fair Value of Financial Instruments." In addition, cash, accounts and interest receivable, accounts payable and other liabilities approximate their fair values at June 29, 2025 and June 30, 2024 due to the short-term nature of these instruments. 75 Table of Contents Other Current Assets Other current assets consisted of the following: (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 MACOM shares (1) $ 102.0 $ — Reimbursement receivable on long-term incentive agreement 33.1 85.8 Assets held for sale (2) 24.4 — Other 18.7 1.9 Inventory related to the RF Master Supply Agreement 15.8 17.6 VAT receivables 9.1 8.7 Insurance deposit 7.4 6.0 Accrued interest receivable 5.4 11.6 Receivable on RF Master Supply Agreement 5.3 4.6 Short-term deposit on long-term incentive agreement 0.8 10.0 Inventory related to the Wafer Supply Agreement — 2.9 Non-trade receivables — 30.6 Receivable on the Wafer Supply Agreement — 0.6 Other current assets $ 222.0 $ 180.3 (1) Refer to Note 7, "Fair Value of Financial Instruments," to the consolidated financial statements included herein for additional information. (2) During the third quarter of fiscal 2025, the Company determined three facilities met the held-for-sale criteria under Accounting Standards Codification (ASC) 360, of which two were sold during the fourth quarter of fiscal 2025. The assets included in each of the disposal groups were measured at the lower of their carrying value or fair value less costs to sell. Assets Held for Sale The Company classifies an asset as held for sale when all of the criteria set forth in the Accounting Standards Codification ("ASC") 360, "Property, Plant and Equipment," have been met. The criteria are as follows: (i) management, having the authority to approve the action, commits to a plan to sell the property; (ii) the property is available for immediate sale in its present condition, subject only to terms that are usual and customary; (iii) an active program to locate a buyer and other actions required to complete the plan to sell have been initiated; (iv) the sale of the property is probable and is expected to be completed within one year; (v) the property is being actively marketed for sale at a price that is reasonable in relation to its current fair value; and (vi) actions necessary to complete the plan of sale indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. At the time the Company classifies a property as held for sale, the Company ceases recording depreciation and amortization. A property classified as held for sale is measured and reported at the lower of its carrying amount or its estimated fair value less cost to sell. As of June 29, 2025, the Company recorded $ 24.4 million in assets held for sale included within other current assets on the consolidated balance sheet. The assets held for sale consisted of one property including buildings, building improvements and land of idled property located in Durham, North Carolina in addition to machinery and equipment. The disposal of properties and equipment classified as held for sale does not represent a strategic shift that has (or will have) a major effect on our operations or financial results and therefore does not meet the criteria for classification as a discontinued operation. The sale of the assets is expected to occur within the next twelve months. Inventories Inventories are stated at the lower of cost or net realizable value, with cost determined on a first-in, first-out ("FIFO") method or an average cost method. The Company writes down its inventory for estimated obsolescence equal to the difference between the cost of the inventory and its net realizable value based upon an aging analysis of the inventory on hand utilizing specific reserve percentages, specifically known inventory-related risks (such as technological obsolescence), and assumptions about future demand. The Company also analyzes sales levels by product type, including historical and estimated future customer demand for those products to determine if any additional reserves are appropriate. 76 Table of Contents Inventories consisted of the following: (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 Raw material $ 144.5 $ 138.7 Work-in-progress 284.6 290.5 Finished goods 6.3 11.5 Inventories $ 435.4 $ 440.7 Property and Equipment, net Property and equipment, net is stated at cost and depreciated on a straight-line basis over the assets’ estimated useful lives. Leasehold improvements are amortized over the lesser of the asset life or the term of the related lease. In general, the Company’s policy for useful lives is as follows: Buildings and building improvements 5 to 40 years Machinery and equipment 3 to 10 years Furniture and fixtures 5 years Vehicles 5 years Computer hardware/software 3 to 10 years Leasehold improvements Shorter of estimated useful life or lease term Expenditures for repairs and maintenance are charged to expense as incurred. The costs for major renewals and improvements are capitalized and depreciated over their estimated useful lives. The cost and related accumulated depreciation of the assets are removed from the accounts upon disposition and any resulting gain or loss is reflected in operating income or loss. The Company considers a long-lived asset to be abandoned after the Company has ceased use of such asset and there is no longer intent to use or repurpose the asset in the future. Abandoned long-lived assets are recorded at their salvage value, if any. Property and equipment, net consisted of the following: (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 Machinery and equipment $ 1,614.8 $ 1,500.9 Land and buildings 1,080.5 997.3 Computer hardware/software 75.4 67.8 Furniture and fixtures 8.7 8.3 Leasehold improvements and other 139.1 148.9 Vehicles 0.5 0.7 Finance lease assets 8.3 9.1 Construction in progress 2,268.0 2,092.1 Property and equipment, gross 5,195.3 4,825.1 Accumulated depreciation ( 1,278.8 ) ( 1,172.8 ) Property and equipment, net $ 3,916.5 $ 3,652.3 Depreciation of property and equipment totaled $ 243.8 million, $ 175.5 million and $ 139.7 million for the years ended June 29, 2025, June 30, 2024 and June 25, 2023, respectively. During the years ended June 29, 2025, June 30, 2024 and June 25, 2023, the Company recognized approximately $ 171.7 million, $ 0.8 million and $ 3.7 million, respectively, as Restructuring and other expenses in the consolidated statements of operations. The majority of the Company's property and equipment, net is in the United States. As of June 29, 2025 and June 30, 2024, the Company held $ 142.9 million and $ 162.0 million, respectively, of property and equipment, net outside of the United States, primarily related to assets held at contract manufacturing space in Malaysia. 77 Table of Contents Government Assistance Programs and Incentives The Company receives, or expects to receive in the future, various types of government assistance, primarily in the form of grants, refundable tax credits, property tax reimbursements and sales tax exemptions. Government assistance is recognized when there is reasonable assurance that: (1) the Company will comply with the relevant conditions and (2) the assistance will be received. Government assistance related to reimbursing fixed asset purchases, such as reimbursement grants and refundable federal investment tax credits, are recorded as a reduction to the related asset(s), which then reduces depreciation expense over the expected useful life of the asset on a straight-line basis. If some, or all, of the amount of government assistance becomes repayable (e.g. due to non-fulfillment of the grant conditions) or there is no longer reasonable assurance the amount will be received (e.g. due to additional interpretive guidance) then the adjustment is accounted for prospectively as a change in accounting estimate. The effect of the change in estimate is recognized in the period in which management concludes that it is no longer reasonably assured that all of the grant conditions will be met. A corresponding financial liability is recognized for the amount of the repayment, if any. Investment Tax Credit Receivable The Company is eligible for Advanced Manufacturing Investment Credit ("AMIC") in connection with ongoing expansion projects. The AMIC is a refundable federal tax credit provided under Internal Revenue Code Section 48D, which was enacted by the United States CHIPS and Science Act of 2022 (the "CHIPS Act"). In fiscal 2025, the Company received $ 189.1 million in cash tax refunds related to its fiscal 2023 and fiscal 2024 federal tax filings, inclusive of $ 2.6 million of interest income. As of June 29, 2025, the Company has recorded a short-term and long-term receivable of $ 653.4 million and $ 105.0 million, respectively, and the Company has reduced property and equipment, net by $ 944.9 million as a result of expected proceeds under the AMIC. Silicon Carbide Device Facility in Marcy, New York The Company receives government grants from the State of New York Urban Development Corporation to partially or fully reimburse the Company for certain property, plant and equipment purchases in connection with its construction of a new silicon carbide device fabrication facility in Marcy, New York. To receive these grants, the Company must comply with a number of objectives outlined in the related grant disbursement agreement, as outlined in Note 14, "Commitments and Contingencies". Grant amounts already received are subject to claw back provisions if the Company does not satisfy the agreement's outlined objectives. As of June 29, 2025, the Company has reduced property and equipment, net by $ 503.4 million as a result of expected and received reimbursements from the State of New York Urban Development Corporation, of which $ 468.4 million has been received in cash and an additional $ 35.0 million in receivables are recorded in other current assets and in other assets in the consolidated balance sheet. The Company started receiving cash reimbursements in the fourth quarter of fiscal 2021. Manufacturing Facility in Siler City, North Carolina In connection with the construction of a new materials manufacturing facility in Siler City, North Carolina, the Company expects to receive incentives over the next 19 years from state, county and local governments, primarily in the form of property tax reimbursements and sales tax exemptions on purchased machinery and equipment. In order to receive property tax reimbursements, the Company is required to pay property taxes on time, comply with investment and job targets and meet the definition for continued operations. As of June 29, 2025, the Company has reduced property and equipment, net by $ 67.3 million as a result of expected and received reimbursements from the North Carolina Department of Commerce and the Town of Siler City, of which $ 65.3 million has been received in cash and $ 2.0 million in receivables are recorded in other current assets in the consolidated balance sheet. The Company started receiving cash reimbursements in the third quarter of fiscal 2024. 78 Table of Contents Shipping and Handling Costs Shipping and handling costs are included in cost of revenue, net in the consolidated statements of operations and are recognized as a period expense during the period in which they are incurred. Long-Lived Assets The Company reviews long-lived assets such as property and equipment for impairment based on changes in circumstances that indicate their carrying amounts may not be recoverable. In making these determinations, the Company uses certain assumptions, including but not limited to: (1) estimations of the fair market value of the assets and (2) estimations of future cash flows expected to be generated by these assets, which are based on additional assumptions such as asset utilization, length of service the asset will be used in the Company’s operations and estimated salvage values. As further described below under "Goodwill Impairment", the Company determined potential indicators of impairment existed during the fourth quarter of fiscal 2025, indicating the carrying amount of its single asset group may not be recoverable. As the carrying value of the asset group did not exceed the estimated undiscounted future cash flows, the asset group was deemed recoverable, and no impairment charges were recognized. Goodwill and Intangible Assets The Company recognizes assets acquired and liabilities assumed in business combinations at their respective fair values at the date of acquisition, with any excess purchase price recognized as goodwill. Valuation of intangible assets entails significant estimates and assumptions including, but not limited to, an estimate of future cash flows from product revenue, the use of appropriate discount rates, the continuation of customer relationships and the renewal of customer contracts, and the assessment of appropriate useful lives of intangible assets acquired. Goodwill The Company recognizes goodwill as an asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. The Company tests goodwill for impairment at least annually as of the first day of its fiscal fourth quarter, or when indications of potential impairment exist. The Company monitors for the existence of potential impairment indicators throughout the fiscal year. The Company conducts impairment testing for goodwill at the reporting unit level. Reporting units may be operating segments as a whole, or an operation one level below an operating segment, referred to as a component. The Company has determined that it has one reporting unit. The Company may initiate goodwill impairment testing by considering qualitative factors to determine whether it is more likely than not that a reporting unit’s carrying value is greater than its fair value. Such factors may include the following, among others: a significant decline in the reporting unit ’ s expected future cash flows; a sustained, significant decline in the Company ’ s stock price and market capitalization; a significant adverse change in legal factors or in the business climate, such as unanticipated competition or slower growth rates; as well as changes in management, key personnel, strategy and customers . If the Company's qualitative assessment indicates it is more likely than not that the estimated fair value of a reporting unit exceeds its carrying value, no further analysis is required and goodwill is not impaired. Otherwise, the Company performs a quantitative goodwill impairment test to determine if goodwill is impaired. The quantitative test compares the fair value of a reporting unit with its carrying amount, including goodwill. If the fair value of the reporting unit exceeds the carrying value of the net assets associated with the reporting unit, goodwill is not considered impaired. If the carrying value of the net assets associated with the reporting unit exceeds the fair value of the reporting unit, the Company recognizes an impairment loss in an amount equal to the excess, not to exceed the carrying value of the reporting unit's goodwill. Once an impairment loss is recognized, the adjusted carrying value of the goodwill becomes the new accounting basis of the goodwill for the reporting unit. As of the first day of its fourth quarter of fiscal 2025, the Company performed a qualitative impairment test on the goodwill balance and concluded there was no impairment. 79 Table of Contents 2025 Goodwill Impairment Subsequent to the completion of the annual goodwill impairment test, the Company determined potential indicators of impairment existed, due to the announcement of the Restructuring Support Agreement, declines in market capitalization, and ongoing macroeconomic challenges. As part of the interim assessment completed in the fourth quarter of fiscal 2025, the Company determined a market approach based on overall business enterprise value (determined by the fair of equity plus the fair value of debt) was a more appropriate method of estimating the reporting unit's fair value, given the negative carrying value of the Company's equity and the sustained decrease in the Company's market capitalization and observable market prices for the Company's long-term debt obligations, where available. Under the market approach, the fair value of the reporting unit was calculated based on the implied equity value of the reporting unit (which included consideration of whether a reasonable range of control premiums would impact the measurement of any goodwill impairment loss, if applicable) plus the estimated fair value of the interest-bearing debt (based on market prices for its debt, where available, and/or observable inputs for certain debt instruments where market prices were not available). The indicated carrying value of the reporting unit, represented by the negative equity of the reporting unit adjusted for the book value of interest-bearing debt was compared to the calculated fair value of the reporting unit. As a result of this analysis, the Company determined that goodwill for its single reporting unit was fully impaired, resulting in a $ 359.2 million impairment charge presented in "Goodwill impairment". A reconciliation of the beginning and ending carrying amounts of goodwill is as follows: Amount (In millions) Balance as of June 30, 2024 and June 25, 2023 $ 359.2 Goodwill impairment ($ 359.2 ) Balance as of June 29, 2025 $ — Finite-Lived Intangible Assets U.S. GAAP requires that intangible assets, other than goodwill and indefinite-lived intangibles, must be amortized over their useful lives. The Company is currently amortizing its acquired intangible assets with finite lives over periods up to 10 years. Patent rights reflect costs incurred by the Company in applying for and maintaining patents owned by the Company and costs incurred in purchasing patents and related rights from third parties. Licensing rights reflect costs incurred by the Company in acquiring licenses under patents owned by others. The Company amortizes both on a straight-line basis over the expected useful life of the associated patent rights, which is generally the lesser of 20 years from the date of the patent application or the license period. Royalties payable under licenses for patents owned by others are generally expensed as incurred. The Company reviews its capitalized patent portfolio and recognizes impairment charges when circumstances warrant, such as when patents have been abandoned or are no longer being pursued. Other Assets Other assets consisted of the following: (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 Right-of-use assets 123.1 99.2 Long-term advances to suppliers 69.8 50.1 Long-term deposits 24.3 31.9 Cloud computing assets, net 10.4 13.5 Other 36.2 30.4 Other assets $ 263.8 $ 225.1 Accounts Payable and Accrued Expenses Accounts payable and accrued expenses consisted of the following: 80 Table of Contents (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 Accounts payable, trade $ 30.6 $ 53.0 Accrued salaries and wages 79.2 64.2 Accrued property and equipment 124.7 366.0 Accrued expenses 45.7 40.4 Accounts payable and accrued expenses $ 280.2 $ 523.6 Other Current Liabilities Other current liabilities consisted of the following: (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 Accrued interest $ 90.7 $ 7.3 RF business divestiture liabilities (1) 76.9 47.0 Other 52.9 23.6 Other current liabilities $ 220.5 $ 77.9 (1) Refer to Note 3, "Discontinued Operations," to the consolidated financial statements included herein for additional information. Contingent Liabilities The Company recognizes contingent liabilities when it is probable that an asset has been impaired or a liability has been incurred at the date of the financial statements and the amount of the loss can be reasonably estimated. Disclosure in the notes to the financial statements is required for loss contingencies that do not meet both these conditions if there is a reasonable possibility that a loss may have been incurred. See Note 14, “Commitments and Contingencies,” for a discussion of loss contingencies in connection with pending and threatened litigation. The costs of defending legal claims against the Company are expensed as incurred. Revenue Recognition Revenue is recognized when control of a good or service promised in a contract (i.e., performance obligation) is transferred to a customer. Control is obtained when a customer has the ability to direct the use of and obtain substantially all of the remaining benefits from that good or service. Substantially all of the Company's revenue is derived from product sales. Revenue is recognized at a point in time based on the Company’s evaluation of when the customer obtains control of the products, and all performance obligations under the terms of the contract are satisfied. Sales of products typically do not include more than one performance obligation. A portion of the Company’s products are sold through distributors. Distributors stock inventory and sell the Company’s products to their own customer base, which may include: value added resellers; manufacturers who incorporate the Company’s products into their own manufactured goods; or ultimate end users of the Company’s products. The Company recognizes revenue upon shipment of its products to its distributors. Master supply or distributor agreements are in place with some of the Company's customers and contain terms and conditions including, but not limited to, payment, delivery, incentives and warranty. These agreements sometimes require minimum purchase commitments and/or involve potential penalties to the Company if a defined supply schedule is not met. If a master supply, distributor or other similar agreement is not in place with a customer, the Company considers a purchase order, which is governed by the Company’s standard terms and conditions, to be the contract governing the relationship with that customer. Pricing terms are negotiated independently on a stand-alone basis. Revenue is measured based on the amount of net consideration to which the Company expects to be entitled to receive in exchange for products or services. Variable consideration is recognized as a reduction of net revenue with a corresponding reserve at the time of revenue recognition, and consists primarily of sales incentives, volume discounts, price concessions and return allowances. Variable consideration is estimated based on contractual terms, historical analysis of customer purchase volumes, or historical analysis using specific data for the type of consideration being assessed. 81 Table of Contents Some of the Company’s distributors are provided limited rights that allow them to return a portion of inventory (product exchange rights or stock rotation rights) and receive credits for changes in selling prices (price protection rights) or customer pricing arrangements under the Company’s “ship and debit” program or other targeted sales incentives. These estimates are calculated based upon historical experience, product shipment analysis, current economic conditions, on-hand inventory at the distributor, and customer contractual arrangements. The Company believes that it can reasonably and reliably estimate the allowance for distributor credits at the time of sale. Accordingly, estimates for these rights are recognized at the time of sale as a distributor reserve and a reduction of product revenue. Under the ship and debit program, products are sold to distributors at negotiated prices and the distributors are required to pay for the products purchased within the Company’s standard commercial terms. Subsequent to the initial product purchase, a distributor may request a price allowance for a particular part number(s) for certain target customers, prior to the distributor reselling the particular part to that customer. If the Company approves an allowance and the distributor resells the product to the target customer, the Company credits the distributor according to the allowance the Company approved. These credits are applied against the reserve that the Company establishes upon initial shipment of product to the distributor. From time to time, the Company may enter into licensing arrangements related to its intellectual property. Revenue from licensing arrangements is recognized when earned and estimable. The timing of revenue recognition is dependent on the terms of each license agreement. Generally, the Company will recognize non-refundable upfront licensing fees related to patent licenses immediately upon receipt of the funds if the Company has no significant future obligations to perform under the arrangement. However, the Company will defer recognition for licensing fees when the Company has significant future performance requirements, the fee is not fixed (such as royalties earned as a percentage of future revenue), or the fees are otherwise contingent. Leases At lease inception, the Company determines an arrangement is a lease if the contract involves the use of a distinct identified asset, the lessor does not have substantive substitution rights, and the lessee obtains control of the asset throughout the period by obtaining substantially all of the economic benefit of the asset and the right to direct the use of the asset. Depending on the terms, leases are classified as either operating or finance leases, if the Company is the lessee, or as operating, sales-type or direct financing leases, if the Company is the lessor. The Company does not have any sales-type or direct financing leases. Lease agreements frequently include other services such as maintenance, electricity, security, janitorial and reception services. The Company accounts for the lease and non-lease components in its arrangements as a single lease component. Accounting for Leases as a Lessee Right-of-use ("ROU") assets represent the Company's right to use an underlying asset during the lease term and lease liabilities represent the Company's obligation to make lease payments arising from the lease. Assets and liabilities are recognized based on the present value of lease payments over the lease term. Most leases include one or more options to renew, with renewal terms that can extend the lease term from one to five years or more. The exercise of the renewal option is at the Company's sole discretion and the Company considers these options in determining the lease term used to establish its ROU assets and lease liabilities. The Company remeasures its lease liability and adjusts the related ROU asset upon the occurrence of the following: lease modifications not accounted for as a separate contract; a triggering event that changes the certainty of the lessee exercising an option to renew or terminate the lease, or purchase the underlying asset; a change to the amount probable of being owed by the Company under a residual value guarantee; or the resolution of a contingency upon which the variable lease payments are based such that those payments become fixed. Because most of the Company's leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of lease payments. The Company uses the implicit rate when readily determinable. Operating lease expense is generally recognized on a straight-line basis over the lease term. Finance lease assets are generally amortized over the term of the lease. If the finance lease transfers ownership of the underlying asset to the Company, or the Company is reasonably certain it will exercise an option to purchase the underlying asset, the finance lease assets are amortized on a straight-line basis over the useful life of the asset. Interest expense on the finance lease liability is recognized using the effective interest rate method and is presented within interest expense on the Company’s consolidated statements of operations. Operating leases with a lease term of 12 months or less are not recorded on the balance sheet. The Company recognizes lease expense for these leases on a straight-line basis over the lease term. Variable lease payment amounts that cannot be determined at the commencement of the lease, such as increases in lease payments based on changes in index rates, are not included in the ROU assets or liabilities. These variable lease payments are expensed as incurred. 82 Table of Contents Accounting for Leases as a Lessor Lease income is recognized on a straight-line basis over the lease term. Variable lease payments, if any, are recognized as income in the period received. The underlying asset in an operating lease is carried at depreciated cost and is included in property and equipment, net. Gain on Sale of Disposal of Property During fiscal 2025, the Company recognized a gain of $ 20.0 million primarily from the sale of two properties including buildings, building improvements and land of a 283,000 square foot idle property located in Farmer's Branch, Texas and the Company's 179,000 square foot property located in Research Triangle Park, North Carolina. Please refer to Note 3 - "Discontinued Operations" for more information regarding the sale of the RTP Fab (as defined below). Restructuring and Other Expenses The following table summarizes the components of Restructuring and other operating expenses: Fiscal Years Ended (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 June 25, 2023 Pre-petition charges $ 55.8 $ — $ — Impairment losses on abandoned property and equipment 176.5 1.2 2.0 Legal settlements 17.0 — — Restructuring and other exit costs 134.9 — — Project, transformation and transaction costs 29.5 18.3 7.4 Executive severance costs 1.4 — 3.4 Other 2.5 1.1 1.7 Restructuring and other expenses $ 417.6 $ 20.6 $ 14.5 Pre-Petition Charges Pre-petition charges recognized during fiscal 2025 consist primarily of professional fees related to, but incurred prior to, the filing of the Chapter 11 Cases. Non-Operating Income, net The following table summarizes the components of non-operating income, net: Fiscal Years Ended (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 June 25, 2023 Interest income ($ 67.6 ) ($ 135.0 ) ($ 58.2 ) Loss (gain) on legal proceedings (1) — — ( 50.3 ) Unrealized gain on equity investment ( 22.6 ) ( 18.5 ) — Loss on customs matter (2) — 7.7 — Loss on Wafer Supply Agreement 9.2 25.3 13.6 Write-off of deferred financing costs 54.7 — — Other expense, net 0.8 1.4 0.3 Non-operating income, net ($ 25.5 ) ($ 119.1 ) ($ 94.6 ) 83 Table of Contents (1) In fiscal 2023, the Company received an arbitration award in relation to a former customer failing to fulfill contractual obligations to purchase a certain amount of product over a period of time. The arbitration award is recognized as non-operating income, net of legal fees incurred. (2) In fiscal 2024, the Company recognized customs duties totaling approximately $ 7.7 million for alleged undervaluation of duties related to transactions by the Company's former Lighting Products business unit from 2012 to 2017. Advertising The Company expenses the costs of producing advertisements at the time production occurs and expenses the cost of communicating the advertising in the period in which the advertising is used. Advertising costs are included in sales, general and administrative expenses in the consolidated statements of operations and amounted to approximately $ 11.6 million, $ 13.8 million, and $ 11.5 million for the years ended June 29, 2025, June 30, 2024 and June 25, 2023, respectively. Retirement Savings Plan The Company sponsors one employee benefit plan (the "401(k) Plan") pursuant to Section 401(k) of the Internal Revenue Code. All United States employees are eligible to participate under the 401(k) Plan on the first day of a new fiscal month after the date of hire. Under the 401(k) Plan, there is no fixed dollar amount of retirement benefits; rather, the Company matches a defined percentage of employee deferrals, and employees vest in these matching funds over time. Employees choose their investment elections from a list of available investment options. During the fiscal years ended June 29, 2025, June 30, 2024 and June 25, 2023, the Company contributed approximately $ 12.1 million, $ 13.3 million and $ 10.5 million to the 401(k) Plan, respectively. The Pension Benefit Guaranty Corporation does not insure the 401(k) Plan. Research and Development Research and development expenses consist primarily of employee salaries and related compensation costs, occupancy costs, consulting costs and the cost of development equipment and supplies. Research and development activities are expensed when incurred. Earnings (Loss) Per Share Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average shares of common stock outstanding. Diluted earnings per share is determined in the same manner as basic earnings per share except that the number of shares is increased to assume exercise of potentially dilutive stock options, nonvested restricted stock, contingently issuable shares using the treasury stock method and the potential issuance of shares in connection with the Company's convertible notes using the if-converted method, unless the effect of such increases would be anti-dilutive. Stock-Based Compensation The Company accounts for its employee stock-based compensation plans using the fair value method. The fair value method requires the Company to estimate the grant-date fair value of its stock-based awards and amortize this fair value to compensation expense over the requisite service period or vesting term. The Company’s stock-based awards can be either service-based or performance-based. Performance-based conditions may be tied to future financial and/or operating performance of the Company, external based market metrics or internal performance metrics. For service-based restricted stock units ("RSUs") and performance-based RSUs with internal metrics, the grant-date fair value is based upon the market price of the Company’s common stock on the date of the grant. For performance-based RSUs, the Company reassesses the probability of the achievement of the performance condition at each reporting period and adjusts the compensation expense for subsequent changes in the estimate or actual outcome. This fair value is then amortized to compensation expense over the requisite service period or vesting term. For performance-based awards with market conditions, the Company estimates the grant date fair value using the Monte Carlo valuation model and expenses the awards over the vesting period regardless of whether the market condition is ultimately satisfied. 84 Table of Contents The Company uses the Black-Scholes option-pricing model to estimate the fair value of the Company’s Employee Stock Purchase Plan ("ESPP") awards. The determination of the fair value of stock-based payment awards on the date of grant using an option-pricing model is affected by the Company’s stock price as well as assumptions regarding a number of complex and subjective variables. These variables include the expected stock price volatility over the term of the awards, the risk-free interest rate and expected dividends. Due to the inherent limitations of option-valuation models, future events that are unpredictable and the estimation process utilized in determining the valuation of the stock-based awards, the ultimate value realized by award holders may vary significantly from the amounts expensed in the Company’s financial statements. In April 2025, the Compensation Committee approved the termination of the ESPP, which was effective immediately. Stock-based compensation expense is recognized net of estimated forfeitures such that expense is recognized only for those stock-based awards that are expected to vest. A forfeiture rate is estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from initial estimates. See Note 12, "Stock-Based Compensation," for more information about the Company's stock-based compensation plans. Taxes The Company uses the asset and liability method to account for income taxes. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets are recognized for deductible temporary differences, along with net operating loss carryforwards and credit carryforwards, if it is more likely than not that the tax benefits will be realized. To the extent a deferred tax asset cannot be recognized under the preceding criteria, valuation allowances are established. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The transactions contemplated by the Chapter 11 Cases are expected to limit the Company's ability to utilize net operating loss carryforwards that have been generated before the Plan Effective Date. Taxes payable, which are not based on income, are accrued ratably over the period to which they apply. For example, payroll taxes are accrued each period end based upon the amount of payroll taxes that are owed as of that date; whereas taxes such as property taxes and franchise taxes are accrued over the fiscal year to which they apply if paid at the end of a period, or they are amortized ratably over the fiscal year if they are paid in advance. Foreign Currency Translation All of the Company's operations have a U.S. Dollar functional currency and therefore no foreign currency translation adjustments are recognized in other comprehensive loss in the consolidated statements of comprehensive loss. The Company and its subsidiaries transact business in currencies other than the U.S. Dollar and as such, the Company experiences varying amounts of foreign currency exchange gains and losses. Accumulated Other Comprehensive Loss net of taxes Accumulated other comprehensive loss, net of taxes, consisted of $ 3.8 million and $ 11.6 million of net unrealized losses on available-for-sale securities as of June 29, 2025 and June 30, 2024, respectively. Amounts for both periods include a $ 2.4 million loss related to tax on unrealized loss on available-for-sale securities. Supplemental Cash Flow Information Cash paid for interest, net of capitalized interest, was $ 130.3 million, $ 213.5 million, and $ 28.7 million for the fiscal years ended June 29, 2025, June 30, 2024 and June 25, 2023, respectively. Cash (received) paid for taxes, net of refunds received, was $ 0.8 million, $ 9.8 million and $ 2.9 million for the fiscal years ended June 29, 2025, June 30, 2024 and June 25, 2023, respectively. 85 Table of Contents Statements of Cash Flows - non-cash activities Fiscal Years Ended June 29, 2025 June 30, 2024 June 25, 2023 Lease asset and liability additions $ 35.2 $ 5.6 $ 63.8 Lease asset and liability modifications, net 3.2 4.4 0.4 Lease impairment ( 4.8 ) — — Receivables for property, plant and equipment related insurance proceeds — 2.2 — Proceeds from sale of business received in common stock — 60.8 — Decrease in property, plant and equipment from investment tax credit receivables 303.3 474.4 167.4 Receivable in connection with short-term investment maturities — 25.0 — Decrease in property, plant and equipment from long-term incentive related receivables — 114.3 114.0 Accrued property and equipment as of the fiscal year end date 124.7 366.0 328.4 Recently Adopted Accounting Pronouncements In December 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting (Topic 280): Improvements to Segment Reporting Disclosures, to update reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses and information used to assess segment performance. In addition, this amendment will require annual disclosures to be provided on an interim basis. These disclosures are also required for entities with a single reportable segment. The amendments require retrospective application to all periods presented. The amendments are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. We adopted the new standard for the fiscal year ended June 29, 2025. Recently Issued Accounting Pronouncements Pending Adoption In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Tax Disclosures, which requires disaggregated information about an entity's income tax rate reconciliation as well as information regarding cash taxes paid both in the United States and foreign jurisdictions. The amendments should be applied prospectively, with retrospective application permitted. The amendments are effective for annual periods beginning after December 15, 2024 with early adoption permitted. The Company is currently evaluating the impacts of adopting this guidance on its financial statement disclosures. In November 2024, the FASB issued ASU 2024-03, Income Statement (Topic 220): Disaggregation of Income Statement Expenses, to require additional disclosures of certain amounts included in the expense captions presented on the Statement of Operations as well as disclosures about selling expenses. In January 2025, the FASB issued ASU 2025-01 to clarify the effective date of ASU 2024-03. The ASU is effective on a prospective basis, with the option for retrospective application, for annual periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027, and early adoption is permitted. The Company is currently evaluating the impacts of adopting this guidance on its financial statement disclosures. Note 3 – Discontinued Operations RF Business Divestiture On December 2, 2023 (the RF Closing), the Company completed the sale of its RF product line (the "RF Business") to MACOM Technology Solutions Holdings, Inc. ("MACOM") pursuant to the terms of the Asset Purchase Agreement (the RF Purchase Agreement) dated August 22, 2023. Pursuant to the RF Purchase Agreement, the Company received approximately $ 75 million in cash and 711,528 shares of MACOM common stock (the "MACOM Shares"). 86 Table of Contents In connection with the divestiture of the RF Business (the "RF Business Divestiture"), MACOM assumed operational control of the Company’s 100mm GaN wafer fabrication facility in Research Triangle Park, North Carolina (the "RTP Fab") following the end of fiscal 2025. The transfer of control of the RTP Fab (the "RTP Fab Transfer") was originally delayed to a future date to accommodate the Company’s relocation of certain production equipment currently located in the RTP Fab to its fabrication facility in Durham, North Carolina. Prior to the RTP Fab Transfer, the MACOM Shares were subject to restrictions on transfer and a risk of forfeiture of one-quarter of the MACOM Shares if the RTP Fab Transfer did not occur by the fourth anniversary of the RF Closing. Please refer to Note 17 - "Subsequent Events" for more information on the RTP Fab Transfer. The Company and MACOM also entered into certain ancillary and related agreements, including (i) an Intellectual Property Assignment and License Agreement, which assigned to MACOM certain intellectual property owned by the Company and its affiliates and licensed to MACOM certain additional intellectual property owned by the Company, (ii) a Transition Services Agreement, pursuant to which the Company provides MACOM certain limited transition services following the RF Closing, (iii) a Master Supply Agreement, pursuant to which the Company continued to operate the RTP Fab and supply MACOM with Epi wafers and fabrication services (the "RF Master Supply Agreement") through the date the RTP Fab Transfer is completed (the "RTP Fab Transfer Date"), (iv) a Long-Term Epi Supply Agreement (the "Long-Term Epi Supply Agreement"), pursuant to which MACOM will purchase Epi wafers from the Company from the RTP Fab Transfer Date until the fifth anniversary of the RTP Fab Transfer Date, and (v) an Epi Research and Development Agreement, pursuant to which the Company will provide MACOM certain research and development activities and other technical manufacturing support services related to the RF Business during the period between the RF Closing and expiration of the Long-Term Epi Supply Agreement. In connection with the sale of the property and building of the RTP Fab, an affiliate of MACOM entered into a Lease Agreement with the purchaser of the RTP Fab property and the Company entered into a Sublease Agreement, with the MACOM lessee, under which the Company leased the premises of the RTP Fab until the RTP Fab Transfer Date (except for the portion covered by the real estate license agreement entered into in connection with the RF Business Divestiture, which MACOM retained). Because the RF Business Divestiture represented a strategic shift that had and will continue to have a major effect on the Company’s operations and financial results, the Company classified the results of the RF Business as discontinued operations in the Company’s consolidated statements of operations for fiscal 2024 and 2023. The Company ceased recording depreciation and amortization of long-lived assets that conveyed in the RF Purchase Agreement upon classification as discontinued operations in August 2023. The following table presents the financial results of the RF Business as loss from discontinued operations, net of income taxes in the Company's consolidated statements of operations: Fiscal Year Ended (in millions of U.S. Dollars) June 30, 2024 June 25, 2023 Revenue, net $ 59.6 $ 163.4 Cost of revenue, net 68.7 126.8 Gross (loss) profit ( 9.1 ) 36.6 Operating expenses: Research and development 30.5 59.7 Sales, general and administrative 13.9 21.0 Amortization of intangibles 1.5 9.2 Loss on disposal of assets 0.3 — Other operating expense 24.3 15.5 Operating loss ( 79.6 ) ( 68.8 ) Non-operating expense — ( 0.1 ) Loss before income taxes and loss on sale ( 79.6 ) ( 68.7 ) Loss on sale 204.0 — Loss before income taxes ( 283.6 ) ( 68.7 ) Income tax expense 7.0 0.7 Net loss ($ 290.6 ) ($ 69.4 ) During fiscal 2024, the Company recorded a total loss on sale of $ 204.0 million, which was net against the impairments and excess loss liability on assets held for sale. The total cost of selling the RF Business was $ 25.4 million, of which $ 12.2 million was recognized in fiscal 2024. At the inception of the RF Master Supply Agreement, the Company recorded a supply agreement liability of $ 95.0 million, of which $ 25.4 million and $ 67.0 million was outstanding as of June 29, 2025 and June 30, 2024, respectively. The supply agreement liability is recognized in other current liabilities on the consolidated balance sheet as of June 29, 2025 and in other 87 Table of Contents current liabilities and other long-term liabilities on the consolidated balance sheet as of June 30,2024. A receivable of $ 5.3 million and $ 4.6 million in connection with the RF Master Supply Agreement is included in other current assets on the consolidated balance sheet as of June 29, 2025 and June 30, 2024, respectively. Additionally, the Company recorded a supply agreement liability of $ 58.0 million for the Long-Term Epi Supply Agreement, which is recognized in other current liabilities and other long-term liabilities on the consolidated balance sheet as of June 29, 2025 and in other long-term liabilities on the consolidated balance sheet as of June 30, 2024. The Company recorded a liability of $ 38.0 million for the future transfer of assets in connection with the RTP Fab Transfer, which is recognized in other current liabilities on the consolidated balance sheet as of June 29, 2025 and in other long-term liabilities on the consolidated balance sheet as of June 30, 2024. LED Business Divestiture On March 1, 2021, the Company completed the sale of certain assets and subsidiaries comprising its former LED Products segment to SMART Global Holdings, Inc. ("SGH") and its wholly owned subsidiary CreeLED, Inc. ("CreeLED", and collectively with SGH, "SMART") (the "LED Business Divestiture") pursuant to the terms of the Asset Purchase Agreement (the "LED Purchase Agreement"), dated October 18, 2020, as amended. In connection with the closing of the LED Business Divestiture, the Company and CreeLED also entered into certain ancillary and related agreements, including a Wafer Supply and Fabrication Services Agreement (the "Wafer Supply Agreement"), pursuant to which the Company supplied CreeLED with certain silicon carbide materials and fabrication services. The Company terminated the Wafer Supply Agreement effective as of September 30, 2024. In the fourth quarter of fiscal 2022, the Company received an unsecured promissory note from CreeLED as additional consideration to satisfy the earnout obligations pursuant to the LED Purchase Agreement (the "Earnout Note") with a principal amount of $ 101.8 million. As a result, the Company recorded a net gain of $ 94.2 million within discontinued operations, net in the consolidated statements of operations for fiscal year ended June 26, 2022. The gain recorded is net of $ 3.9 million in taxes and $ 1.2 million in transaction fees. Additionally, the amount is less a previously recorded gain of $ 2.5 million, which was recorded in fiscal 2021 as part of the total loss on sale to account for the minimum amount of the Earnout Note. In the first quarter of fiscal 2023, the Company received an early payment for the Earnout Note for the full principal amount of $ 101.8 million and the Company agreed to forgo payment by CreeLED of the outstanding accrued interest as of the payment date. For the fiscal year ended June 25, 2023, the Company recognized $ 2.4 million in administrative fees related to the real estate license agreement entered into in connection with the LED Business Divestiture (the "LED RELA"). Fees related to the LED RELA were recorded as lease income. See Note 5, "Leases" below for additional information. For the fiscal year ended June 25, 2023, the Company recognized $ 6.0 million in administrative fees related to the transition services agreement entered into in connection with the LED Business Divestiture (the "LED TSA"). Fees related to the LED TSA were recorded as a reduction in expense within the line item in the consolidated statements of operations in which costs were incurred. At the inception of the Wafer Supply Agreement, the Company recorded a supply agreement liability of $ 31.0 million, none of which was outstanding as of June 29, 2025 and June 30, 2024. The Company recognized a net loss of $ 9.2 million, $ 25.3 million and $ 13.6 million in non-operating income, net for the fiscal years ended June 29, 2025, June 30, 2024 and June 25, 2023, respectively, related to the Wafer Supply Agreement. There was no receivable included in the consolidated balance sheets as of June 29, 2025. A receivable of $ 0.6 million was included in other assets in the consolidated balance sheets as of June 30, 2024. In the fourth quarter of fiscal 2024, the Company entered into an amendment to the Wafer Supply Agreement to terminate the agreement as of September 30, 2024. Note 4 – Revenue Recognition Contract liabilities and distributor-related reserves were $ 65.6 million and $ 88.0 million as of June 29, 2025 and June 30, 2024, respectively. The decrease was primarily due to a decrease in customer reserve deposits and ship and debit reserves. Contract liabilities and distributor-related reserves are recorded within contract liabilities and distributor-related reserves and other long-term liabilities on the consolidated balance sheets. 88 Table of Contents Practical Expedients and Exemptions The Company does not disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less. Incidental contract costs that are not material in context of the delivery of products are expensed as incurred. Sales commissions are expensed when the amortization period is less than one year. Contract assets, such as costs to obtain or fulfill contracts, are an insignificant component of the Company’s revenue recognition process. The majority of the Company’s fulfillment costs as a manufacturer consist of inventory, fixed assets, and intangible assets, all of which are accounted for under the respective guidance for those asset types. The Company’s accounts receivable balance represents the Company’s unconditional right to receive consideration from its customers with contracts. Payments are typically due within 30 days of the completion of the performance obligation and invoicing and therefore do not contain significant financing components. Sales tax, value-added tax, and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue, and shipping and handling costs are treated as fulfillment activities and are included in cost of revenue in the Company’s consolidated statements of operations. For the fiscal year ended June 29, 2025, the Company recognized $ 1.2 million in revenue from our contract liability balances and for the fiscal year ended June 30, 2024, the Company did no t recognize any material revenue from contract liability balances. Product Line Revenue The Company sells products from within two product lines: Power Products and Materials Products. Revenue from these two product lines is as follows: Fiscal Years Ended (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 June 25, 2023 Power Products $ 414.0 $ 415.6 $ 409.2 Materials Products 343.6 391.6 349.3 Total $ 757.6 $ 807.2 $ 758.5 Geographic Information The Company conducts business in several geographic areas. Revenue is attributed to a particular geographic region based on the shipping address for the products. Disaggregated revenue from external customers by geographic area is as follows: For the Years Ended June 29, 2025 June 30, 2024 June 25, 2023 (in millions of U.S. Dollars) Revenue % Revenue % Revenue % Europe $ 151.3 20.0 % $ 295.2 36.6 % $ 271.9 35.8 % United States 135.5 17.9 % 115.0 14.2 % 137.0 18.1 % Asia Pacific (1) 104.2 13.8 % 72.6 9.0 % 48.2 6.4 % Singapore 104.1 13.7 % 101.6 12.6 % 81.7 10.7 % Hong Kong 99.0 13.1 % 116.4 14.4 % 159.1 21.0 % Japan 91.1 12.0 % 63.2 7.8 % 34.3 4.5 % China 70.2 9.3 % 41.5 5.1 % 23.3 3.1 % Other 2.2 0.3 % 1.7 0.3 % 3.0 0.4 % Total $ 757.6 $ 807.2 $ 758.5 (1) Excluding China, Hong Kong, Japan and Singapore. 89 Table of Contents Note 5 – Leases The Company primarily leases manufacturing and office spaces and bulk gas equipment. Lease agreements frequently include renewal provisions and require the Company to pay real estate taxes, insurance and maintenance costs. Variable costs include lease payments that are volume or usage-driven in accordance with the use of the underlying asset, as well as non-lease components incurred with respect to actual terms rather than contractually fixed amounts. For details on the Company's lease policies, see the significant accounting policy disclosures in Note 2, “Basis of Presentation and Summary of Significant Accounting Policies." The Company's finance lease obligations primarily relate to contract manufacturing space in Malaysia and a 49 -year ground lease on the Company's silicon carbide device fabrication facility in New York. Balance Sheet Lease assets and liabilities and the corresponding balance sheet classifications are as follows (in millions of U.S. Dollars): Operating Leases: June 29, 2025 June 30, 2024 Right-of-use assets (1) $ 123.1 $ 99.2 Current lease liability (2) 9.9 6.9 Non-current lease liability (3) 139.5 114.0 Total operating lease liabilities $ 149.4 $ 120.9 Finance Leases: Finance lease assets (4) $ 8.3 $ 9.1 Current portion of finance lease liabilities 0.5 0.5 Finance lease liabilities, less current portion 8.4 8.9 Total finance lease liabilities $ 8.9 $ 9.4 (1) Within other assets on the consolidated balance sheets. (2) Within other current liabilities on the consolidated balance sheets. (3) Within other long-term liabilities on the consolidated balance sheets. (4) Within property and equipment, net on the consolidated balance sheets. 90 Table of Contents Statement of Operations Fiscal Years Ended (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 June 25, 2023 Operating lease expense $ 16.7 $ 13.9 $ 9.3 Finance lease amortization 0.8 0.8 0.8 Interest expense for finance leases was immaterial for all periods presented. Cash Flows Cash flow information consisted of the following (1) : Fiscal Years Ended (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 June 25, 2023 Cash (used in) provided by operating activities: Cash paid for operating leases ($ 15.5 ) ($ 12.6 ) ($ 5.1 ) Cash received for tenant allowance on operating leases 1.8 0.4 17.8 Cash paid for interest portion of financing leases ( 0.2 ) ( 0.3 ) ( 0.3 ) Cash used in financing activities: Cash paid for principal portion of finance leases ( 0.5 ) ( 0.4 ) ( 0.5 ) (1) See "Statements of Cash Flows - non-cash activities" in Note 2, "Basis of Presentation and Summary of Significant Accounting Policies," for non-cash activities related to leases. Lease Liability Maturities Maturities of operating and finance lease liabilities as of June 29, 2025 were as follows (in millions of U.S. Dollars): Fiscal Year Ending Operating Leases Finance Leases Total June 28, 2026 $ 16.5 $ 0.8 $ 17.3 June 27, 2027 16.4 0.5 16.9 June 25, 2028 16.2 0.2 16.4 June 24, 2029 16.3 0.2 16.5 June 30, 2030 15.8 0.2 16.0 Thereafter 118.5 13.6 132.1 Total lease payments 199.7 15.5 215.2 Future tenant improvement allowances — — — Imputed lease interest ( 50.3 ) ( 6.6 ) ( 56.9 ) Total lease liabilities $ 149.4 $ 8.9 $ 158.3 Supplemental Disclosures Operating Leases Finance Leases Weighted average remaining lease term (in months) (1) 151 484 Weighted average discount rate (2) 4.67 % 2.65 % (1) Weighted average remaining lease term of finance leases without the 49 -year ground lease is 17 months. (2) Weighted average discount rate of finance leases without the 49 -year ground lease is 3.87 %. 91 Table of Contents As of June 29, 2025, the Company has entered into an agreement containing operating leases for bulk gas equipment. This arrangement contains approximately $ 35.0 million of additional ROU liability obligations that have not yet commenced. The Company expects these operating leases will commence in future periods with initial lease terms of 15 years. Lease Income On March 1, 2021 and in connection with the LED Business Divestiture, the Company entered into the LED RELA pursuant to which the Company leased to CreeLED approximately 58,000 square feet of the Company’s property and certain facilities in Durham, North Carolina for a total of $ 3.6 million per year. The lease term was 24 months and expired on February 26, 2023. In addition, the Company leases space to a third party at one of its owned facilities. The Company recognized lease income of $ 0.7 million, $ 1.0 million and $ 2.5 million for the fiscal years ended June 29, 2025, June 30, 2024 and June 25, 2023, respectively. The Company did no t recognize any variable lease income for the fiscal years ended June 29, 2025, June 30, 2024 and June 25, 2023. Lease Impairment For the fiscal year ended June 29, 2025, the Company recorded $ 4.8 million of non-cash impairment charges for the abandonment of ROU assets as a result of the ongoing factory consolidation and optimization initiatives. The impairment of the ROU assets is included in "restructuring and other expenses" within the accompanying consolidated statement of operations. Refer to Note 16 - "Restructuring" for additional details. Note 6 – Investments Investments consist of municipal bonds, corporate bonds, U.S. agency securities, commercial paper and certificates of deposit. All short-term investments are classified as available-for-sale. Other long-term investments consist of the MACOM Shares. Short-term investments as of June 29, 2025 consist of the following: June 29, 2025 (in millions of U.S. Dollars) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Credit Loss Allowance Estimated Fair Value Corporate bonds $ 196.8 $ 0.3 ($ 1.5 ) $ — $ 195.6 U.S. treasury securities 192.0 0.1 — — 192.1 Municipal bonds 79.5 0.2 ( 0.5 ) — 79.2 Certificates of deposit 5.0 — — — 5.0 Commercial paper 16.3 — — — 16.3 Total short-term investments $ 489.6 $ 0.6 ($ 2.0 ) $ — $ 488.2 92 Table of Contents The following table presents the gross unrealized losses and estimated fair value of the Company’s short-term investments, aggregated by investment type and the length of time that individual securities have been in a continuous unrealized loss position: June 29, 2025 Less than 12 Months Greater than 12 Months Total (in millions of U.S. Dollars) Fair Value Unrealized Loss Fair Value Unrealized Loss Fair Value Unrealized Loss Corporate bonds $ 28.7 $ — $ 65.2 ($ 1.5 ) $ 93.9 ($ 1.5 ) U.S. treasury securities 90.6 — — — 90.6 — Municipal bonds 6.2 — 41.3 ( 0.5 ) 47.5 ( 0.5 ) Total $ 125.5 $ — $ 106.5 ($ 2.0 ) $ 232.0 ($ 2.0 ) Number of securities with an unrealized loss 54 25 79 Short-term investments as of June 30, 2024 consist of the following: June 30, 2024 (in millions of U.S. Dollars) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Credit Loss Allowance Estimated Fair Value U.S. treasury securities $ 553.3 $ — $ ( 0.6 ) $ — $ 552.7 Corporate bonds 423.5 0.2 ( 6.7 ) — 417.0 Municipal bonds 102.8 — ( 2.0 ) — 100.8 Certificates of deposit 31.5 — — — 31.5 Commercial paper 16.7 — — — 16.7 U.S. agency securities 10.0 — — — 10.0 Total short-term investments $ 1,137.8 $ 0.2 $ ( 9.3 ) $ — $ 1,128.7 The following table presents the gross unrealized losses and estimated fair value of the Company’s short-term investments, aggregated by investment type and the length of time that individual securities have been in a continuous unrealized loss position: 93 Table of Contents June 30, 2024 Less than 12 Months Greater than 12 Months Total (in millions of U.S. Dollars) Fair Value Unrealized Loss Fair Value Unrealized Loss Fair Value Unrealized Loss Corporate bonds $ 135.2 ($ 0.2 ) $ 183.4 ($ 6.5 ) $ 318.6 ($ 6.7 ) Municipal bonds 9.0 — 74.3 ( 2.0 ) 83.3 ( 2.0 ) U.S. treasury securities 507.4 ( 0.4 ) 35.9 ( 0.2 ) 543.3 ( 0.6 ) U.S. agency securities 14.9 — 10.0 — 24.9 — Total $ 666.5 ($ 0.6 ) $ 303.6 ($ 8.7 ) $ 970.1 ($ 9.3 ) Number of securities with an unrealized loss 141 66 207 Additionally, the Company held 3 cash equivalent securities with an aggregate fair value of $ 19.8 million in unrealized loss positions as of June 29, 2025. The aggregate unrealized loss was less than $ 0.1 million. The Company does not include accrued interest in estimated fair values of short-term investments and does not record an allowance for credit losses on receivables related to accrued interest. Accrued interest receivable was $ 5.4 million and $ 11.6 million as of June 29, 2025 and June 30, 2024, respectively, and is recorded in other current assets on the consolidated balance sheets. When necessary, write-offs of noncollectible interest income are recorded as a reversal to interest income. There were no write-offs of noncollectible interest income for the years ended June 29, 2025 and June 30, 2024. The Company evaluates its investments for expected credit losses. The Company believes it is able to and intends to hold each of the investments held with an unrealized loss as of June 29, 2025 until the investments fully recover in market value. No allowance for credit losses was recorded as of June 29, 2025 and June 30, 2024. The contractual maturities of short-term investments at June 29, 2025 were as follows: (in millions of U.S. Dollars) Within One Year After One, Within Five Years After Five, Within Ten Years After Ten Years Total Corporate bonds $ 137.0 $ 58.6 $ — $ — $ 195.6 U.S. treasury securities 176.4 15.7 — — 192.1 Municipal bonds 53.0 23.8 — 2.4 79.2 Certificates of deposit 5.0 — — — 5.0 Commercial paper 16.3 — — — 16.3 Total short-term investments $ 387.7 $ 98.1 $ — $ 2.4 $ 488.2 94 Table of Contents Note 7 – Fair Value of Financial Instruments Under U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the exit price) in an orderly transaction between market participants at the measurement date. In determining fair value, the Company uses various valuation approaches, including quoted market prices and discounted cash flows. U.S. GAAP also establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are obtained from independent sources and can be validated by a third party, whereas unobservable inputs reflect assumptions regarding what a third party would use in pricing an asset or liability. The fair value hierarchy is categorized into three levels based on the reliability of inputs as follows: • Level 1 - Valuations based on quoted prices in active markets for identical instruments that the Company is able to access. Because valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these products does not entail a significant degree of judgment. • Level 2 - Valuations based on quoted prices in active markets for instruments that are similar or quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. • Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement. The Company did not have any financial assets requiring the use of Level 3 inputs as of June 29, 2025. There were no transfers between Level 1 and Level 2 during the fiscal year ended June 29, 2025. Financial instruments carried at fair value were as follows: June 29, 2025 June 30, 2024 (in millions of U.S. Dollars) Level 1 Level 2 Total Level 1 Level 2 Total Assets: Cash equivalents: Money market funds $ 61.8 $ — $ 61.8 $ 87.3 $ — $ 87.3 Corporate bonds — 1.2 1.2 — — — U.S. treasury securities 32.5 — 32.5 10.0 — 10.0 Commercial paper — 12.0 12.0 — — — Total cash equivalents 94.3 13.2 107.5 97.3 — 97.3 Short-term investments: Corporate bonds — 195.6 195.6 — 417.0 417.0 U.S. treasury securities 192.1 — 192.1 552.7 — 552.7 Municipal bonds — 79.2 79.2 — 100.8 100.8 Certificates of deposit — 5.0 5.0 — 31.5 31.5 U.S. agency securities — — — — 10.0 10.0 Commercial paper — 16.3 16.3 — 16.7 16.7 Total short-term investments 192.1 296.1 488.2 552.7 576.0 1,128.7 Other current assets: MACOM Shares 102.0 — 102.0 — — — Total current assets 102.0 — 102.0 — — — Other long-term investments: MACOM Shares — — — 79.3 — 79.3 Total other long-term investments — — — 79.3 — 79.3 Total assets $ 388.4 $ 309.3 $ 697.7 $ 729.3 $ 576.0 $ 1,305.3 As of June 29, 2025, other current assets and as of June 30, 2024, other long-term investments consist of the MACOM Shares which the Company received as partial consideration in connection with the RF Business Divestiture. These shares are remeasured to fair value each period with changes in the fair value of the shares recognized in non-operating income, net. 95 Table of Contents Note 8 – Intangible Assets Intangible assets, net included the following: June 29, 2025 June 30, 2024 (in millions of U.S. Dollars) Gross Accumulated Amortization Net Gross Accumulated Amortization Net Intangible assets: Developed technology $ — $ — $ — $ 24.0 $ ( 22.8 ) $ 1.2 Acquisition related intangible assets — — — 24.0 ( 22.8 ) 1.2 Patent and licensing rights 50.5 ( 26.7 ) 23.8 49.8 ( 27.1 ) 22.7 Total intangible assets $ 50.5 ($ 26.7 ) $ 23.8 $ 73.8 ($ 49.9 ) $ 23.9 Total amortization of acquisition-related intangible assets was $ 1.2 million, $ 1.1 million and $ 1.7 million and total amortization of patents and licensing rights was $ 4.2 million, $ 4.4 million and $ 4.2 million for the years ended June 29, 2025, June 30, 2024 and June 25, 2023, respectively. The Company invested $ 5.3 million, $ 5.9 million and $ 4.9 million for the years ended June 29, 2025, June 30, 2024 and June 25, 2023, respectively, for patent and licensing rights. For the fiscal years ended June 29, 2025, June 30, 2024 and June 25, 2023, the Company recognized $ 0.0 million, $ 0.2 million and $ 0.1 million, respectively, in impairment charges related to its patent portfolio. Total future amortization expense of intangible assets is estimated to be as follows: (in millions of U.S. Dollars) Fiscal Year Ending Patents June 28, 2026 $ 3.4 June 27, 2027 2.7 June 25, 2028 2.3 June 24, 2029 2.1 June 30, 2030 1.9 Thereafter 11.4 Total future amortization expense $ 23.8 96 Table of Contents Note 9 – Debt June 29, 2025 (1) June 30, 2024 (2) (in millions of U.S. Dollars) Effective Interest Rate Principal Unamortized Discount Net Principal Unamortized Discount Net 1.75 % Convertible Notes 2.2 % $ 575.0 $ ( 2.0 ) $ 573.0 $ 575.0 $ ( 4.3 ) $ 570.7 0.25 % Convertible Notes 0.6 % 750.0 ( 7.9 ) 742.1 750.0 ( 10.9 ) 739.1 1.875 % Convertible Notes 2.1 % 1,750.0 ( 20.7 ) 1,729.3 1,750.0 ($ 24.9 ) 1,725.1 Senior Secured Notes 16.3 % 1,521.2 ( 52.3 ) 1,468.9 1,250.0 ($ 80.3 ) 1,169.7 CRD Agreement Deposits 6.8 % 2,062.0 ( 37.3 ) 2,024.7 2,000.0 ($ 43.5 ) 1,956.5 $ 6,658.2 ($ 120.2 ) $ 6,538.0 $ 6,325.0 ($ 163.9 ) $ 6,161.1 (1): Presented in "Current maturity on long-term borrowings" in the consolidated balance sheets. (2): Presented in "Long-term debt" and "Convertible notes, net" in the consolidated balance sheets. Recent Events As of June 29, 2025, the Company was in default under the 2029 Convertible Notes and the CRD Agreement, due to its previously announced decision to enter the 30 day grace period for the 2029 Convertible Note interest payment due June 2, 2025. On June 23, 2025, the Company announced its entry into the Restructuring Support Agreement and subsequent to the end of fiscal 2025, on June 30, 2025, Debtors filed the Chapter 11 Cases. Please refer to Note 2, "Basis of Presentation and Summary of Significant Accounting Policies", for more information regarding the terms of the Restructuring Support Agreement. If and when the Plan Effective Date occurs, except as otherwise set forth in the Plan, all notes, instruments, certificates, and other documents evidencing claims against, or interests in, the Debtors are expected to be canceled and/or updated to record such cancellation and the obligations of the Company thereunder or in any way related thereto will be deemed satisfied in full and discharged. As discussed herein, the Plan is not yet effective and the consummation of the Plan is subject to numerous conditions and there is no guarantee that the Plan will be consummated. As discussed in Note 2, "Basis of Presentation and Summary of Significant Accounting Policies", the filing of the Chapter 11 Cases constituted events of default under our outstanding Secured Notes, Convertible Notes and the CRD Agreement. As a result, the principal and interest due under the Company's outstanding Senior Secured Notes, Convertible Notes, and CRD Agreement became immediately due and payable. However, any efforts to enforce such payment obligations are automatically stayed as a result of the filing of the Chapter 11 Cases, and the creditors’ rights of enforcement are subject to the applicable provisions of the Bankruptcy Code. Based on the facts and circumstances described above, including the defaults related to the missed interest payment on the 2029 Notes that were in grace periods as of June 29, 2025, the signing of the Restructuring Support Agreement on June 23, 2025 and subsequent event of default upon filing of the Chapter 11 Cases per the terms of the Restructuring Support Agreement on June 30, 2025, these amounts have been presented as “Current maturity on long-term borrowings” in the Company's audited Consolidated Balance Sheet at June 29, 2025. The following sections describe the terms of the Company's outstanding debt obligations as of June 29, 2025, prior to the commencement of the Chapter 11 Cases. The capped call transactions further described below were terminated by the counterparties subsequent to the end of fiscal 2025, as the filing of the Chapter 11 Cases constituted an event of default. 2026 Convertible Notes On April 21, 2020, the Company sold $ 500.0 million aggregate principal amount of the 2026 Notes to qualified institutional buyers pursuant to Rule 144A under the Securities Act and an additional $ 75.0 million aggregate principal amount of the 2026 Notes pursuant to the exercise in full of the over-allotment options of the underwriters. The total net proceeds from the 2026 Notes offering was approximately $ 561.4 million. 97 Table of Contents The conversion rate will initially be 21.1346 shares of common stock per one thousand dollars in principal amount of 2026 Notes (equivalent to an initial conversion price of approximately $ 47.32 per share of common stock). The conversion rate will be subject to adjustment for some events but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date, or following the Company's issuance of a notice of redemption, the Company will increase the conversion rate for a holder who elects to convert its 2026 Notes in connection with such a corporate event, or who elects to convert any 2026 Notes called for redemption during the related redemption period in certain circumstances. The Company may redeem for cash all or any portion of the 2026 Notes, at its option, on a redemption date occurring on or after May 1, 2023 and on or before the 40 th scheduled trading day immediately before the maturity date, if the last reported sales price of its common stock has been at least 130 % of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides a notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption. The redemption price will be 100 % of the principal amount of the 2026 Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. If the Company undergoes certain fundamental changes related to the Company's common stock, holders may require the Company to repurchase for cash all or any portions of their 2026 Notes at a fundamental change repurchase price equal to 100 % of the principal amount of the 2026 Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. Holders may convert their 2026 Notes at their option at any time prior to the close of business on the business day immediately preceding November 3, 2025 only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending June 30, 2020 (and only during such calendar quarter), if the last reported sale price of the common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130 % of the conversion price on each applicable trading day; (2) during the five business day period after any ten consecutive trading day period in which the trading price per $1.0 thousand principal amount of 2026 Notes for each trading day of the measurement period was less than 98 % of the product of the last reported sale price of its common stock and the conversion rate on each such trading day; (3) if the Company calls such 2026 Notes for redemption, at any time prior to the close of business on the second business day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate events. On or after November 3, 2025 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert their 2026 Notes at any time, regardless of the foregoing circumstances. Upon conversion, the Company will pay or deliver cash, shares of its common stock, or a combination of cash and shares of its common stock, at the Company's election. 2028 Convertible Notes On February 3, 2022, the Company sold $ 650.0 million aggregate principal amount of the 2028 Notes to qualified institutional buyers pursuant to Rule 144A under the Securities Act and an additional $ 100.0 million aggregate principal amount of the 2028 Notes pursuant to the exercise in full of the over-allotment options of the underwriters. The total net proceeds from the 2028 Notes offering was approximately $ 732.3 million. The Company used approximately $ 108.2 million of the net proceeds from the 2028 Notes to fund the cost of entering into capped call transactions. The conversion rate will initially be 7.8602 shares of common stock per one thousand dollars in principal amount of 2028 Notes (equivalent to an initial conversion price of approximately $ 127.22 per share of common stock). The conversion rate will be subject to adjustment for some events but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date, or following the Company's issuance of a notice of redemption, the Company will increase the conversion rate for a holder who elects to convert its 2028 Notes in connection with such a corporate event, or who elects to convert any 2028 Notes called for redemption during the related redemption period in certain circumstances. The Company may not redeem the 2028 Notes prior to February 18, 2025. The Company may redeem for cash all or any portion of the 2028 Notes, at its option, on a redemption date occurring on or after February 18, 2025 and on or before the 40 th scheduled trading day immediately before the maturity date, if the last reported sales price of its common stock has been at least 130 % of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides a notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption. The redemption price will be 100 % of the principal amount of the 2028 Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. If the Company undergoes certain fundamental changes related to the Company's common stock, holders may require the Company to repurchase for cash all or any portions of their 2028 Notes at a fundamental change repurchase price equal to 100 % of the principal amount of the 2028 Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. 98 Table of Contents Holders may convert their 2028 Notes at their option at any time prior to the close of business on the business day immediately preceding August 16, 2027 only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending March 31, 2022 (and only during such calendar quarter), if the last reported sale price of the common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130 % of the conversion price on each applicable trading day; (2) during the five business day period after any ten consecutive trading day period in which the trading price per $1.0 thousand principal amount of 2028 Notes for each trading day of the measurement period was less than 98 % of the product of the last reported sale price of its common stock and the conversion rate on each such trading day; (3) if the Company calls such 2028 Notes for redemption, at any time prior to the close of business on the second business day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate events. On or after August 16, 2027 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert their 2028 Notes at any time, regardless of the foregoing circumstances. Upon conversion, the Company will pay or deliver cash, shares of its common stock, or a combination of cash and shares of its common stock, at the Company's election. Capped Call Transactions in relation to the 2028 Notes On January 31, 2022, in connection with the pricing of the 2028 Notes, the Company entered into privately negotiated capped call transactions with certain of the initial purchasers or affiliates thereof (the "2028 Notes Capped Call Counterparties"). In connection with the exercise by the initial purchasers of their option to purchase additional notes, the Company entered into additional privately negotiated capped call transactions (such transactions, collectively, the "2028 Notes Capped Call Transactions") with each of the 2028 Notes Capped Call Counterparties. The 2028 Notes Capped Call Transactions initially cover, subject to customary anti-dilution adjustments, the aggregate number of shares of the Company’s common stock that initially underlie the 2028 Notes. The 2028 Capped Call Transactions are expected generally to reduce the potential dilutive effect on the common stock upon any conversion of 2028 Notes and/or offset any potential cash payments the Company is required to make in excess of the principal amount of converted 2028 Notes, as the case may be, with such reduction and/or offset subject to a cap which initially is $ 212.04 per share, representing a premium of 125 % over the last reported sale price per share of the Company's common stock on January 31, 2022, subject to certain adjustments under the terms of the 2028 Notes Capped Call Transactions. The 2028 Notes Capped Call Transactions are separate transactions entered into by the Company with each of the 2028 Notes Capped Call Counterparties, are not part of the terms of the 2028 Notes, and do not affect any holder’s rights under the 2028 Notes. Holders of the 2028 Notes do not have any rights with respect to the 2028 Notes Capped Call Transactions. 2029 Convertible Notes On November 21, 2022, the Company sold $ 1,525.0 million aggregate principal amount of the 2029 Notes to qualified institutional buyers pursuant to Rule 144A under the Securities Act and an additional $ 225.0 million aggregate principal amount of the 2029 Notes pursuant to the exercise in full of the over-allotment options of the underwriters. The total net proceeds from the 2029 Notes offering was approximately $ 1,718.6 million. The Company used approximately $ 273.9 million of the net proceeds from the 2029 Notes to fund the cost of entering into capped call transactions described below. The conversion rate will initially be 8.4118 shares of common stock per one thousand dollars in principal amount of 2029 Notes (equivalent to an initial conversion price of approximately $ 118.88 per share of common stock). The conversion rate will be subject to adjustment for some events but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date, or following the Company's issuance of a notice of redemption, the Company will increase the conversion rate for a holder who elects to convert its 2029 Notes in connection with such a corporate event, or who elects to convert any 2029 Notes called for redemption during the related redemption period in certain circumstances. The Company may not redeem the 2029 Notes prior to December 4, 2026. The Company may redeem for cash all or any portion of the 2029 Notes, at its option, on a redemption date occurring on or after December 4, 2026 and on or before the 40 th scheduled trading day immediately before the maturity date, if the last reported sales price of its common stock has been at least 130 % of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides a notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption. The redemption price will be 100 % of the principal amount of the 2029 Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. If the Company undergoes certain fundamental changes related to the Company's common stock, holders may require the Company to repurchase for cash all or any portions of their 2029 Notes at a fundamental change repurchase price equal to 100 % of the principal amount of the 2029 Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. 99 Table of Contents Holders may convert their 2029 Notes at their option at any time prior to the close of business on the business day immediately preceding June 1, 2029 only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ended March 31, 2023 (and only during such calendar quarter), if the last reported sale price of the common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130 % of the conversion price on each applicable trading day; (2) during the five business day period after any ten consecutive trading day period in which the trading price per $1.0 thousand principal amount of 2029 Notes for each trading day of the measurement period was less than 98 % of the product of the last reported sale price of its common stock and the conversion rate on each such trading day; (3) if the Company calls such 2029 Notes for redemption, at any time prior to the close of business on the second business day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate events. On or after June 1, 2029 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert their 2029 Notes at any time, regardless of the foregoing circumstances. Upon conversion, the Company will pay or deliver cash, shares of its common stock, or a combination of cash and shares of its common stock, at the Company's election. Capped Call Transactions in relation to the 2029 Notes On November 16, 2022, in connection with the pricing of the 2029 Notes, the Company entered into privately negotiated capped call transactions with certain of the initial purchasers or their affiliates and another financial institution (the "2029 Notes Capped Call Counterparties"). In connection with the exercise by the initial purchasers of their option to purchase additional notes, the Company entered into additional privately negotiated capped call transactions (such transactions, collectively, the "2029 Notes Capped Call Transactions") with each of the 2029 Notes Capped Call Counterparties. The 2029 Notes Capped Call Transactions initially cover, subject to customary anti-dilution adjustments, the aggregate number of shares of the Company’s common stock that initially underlie the 2029 Notes. The 2029 Notes Capped Call Transactions are expected generally to reduce the potential dilutive effect on the common stock upon any conversion of 2029 Notes and/or offset any potential cash payments the Company is required to make in excess of the principal amount of converted 2029 Notes, as the case may be, with such reduction and/or offset subject to a cap which initially is $ 202.538 per share, representing a premium of 130 % over the last reported sale price per share of our common stock on November 16, 2022, subject to certain adjustments under the terms of the 2029 Notes Capped Call Transactions. The 2029 Notes Capped Call Transactions are separate transactions entered into by the Company with each of the 2029 Notes Capped Call Counterparties, are not part of the terms of the 2029 Notes, and do not affect any holder’s rights under the 2029 Notes. Holders of the 2029 Notes do not have any rights with respect to the 2029 Notes Capped Call Transactions. Accounting for the Convertible Notes In accounting for the initial issuance of the 2026 Notes and 2028 Notes, the Company separated such notes into liability and equity components. The carrying amount of the equity component representing the conversion option was $ 145.2 million and $ 185.6 million for the 2026 Notes and 2028 Notes, respectively. The amounts were determined by deducting the fair value of the liability component from the par value of each of the 2026 Notes and 2028 Notes. Upon adoption of ASU 2020-06 on June 27, 2022, as of the first day of fiscal 2023, the unamortized discounts on the 2026 Notes and 2028 Notes were eliminated and the liability and equity components relating to the debt issuance costs for the 2026 Notes and 2028 Notes are now presented as a single liability. Debt issuance costs for the 2026 Notes, 2028 Notes and 2029 Notes are amortized to interest expense over their respective terms at an effective annual interest rate of 2.2 %, 0.6 % and 2.1 % respectively. The last reported sale price of the Company's common stock was not greater than or equal to 130 % of the applicable conversion price for any of the Convertible Notes for at least 20 trading days in the 30 consecutive trading days ended on June 29, 2025. As a result, none of the Convertible Notes are convertible at the option of the holders through June 29, 2025. Senior Secured Notes Amended and Restated Indenture On June 23, 2023 (the "Issue Date"), the Company sold $ 1,250 million aggregate principal amount of the Senior Secured Notes. The total net proceeds from the Senior Secured Notes was approximately $ 1,149.3 million. The total net proceeds are net of debt issuance costs and an original issue discount of $ 50.0 million. 100 Table of Contents On October 11, 2024, the Company entered into the Amended and Restated Indenture (the "2030 Senior Notes Indenture"), which amends certain terms and conditions of the Senior Secured Notes and permits the Company to issue and sell $ 750.0 million of additional notes, subject to the fulfillment of certain conditions precedent. On June 23, 2025, the Company entered into the Second Supplemental Indenture (the “Second Supplemental Indenture”) to the Amended and Restated Indenture, dated as of October 11, 2024, which released Wolfspeed Germany GmbH, from its obligations and any related liens under the Senior Secured Notes and excludes net proceeds of the sale of “Building 21” from the offer to repurchase requirement under the 2030 Senior Notes Indenture. Pursuant to the 2030 Senior Notes Indenture, the Senior Secured Notes bear interest (a) for the period from the effectiveness of the original Indenture related to the Senior Secured Notes entered into on June 23, 2023 to October 11, 2024 at a rate of 9.875 % per annum; (b) for the period from October 11, 2024 through and including June 22, 2025 at a rate of 9.875 % per annum (payable in cash), plus 2 % per annum (payable at the Company's option, in cash or in-kind); (c) for the period commencing on June 23, 2025 through June 22, 2026 (i) if the Interest Rate Step-Down Condition (as defined below) is satisfied as of June 23, 2025, at a rate of 10.875 % per annum (payable in cash) plus 2 % per annum (payable at the Company's option in cash or in-kind) and (ii) if the Interest Rate Step-Down Condition is not satisfied as of June 23, 2025 at a rate of 11.875 % per annum (payable in cash), plus 2 % per annum (payable at the Company's option, in cash or in-kind); and (d) for the period commencing on June 23, 2026 and at all times thereafter, (i) if the Interest Rate Step-Down Condition is satisfied as of June 23 of the most recent year, at a rate of 13.875 % per annum (payable in cash) and (ii) if the Interest Rate Step-Down Condition is not satisfied, at a rate of 15.875 % per annum (payable in cash). The Interest Rate Step-Down Condition is met if (a)(i) the Company redeems or repurchases (other than redemptions or repurchases with the proceeds of dispositions) the Senior Secured Notes, resulting in the aggregate principal amount of Senior Secured Notes outstanding being less than $ 1.0 billion and (ii) the Company receives at least $ 450.0 million of awards under the CHIPS Act or (b) as of the most recent June 23rd, the ratio of outstanding principal amount of the Senior Secured Notes to EBITDA (as defined in the 2030 Senior Notes Indenture) for the most recently ended four fiscal quarter period for which financial statements have been or are required to have been delivered under the 2030 Senior Notes Indenture is less than or equal to 2 :1. The Senior Secured Notes will mature on the earlier of (x) June 23, 2030 and (y) September 1, 2029, if more than $ 175 million in aggregate principal amount of the Company's 1.875 % convertible senior notes due December 1, 2029 remains outstanding on such date. The 2030 Senior Notes Indenture requires the Company to make an offer to repurchase the Senior Secured Notes with 100 % of the net cash proceeds of (x) certain core asset sales and casualty events and (y) certain non-core asset sales and casualty events, in either case in excess of $ 25.0 million since the Issue Date, subject to the ability to (so long as no default or event of default exists under the 2030 Senior Notes Indenture), reinvest the proceeds of such casualty events and asset sales (other than the proceeds of sales of certain core assets of the Company), at a price equal to the lesser of (i) 109.875 % of the principal amount of the Senior Secured Notes being repurchased and (ii) if such disposition or casualty event occurred (x) during the fourth year after the Issue Date, 109.40625 % of the principal amount of such Senior Secured Notes being repurchased, (y) during the fifth year after the Issue Date, 104.9375 % of the principal amount of such Senior Secured Notes being repurchased and (z) during and after the sixth year after the Issue Date, 100 % of the principal amount of such Senior Secured Notes being repurchased (this clause (ii), the Applicable Redemption Price). The Company is also required to offer to repurchase the Senior Secured Notes upon a change in control, at a price equal to, (i) if the change of control occurs during the first three years after the Issue Date, a customary make-whole redemption price minus 3.00 % of the principal amount of Senior Notes being purchased and (ii) if such change of control occurs after the third anniversary of the Issue Date, the Applicable Redemption Price. The Company may prepay the Senior Secured Notes at any time, subject to: (i) if the prepayment occurs prior to the third anniversary of the Issue Date, by paying a customary make-whole premium and (ii) if the prepayment occurs on or after the third anniversary of the Issue Date, by paying the Applicable Redemption Price. Further, the Company has the right, prior to the third anniversary of the Issue Date, to make an optional redemption of up to 35 % of the aggregate principal amount of the Senior Secured Notes with the proceeds of qualified equity issuances, at a redemption price equal to 109.875 %. The 2030 Senior Notes Indenture contains certain customary affirmative covenants, negative covenants and events of default, including a liquidity maintenance financial covenant requiring the Company to have an aggregate amount of unrestricted cash and cash equivalents maintained in accounts over which the trustee and collateral agent has been granted a perfected first lien security interest of at least $ 750.0 million as of the last day of any calendar month ending after April 1, 2025. Upon the Company having received at least $ 450.0 million of award disbursements pursuant to governmental grants under the CHIPS Act, the level of minimum liquidity will be permanently reduced to $ 500.0 million. Upon the Company having received at least $ 750.0 million of award disbursements pursuant to governmental grants under the CHIPS Act, the level of minimum liquidity will be permanently reduced to $ 250.0 million. 101 Table of Contents On October 22, 2024, the Company issued $ 250.0 million in aggregate principal amount of Senior Secured Notes pursuant to the 2030 Senior Notes Indenture and the total net proceeds were approximately $ 231.3 million. The total net proceeds are net of debt issuance costs and an original discount of $ 10.0 million. The Senior Secured Notes are superior in right of payment to the Company's unsecured indebtedness to the extent of the collateral securing the Senior Secured Notes. Beyond the value of the collateral securing the Senior Secured Notes, the 2026 Notes, 2028 Notes, 2029 Notes and Senior Secured Notes (collectively, the "Corporate Debt Holdings") are equal in right of payment to any of the Company’s unsecured indebtedness; senior in right of payment to the Company’s existing and future indebtedness that is expressly subordinated in right of payment to the Corporate Debt Holdings; effectively subordinated in right of payment of any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally subordinated to all indebtedness and other liabilities (including trade payables) of the Company’s subsidiaries. As of June 29, 2025, the Company was in compliance with all covenants relating to the Senior Secured Notes. 2033 CRD Agreement Amendment In July 2023, the Company entered into the CRD Agreement with a customer, pursuant to which the customer agreed to provide the Company up to $ 2.0 billion in unsecured deposits. Under the CRD Agreement, the Company received an initial deposit of $ 1.0 billion in the first quarter of fiscal 2024 with the option to receive additional deposits up to $ 1.0 billion at the Company's request, subject to certain conditions during the 2024 calendar year. On February 27, 2024, the Company received an additional deposit of $ 500.0 million (the second draw), and on June 26, 2024, the Company received the final deposit of $ 500.0 million (the third draw). Unless previously terminated in accordance with its terms, the CRD Agreement will mature on July 5, 2033, and the amount of the deposits, together with accrued and unpaid interest, will be required to be repaid to the customer at such time. The deposits under the CRD Agreement bear interest, payable on a semi-annual basis, at a base rate of 6 % per annum, with the potential for an increased variable rate of either 10 % or 15 % in connection with any inability of the Company to satisfy supply targets under a ten-year wafer supply agreement with the same customer. The Company may voluntarily prepay the deposits, in whole or in part, at any time at a price equal to 106 % of the principal amount of the deposits prepaid. Upon the occurrence of a change of control, the customer may require the Company to prepay the deposits in whole at a variable prepayment price depending on the day of prepayment. On October 15, 2024, the Company entered into Amendment No. 1 to the CRD Agreement, which amended the existing agreement to, among other things, permit the Company to pay the accrued interest on the outstanding loans payable under the existing agreement on the last business day of each of December 2024 and June 2025 (together, the "PIK Amounts") by adding the PIK Amounts to the then outstanding principal amount of the loans rather than in cash. The interest rate on the PIK Amounts will accrue at a rate of 15.0 % per annum. The amendment also permits the Company to grant liens on additional assets in Siler City, North Carolina in connection with disbursements pursuant to governmental grants or awards under the CHIPS Act, and permits the Company to pay a portion of interest on the Senior Secured Notes in-kind subject to the limitations set forth in the amendment to the CRD Agreement. The CRD Agreement contains certain customary affirmative covenants, negative covenants and events of default. Interest Expense The interest expense, net recognized is as follows: Fiscal Years Ended (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 June 25, 2023 Interest expense, net of capitalized interest $ 263.3 $ 214.7 $ 32.3 Amortization of discount and issuance costs, net of capitalized interest 48.8 28.4 7.5 Total interest expense, net $ 312.1 $ 243.1 $ 39.8 102 Table of Contents The Company capitalizes interest in connection with ongoing capacity expansions. Fiscal Years Ended (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 June 25, 2023 Interest expense capitalized $ 72.4 $ 28.3 $ 0.8 Amortization of discount and debt issuance costs capitalized 13.5 3.6 0.2 Total interest expense capitalized $ 85.9 $ 31.9 $ 1.0 Fair Value The estimated fair value of the Convertible Notes is $ 0.8 billion as of June 29, 2025, as determined by a Level 2 valuation. The estimated fair value of the Senior Secured Notes is $ 1.3 billion and the estimated fair value of the deposits under the CRD Agreement is $ 0.6 billion as of June 29, 2025, as determined by Level 3 valuations. Note 10 – Shareholders’ Equity On December 9, 2024, the Company established an "at-the-market" offering program (the "ATM Program") pursuant to which the Company could offer and sell, from time to time through sales agents, up to $ 200.0 million of the Company's common stock. The ATM Program was conducted pursuant to an equity distribution agreement (the "Equity Distribution Agreement") entered into by the Company and J.P. Morgan Securities LLC and Wells Fargo Securities, LLC (the "Managers"). The ATM Program concluded on January 14, 2025 and the Company completed the sale of approximately $ 200.0 million of common stock and, as such, the ATM Program automatically terminated in accordance with the terms of the Equity Distribution Agreement. In total, the Company sold and received payment for 27.8 million additional shares of common stock at a weighted average price of $ 7.20 per share through the ATM Program for total gross proceeds of approximately $ 200.0 million and net proceeds of approximately $ 195.2 million, after $ 4 million in commissions to the Mangers and $ 0.8 million in other offering costs. The Company intends to use the net proceeds for general corporate purposes. At June 29, 2025, the Company had reserved a total of approximately 54.5 million shares of its common stock for future issuance as follows (in thousands): Number of Shares For vesting of outstanding stock units 4,627 For future equity awards under the 2023 Long-Term Incentive Compensation Plan 3,917 For future issuance under the Non-Employee Director Stock Compensation and Deferral Program 28 For future equity awards under the Inducement Plan 2,000 For future issuance upon conversion of the 2026 Notes 16,102 For future issuance upon conversion of the 2028 Notes 7,958 For future issuance upon conversion of the 2029 Notes 19,873 Total common shares reserved 54,505 Refer to Note 2, "Basis of Presentation and Summary of Significant Accounting Policies" for additional discussion of the Restructuring Support Agreement and Chapter 11 Cases and the potential implications of these matters on the Company's post-emergence capital structure. 103 Table of Contents Note 11 – Loss Per Share The details of the computation of basic and diluted (loss) earnings per share are as follows: Fiscal Years Ended (in millions of U.S. Dollars, except share data) June 29, 2025 June 30, 2024 June 25, 2023 Net loss from continuing operations $ ( 1,609.2 ) $ ( 573.6 ) $ ( 260.5 ) Net loss from discontinued operations — ( 290.6 ) ( 69.4 ) Weighted average number of common shares - basic and diluted (in thousands) 141,320 125,693 124,374 Loss per share - basic and diluted: Continuing operations $ ( 11.39 ) $ ( 4.56 ) $ ( 2.09 ) Discontinued operations $ — $ ( 2.31 ) $ ( 0.56 ) Diluted net (loss) earnings per share is the same as basic net (loss) earnings per share for the periods presented due to potentially dilutive items being anti-dilutive given the Company's net loss from continuing operations. For the fiscal years ended June 29, 2025, June 30, 2024 and June 25, 2023, 5.6 million, 4.4 million and 2.7 million, respectively, of dilutive shares were excluded from the calculation of diluted (loss) earnings per share because their effect would be anti-dilutive. Future earnings per share of the Company are also subject to dilution from conversion of its convertible notes under certain conditions as described in Note 9, “Debt.” Note 12 – Stock-Based Compensation Overview of Employee Stock-Based Compensation Plans The Company currently has two equity-based compensation plans, the 2023 Long-Term Incentive Compensation Plan (the "2023 LTIP") and the 2025 Inducement Award Plan (the "Inducement Plan"), from which stock-based compensation awards can be granted to employees and, in the case of the 2023 LTIP, directors. The terms of the Inducement Plan are substantially similar to the 2023 LTIP but with such other terms and conditions intended to comply with Section 303A.08 of the New York Stock Exchange Company Listed Manual. At June 29, 2025, there were 6.5 million shares authorized for issuance under the 2023 LTIP and 3.9 million shares remaining for future grants. At June 29, 2025, there were 2.0 million shares authorized for issuance under the Inducement Plan. all of which are remaining for future grants. The 2023 LTIP and the Inducement Plan provide for awards in the form of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance units and other awards. The Company also previously had an Employee Stock Purchase Plan ("ESPP") that provided employees with the opportunity to purchase common stock at a discount. In April 2025, the Compensation Committee approved the termination of the ESPP, which was effective immediately. The ESPP limited employee contributions to 15 % of each employee’s compensation (as defined in the plan) and allowed employees to purchase shares at a 15 % discount, subject to IRS limitations. The ESPP provided for a twelve-month participation period, divided into two equal six-month purchase periods, and also provided a look-back feature. At the end of each six-month period in April and October, participants could purchase the Company’s common stock through the ESPP at a 15 % discount to the fair market value of the common stock on the first day of the twelve-month participation period or the purchase date, whichever is lower. The ESPP also provided an automatic reset feature to start participants on a new twelve-month participation period if the fair market value of common stock declines during the first six-month purchase period. 104 Table of Contents Restricted Stock Units A summary of nonvested restricted stock units (RSUs) outstanding as of June 29, 2025 and changes during the year then ended is as follows (shares in thousands): Number of RSUs Weighted Average Grant-Date Fair Value Nonvested at June 30, 2024 3,038 $ 72.33 Granted 4,879 16.42 Vested ( 908 ) 66.59 Forfeited ( 2,382 ) 37.85 Nonvested at June 29, 2025 4,627 $ 32.41 The aggregate fair value of awards vested in fiscal years ended June 29, 2025, June 30, 2024 and June 25, 2023, based on the market price of the Company's common stock on the vesting date, was $ 13.1 million, $ 55.2 million and $ 61.6 million, respectively. As of June 29, 2025, there was $ 74.6 million of unrecognized compensation cost related to nonvested awards, which is expected to be recognized over a weighted average period of 2.48 years. Stock-Based Compensation Valuation and Expense Total stock-based compensation expense was classified in the consolidated statements of operations as follows: Fiscal Years Ended (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 June 25, 2023 Cost of revenue, net $ 36.9 $ 28.5 $ 20.3 Research and development 11.6 11.4 11.2 Sales, general and administrative 24.8 45.0 41.2 Total stock-based compensation expense $ 73.3 $ 84.9 $ 72.7 Stock-based compensation expense may differ from the impact of stock-based compensation to additional paid in capital due to manufacturing related stock-based compensation capitalized within inventory. The Black-Scholes and Monte Carlo option pricing models require the input of highly subjective assumptions. The assumptions listed below represent management's best estimates, but these estimates involve inherent uncertainties and the application of management judgment. As a result, if other assumptions had been used, recorded share-based compensation expense could have been materially different from that depicted above. The range of assumptions used to value stock issued under the ESPP were as follows: Fiscal Years Ended June 29, 2025 June 30, 2024 June 25, 2023 Risk-free interest rate 4.28 - 5.21 % 5.44 - 5.54 % 4.57 - 5.06 % Expected life, in years 0.5 - 1.0 0.5 - 1.0 0.5 - 1.0 Volatility 73.7 - 100.2 % 73.5 - 74.4 % 66.8 - 86.2 % Dividend yield — — — 105 Table of Contents The range of assumptions used for performance-based awards with market conditions were as follows: Fiscal Years Ended June 29, 2025 June 30, 2024 June 25, 2023 Risk-free interest rate 3.92 % 4.52 % 2.80 % Expected life, in years 3.0 3.0 3.0 Average volatility of peer companies 67.4 % 65.9 % 68.8 % Average correlation coefficient of peer companies 0.41 0.44 0.48 Dividend yield — — — Awards are valued using the Monte Carlo model. All performance-based awards with market conditions for each fiscal year presented were issued on a single date each year and therefore no range is shown. The following describes each of these assumptions and the Company’s methodology for determining each assumption: Risk-Free Interest Rate The Company estimates the risk-free interest rate using the United States Treasury bill rate with a remaining term equal to the expected life of the award. Expected Life The expected life represents the period the awards are expected to be outstanding. In determining the appropriate expected life of its stock options, the Company segregates its grantees into categories based upon employee levels that are expected to be indicative of similar option-related behavior. The expected useful lives for each of these categories are then estimated giving consideration to (1) the weighted average vesting periods, (2) the contractual lives of the stock options, (3) the relationship between the exercise price and the fair market value of the Company’s common stock, (4) expected employee turnover, (5) the expected future volatility of the Company’s common stock, and (6) past and expected exercise behavior, among other factors. Expected Volatility The Company estimates expected volatility for the options and ESPP awards. giving consideration to the expected life of the respective award, the Company’s current expected growth rate, implied volatility in traded options for its common stock, and the historical volatility of its common stock. For purposes of estimating volatility for use in the Monte Carlo model for the market-based awards, the Company utilizes historical volatilities of the Company and the members of the defined peer group. Expected Dividend Yield The Company estimates the expected dividend yield by giving consideration to its current dividend policies as well as those anticipated in the future considering the Company’s current plans and projections. The Company has not historically issued dividends. Correlation Coefficient The correlation coefficients are calculated based upon the price data used to calculate the historical volatilities and are used to model the way in which each entity tends to move in relation to its peers. 106 Table of Contents Note 13 – Income Taxes The following were the components of loss before income taxes: Fiscal Years Ended (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 June 25, 2023 Domestic ($ 1,619.2 ) ($ 572.2 ) ($ 262.6 ) Foreign 0.3 ( 0.3 ) 2.8 Loss before income taxes ($ 1,618.9 ) ($ 572.5 ) ($ 259.8 ) The following were the components of income tax (benefit) expense: Fiscal Years Ended (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 June 25, 2023 Current: Federal $ — $ — $ 0.3 Foreign 0.6 0.9 0.5 State — 0.2 0.1 Total current 0.6 1.1 0.9 Deferred: Federal ( 10.5 ) — — Foreign 0.5 — ( 0.2 ) State ( 0.3 ) — — Total deferred ( 10.3 ) — ( 0.2 ) Income tax expense ($ 9.7 ) $ 1.1 $ 0.7 107 Table of Contents Actual income tax (benefit) expense differed from the amount computed by applying each period's United States federal statutory tax rate to pre-tax earnings as a result of the following: Fiscal Years Ended (in millions of U.S. Dollars) June 29, 2025 % of Loss June 30, 2024 % of Loss June 25, 2023 % of Loss Federal income tax provision at statutory rate ($ 340.0 ) 21 % ($ 120.2 ) 21 % ($ 54.6 ) 21 % (Decrease) increase in income tax expense resulting from: State tax provision, net of federal benefit ( 13.8 ) 1 % ( 5.0 ) 1 % ( 0.7 ) — % Tax exempt interest ( 0.1 ) — % ( 0.4 ) — % ( 0.5 ) — % (Decrease) increase in tax reserve ( 0.4 ) — % ( 2.0 ) — % ( 0.4 ) — % Research and development credits ( 7.3 ) 1 % ( 9.7 ) 2 % ( 8.7 ) 3 % Increase (decrease) in valuation allowance 309.1 ( 19 ) % 127.0 ( 22 ) % 62.0 ( 24 ) % Stock-based compensation 14.2 ( 1 ) % 8.8 ( 2 ) % 3.0 ( 1 ) % Statutory rate differences 0.1 — % — — % 0.1 — % Foreign earnings taxed in U.S. 3.5 — % 0.4 — % ( 0.4 ) — % Goodwill Impairment 23.1 ( 1 ) % — — % — — % Provision to return adjustments 0.9 — % ( 0.4 ) — % 0.1 — % Impact of rate changes ( 3.4 ) — % 0.4 — % — — % Expiration of attributes 0.1 — % 2.0 — % 0.2 — % Pre-petition charges 4.1 — % — — % — — % Other 0.2 — % 0.2 — % 0.6 — % Income tax expense ($ 9.7 ) 1 % $ 1.1 — % $ 0.7 — % 108 Table of Contents The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities were as follows: (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 Deferred tax assets: Compensation $ 8.3 $ 5.4 Inventories 45.3 45.4 Sales return reserve and allowance for bad debts 8.1 11.2 Federal and state net operating loss carryforwards 691.0 506.8 Federal income tax credits 77.0 69.7 State income tax credits 0.7 0.7 48C investment tax credits 35.7 35.7 Investments 0.6 2.3 Stock-based compensation 9.0 10.7 Deferred revenue 25.0 35.0 Lease liabilities 35.1 28.7 Capitalized research and development 120.1 101.6 Convertible notes 58.5 62.6 Nondeductible interest carryforward 95.3 27.7 Other 14.1 3.0 Total gross deferred assets 1,223.8 946.5 Less valuation allowance ( 1,041.4 ) ( 734.1 ) Deferred tax assets, net 182.4 212.4 Deferred tax liabilities: Property and equipment ( 122.4 ) ( 123.8 ) Intangible assets ( 5.0 ) ( 58.6 ) Other long-term investments ( 9.0 ) ( 4.0 ) Prepaid taxes ( 0.5 ) ( 0.5 ) Foreign earnings recapture ( 4.2 ) ( 4.2 ) Taxes on unremitted foreign earnings ( 7.0 ) ( 6.9 ) Lease assets ( 29.1 ) ( 23.8 ) Other ( 4.6 ) ( 0.3 ) Total gross deferred liability ( 181.8 ) ( 222.1 ) Deferred tax liability, net $ 0.6 ($ 9.7 ) 109 Table of Contents The components giving rise to the net deferred tax assets (liabilities) have been included in the consolidated balance sheets as follows: Balance at June 29, 2025 (in millions of U.S. Dollars) Assets Liabilities U.S. federal income taxes $ — ($ 0.5 ) Foreign income taxes 1.1 — Total $ 1.1 ($ 0.5 ) Balance at June 30, 2024 (in millions of U.S. Dollars) Assets Liabilities U.S. federal income taxes $ — ($ 10.8 ) Foreign income taxes 1.1 — Total $ 1.1 ($ 10.8 ) The Company weighs all available evidence, both positive and negative, to estimate if sufficient future taxable income will be generated to utilize the existing deferred tax assets by jurisdiction. The Company has concluded that it is necessary to recognize a full valuation allowance against its United States deferred tax assets as of June 29, 2025. As of June 30, 2024, the United States valuation allowance was $ 734.1 million. For the fiscal year ended June 29, 2025, the Company increased the United States valuation allowance by $ 307.3 million due to increases in deferred tax assets related to the current year domestic loss and interest carryforwards and decreases in deferred tax liabilities related to property, equipment, and intangibles. The Company has immaterial valuation allowances against deferred tax assets in international jurisdictions which decreased immaterially during the fiscal year ended June 29, 2025. As of June 29, 2025, the Company had approximately $ 3.2 billion of federal net operating loss carryovers which are fully offset by liabilities for unrecognized tax benefits and valuation allowance. Of the Company's federal net operating loss carryovers, $ 145.0 million begin to expire in fiscal 2038 while the remaining carryovers have no carry forward limitation. The Company has $ 734.7 million of state net operating loss carryovers which are fully offset due to a valuation allowance. The Company's state net operating loss carryovers begin to expire in fiscal 2026. Additionally, the Company had $ 116.6 million of federal credit carryforwards, which are fully offset by liabilities for unrecognized tax benefits and a valuation allowance, and $ 0.7 million of state income tax credit carryforwards, which are fully offset by a valuation allowance. The federal and state income tax credit carryforwards will begin to expire in fiscal 2031 and fiscal 2026, respectively. As of June 29, 2025, the Company had approximately $ 1.8 million of foreign net operating loss carryovers, of which $ 0.3 million are offset by a valuation allowance. The Company's foreign net operating loss carryovers have no carry forward limitation. As discussed in Note 2 - Basis of Presentation and Summary of Significant Accounting Policies, the transactions contemplated by the Chapter 11 Cases are expected to limit the Company's ability to utilize net operating loss and credit carryforwards that are generated before the Plan Effective Date. U.S. GAAP requires a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is cumulatively more than 50% likely to be realized upon ultimate settlement. As of June 30, 2024, the Company’s liability for unrecognized tax benefits was $ 9.4 million. During the fiscal year ended June 29, 2025, the liability for unrecognized tax benefits decreased by $ 1.1 million, which was related to prior year tax positions. In addition, there was a decrease of $ 0.4 million for expiration of statute of limitations, offset by an increase of $ 0.4 million for generated research and development credits. As a result, the total liability for unrecognized tax benefits as of June 29, 2025 was $ 8.3 million. If any portion of this $ 8.3 million is recognized, the Company will then include that portion in the computation of its effective tax rate. Although the ultimate timing of the resolution and/or closure of audits is highly uncertain, the Company believes it is reasonably possible that $ 0.3 million of gross unrecognized tax benefits will change in the next 12 months as a result of statute requirements or settlement with tax authorities. 110 Table of Contents The following is a tabular reconciliation of the Company’s change in uncertain tax positions: Fiscal Years Ended (in millions of U.S. Dollars) June 29, 2025 June 30, 2024 June 25, 2023 Balance at beginning of period $ 9.4 $ 9.8 $ 7.2 Increases related to prior year tax positions — — 1.7 Decreases related to prior year tax positions ( 1.1 ) ( 0.1 ) — Settlements with tax authorities — — ( 0.2 ) Expiration of statute of limitations for assessment of taxes ( 0.4 ) ( 2.0 ) ( 0.1 ) Increases related to current year positions 0.4 1.7 1.2 Balance at end of period $ 8.3 $ 9.4 $ 9.8 The Company's policy is to include interest and penalties related to unrecognized tax benefits within the income tax expense (benefit) line item in the consolidated statements of operations. Interest and penalties relating to unrecognized tax benefits recognized in the consolidated statements of operations totaled less than $ 0.1 million for the fiscal years ended June 29, 2025, June 30, 2024, and June 25, 2023. The Company accrued less than $ 0.1 million for interest and penalties relating to unrecognized tax benefits in the consolidated balance sheets as of June 29, 2025 and June 30, 2024. The Company files United States federal, United States state and foreign tax returns. For United States federal purposes, the Company is generally no longer subject to tax examinations for fiscal years prior to 2022. For United States state tax returns, the Company is generally no longer subject to tax examinations for fiscal years prior to 2021. For foreign purposes, the Company is generally no longer subject to examination for tax periods prior to 2015. Certain carryforward tax attributes generated in prior years remain subject to examination, adjustment and recapture. The Company provides for income taxes on the earnings of foreign subsidiaries unless the subsidiaries’ earnings are considered indefinitely reinvested outside the United States. As of June 29, 2025, the Company has approximately $ 49.0 million of undistributed earnings for certain non-United States subsidiaries. As of June 29, 2025, the Company cannot assert an intention to permanently reinvest $ 42.2 million of the $ 49.0 million undistributed foreign earnings. The Company would incur $ 6.8 million of foreign income taxes if the $ 42.2 million of foreign earnings were repatriated. As of June 29, 2025, the Company has not provided income taxes on the remaining undistributed foreign earnings of $ 6.8 million as the Company continues to maintain its intention to reinvest these earnings in foreign operations indefinitely. If, at a later date, these earnings were repatriated to the United States, the Company would be required to pay approximately $ 1.2 million in taxes on these amounts. 111 Table of Contents Note 14 – Commitments and Contingencies The Company is currently a party to various legal proceedings, including the cases described below. As a result of the Chapter 11 Cases, substantially all non-bankruptcy proceedings pending against the Company have been stayed on account of the automatic stay. While management presently believes that the ultimate outcome of such proceedings, individually and in the aggregate, will not materially harm the Company’s financial position, cash flows, or overall trends in results of operations, legal proceedings are subject to inherent uncertainties, and unfavorable rulings could occur. An unfavorable ruling could include monetary damages or, in matters for which injunctive relief or other conduct remedies may be sought, an injunction prohibiting the Company from selling one or more products at all or in particular ways. Were unfavorable final outcomes to occur, there exists the possibility of a material adverse impact on the Company’s business, results of operations, financial position and overall trends. The outcomes in these matters are not reasonably estimable. In October 2021, The Trustees of Purdue University ("Purdue") filed a complaint against the Company in the U.S. District Court for the Middle District of North Carolina, alleging infringement of U.S. Patent Nos. 7,498,633 (the "'633 Patent"), entitled "High-voltage power semiconductor device," and 8,035,112 (the "'112 Patent"), entitled "SIC power DMOSFET with self-aligned source contact." In the complaint, Purdue also alleged willful infringement and sought unspecified monetary damages and attorneys’ fees. In August 2022, Purdue voluntarily withdrew all allegations as to the '112 Patent after having disclaimed all rights to that patent. On February 25, 2025, the Company entered into a confidential settlement agreement with Purdue resolving all remaining claims against the Company. A stipulation for dismissal was filed with the court, and the court dismissed the case with prejudice on March 17, 2025. The Company recorded the entire financial impact of the settlement during the third quarter of fiscal 2025 as the loss became probable and estimable when the settlement was made. On November 15, 2024, the Company and certain of its former executive officers were named as defendants (“Defendants”) in a securities class action lawsuit captioned Gary Zagami v Wolfspeed, Inc., et al., Case No. 6:24-cv-01395, which was filed in the United States District Court for the Northern District of New York. The complaint alleges that Defendants violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Rule 10b-5 promulgated thereunder by making false and/or misleading statements between August 16, 2023 and November 6, 2024 in connection with the operational status, profitability, and growth potential of the Mohawk Valley fabrication facility, among other things. The complaint seeks unspecified compensatory damages and other relief. On January 8, 2025 and January 13, 2025, respectively, two additional lawsuits captioned Maizner v. Wolfspeed, Inc., et al., Case No. 6:25-cv-00046 and Ferreira v. Wolfspeed, Inc., et al., Case No. 6:25-CV-00062 were filed in the United States District Court for the Northern District of New York by shareholders regarding these same matters and naming the same Defendants. On February 24, 2025, the Court consolidated the Zagami, Maizner, and Ferreira actions and appointed co-lead plaintiffs and co-lead counsel. On May 5, 2025, co-lead plaintiffs filed an amended complaint. On June 4, 2025, Defendants filed a motion to transfer the consolidated action to the US. District Court for the Middle District of North Carolina and as of July 22, 2025, briefing on the motion to transfer was complete. Pursuant to section 362 of title 11 of the United States Code (the “Bankruptcy Code”), the class action was stayed upon the filing of the Company’s voluntary petition for relief under chapter 11 of the Bankruptcy Code on June 30, 2025 in the United States Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”) as to the Company but not as to the individual defendants. On April 21, 2025, a derivative action was filed by a putative shareholder purportedly on behalf of the Company in the United States District Court for the Middle District of North Carolina against certain current and former directors and officers of the Company (collectively, “Derivative Action Defendants”) for breach of fiduciary duty, waste, unjust enrichment, aiding and abetting, insider trading, and a violation of Section 14(a) of the Exchange Act. The complaint seeks to implement reforms to the Company’s corporate governance and internal procedures and to recover on behalf of the Company for any liability the Company might incur as a result of the Derivative Action Defendants’ alleged misconduct, as well as declaratory and other monetary relief, including attorneys’ fees and other costs. The derivative action is based substantially on the same facts alleged in the consolidated securities class action described above. Pursuant to section 362 of the Bankruptcy Code, the derivative action was stayed upon the filing of the Company’s voluntary petition for relief under chapter 11 of the Bankruptcy Code on June 30, 2025 in the Bankruptcy Court. The Company intends to vigorously defend against the claims in the above-referenced actions. Grant Disbursement Agreement ("GDA") with the State of New York The Company currently has a GDA with the State of New York Urban Development Corporation (doing business as Empire State Development). The GDA provides a potential total grant amount of $ 500.0 million to partially and fully reimburse the Company for certain property, plant and equipment costs related to the Company's construction of its silicon carbide device fabrication facility in Marcy, New York. 112 Table of Contents The GDA was signed in the fourth quarter of fiscal 2020 and requires the Company to satisfy a number of objectives for the Company to receive reimbursements through the span of the 13 -year agreement. These objectives include maintaining a certain level of local employment, investing a certain amount in locally administered research and development activities and the payment of an annual commitment fee for the first six years . Additionally, the Company has agreed, under a separate agreement (the SUNY Agreement), to sponsor the creation of two endowed faculty chairs and fund a scholarship program at SUNY Polytechnic Institute. As of June 29, 2025, the annual cost of satisfying the objectives of the GDA and the SUNY Agreement, excluding the direct and indirect costs associated with employment, varies from $ 2.2 million to $ 5.2 million per year through fiscal 2031. As of June 29, 2025, the Company has reduced property and equipment, net by a total of $ 500.0 million as a result of GDA reimbursements, of which $ 467.3 has been received in cash and an additional $ 32.7 million in receivables has been recorded in other current assets in the consolidated balance sheet. Supply Commitments From time to time, the Company may enter into agreements with its suppliers which require the Company to commit to a minimum of product purchases or make capacity reservation deposits. In fiscal 2023, the Company entered into an agreement with a supplier which requires a minimum commitment of product purchases on a take-or-pay basis of $ 200.0 million over the life of the contract. During the third quarter of fiscal 2025, the Company amended the agreement to extend the term of the contract through December 2029 and modify the remaining minimum annual purchase commitments. During the fiscal years ended June 29, 2025 and June 30, 2024, the Company purchased $ 20.0 million and $ 36.7 million of product under this agreement. As of June 29, 2025, minimum future product purchases for fiscal years 2026, 2027, 2028 and 2029 are $ 41.3 million, $ 38.0 million, $ 40.0 million and $ 42.0 million, respectively. In addition, the Company will pay quarterly capacity reservation deposits through the second quarter of fiscal 2026. The capacity reservation deposits will total $ 60.0 million and are refundable through credits on future product purchases. The Company paid $ 18.1 million in fiscal 2025, $ 32.9 million in fiscal 2024 and $ 5.5 million in fiscal 2023 in connection with the agreement, which is recognized in prepaid expenses and other long-term assets on the consolidated balance sheet. In the second quarter of fiscal 2024, the Company entered into an agreement with another supplier which requires a minimum commitment of product purchases on a take-or-pay basis of $ 86.4 million over the life of the contract. During the fiscal years ended June 29, 2025 and June 30, 2024, the Company purchased $ 26.4 million and $ 19.2 million, respectively, of product under this agreement which satisfied the minimum future product purchases for the period. Minimum future product purchases for fiscal years 2026 and 2027 are $ 31.2 million and $ 9.6 million, respectively. The Company will also be required to purchase electricity for its facility in Siler City, North Carolina and Durham, North Carolina under a long-term electricity supply agreement with minimum volume and spend requirements of approximately $ 62.4 million over the next 5 years and approximately $ 25.7 million over the next 8 years, respectively. The Company reviews the terms of all its long-term supply agreements and assesses the need for any accruals for estimated losses on adverse purchase commitments, such as lower of cost or net realizable value adjustments that will not be recovered by future sales prices and the recoverability of assets related to capacity deposits, as necessary. Note 15 – Concentrations of Risk Financial instruments, which may subject the Company to a concentration of risk, consist principally of short-term investments, cash equivalents, accounts receivable and long-term receivables. Short-term investments consist primarily of municipal bonds, corporate bonds, U.S. agency securities, U.S. treasury securities, commercial paper and certificates of deposit. The Company’s cash equivalents consist primarily of money market funds. Certain bank deposits may at times be in excess of the FDIC insurance limits. The Company sells its products on account to manufacturers, distributors and others worldwide and generally requires no collateral. For the fiscal year ended June 29, 2025, two customers represented 19 % and 18 % of revenue, respectively. For the fiscal year ended June 30, 2024, two customers represented 24 % and 13 % of revenue, respectively. For the fiscal year ended June 25, 2023, two customers represented 22 % and 14 % of revenue, respectively. No other customers individually accounted for more than 10% of revenue for the fiscal years ended June 29, 2025, June 30, 2024 and June 25, 2023. 113 Table of Contents Two customers accounted for 26 % and 12 % of the accounts receivable balance as of June 29, 2025, respectively. Three customers accounted for 20 %, 14 % and 11 % of the accounts receivable balance as of June 30, 2024, respectively. No other customers accounted for more than 10% of the accounts receivable balance as of June 29, 2025 and June 30, 2024. Note 16 - Restructuring During the first quarter of fiscal 2025, the Company initiated a headcount reduction and facility closure and consolidation plan intended to optimize its cost structure as the Company accelerates its transition from 150mm to 200mm silicon carbide devices (collectively with the subsequent updates described below, the 2025 Restructuring Plan). The actions taken under the 2025 Restructuring Plan are expected to ultimately result in the closure of the Company's 150mm device fabrication facility in Durham, North Carolina as well as a realignment of related activities across the geographic regions in which the Company operates. The Company also initiated plans to consolidate its manufacturing footprint for epitaxy products by closing operations at its facility in Farmers Branch, Texas and impairing assets associated with the Saarland, Germany site during fiscal 2025. In addition, the Company is taking steps to optimize the allocation of resources across various functional groups. The Company also implemented a voluntary separation program for a limited number of eligible employees based on their age and years of service. During the third and fourth quarters of fiscal 2025, the Company increased the scope of the planned headcount reductions, primarily in its Materials Products operations and supporting roles. The 2025 Restructuring Plan is expected to result in a cumulative total headcount reduction of approximately 25 %. As of June 29, 2025, the 2025 Restructuring Plan resulted in a cumulative total headcount reduction of approximately 23 %, and the remainder is expected to occur over the next six months. The costs that will be incurred as a result of the 2025 Restructuring Plan primarily include severance and employee benefit costs, voluntary termination benefits, and other exit costs that qualify as exit and disposal costs under ASC 420, "Exit or Disposal Cost Obligations". The involuntary severance costs incurred were provided under an ongoing benefit arrangement and were therefore recorded once they were both probable and reasonably estimable in accordance with the provisions of ASC 712-10, “Nonretirement Postemployment Benefits”. Additionally, the Company has incurred, and over the next six months will continue to incur, additional facility closure-related costs related to these activities, including asset-related charges, fixed manufacturing costs that will be eliminated as a result of this plan, and other incremental costs related to the exit of certain facilities. Including these additional facility closure-related costs, the Company expects to incur approximately $ 450 million to $ 500 million of total costs, including approximately $ 75 million of involuntary and voluntary severance costs, approximately $ 160 million of other closure-related cash costs, and approximately $ 265 million of charges related to long-lived assets and other non-cash costs, including accelerated depreciation and impairments upon abandonment or disposal of machinery and equipment. A summary of the charges recognized in the consolidated statements of operations through the fourth quarter of fiscal 2025 resulting from these restructuring activities is shown below: Fiscal Year Ended (in millions of U.S. Dollars) June 29, 2025 Accelerated depreciation 33.6 Other closure-related costs 63.5 Total cost of revenue, net 97.1 Impairments on abandoned assets 170.2 Severance (1) 72.9 Accelerated depreciation 11.4 Contract termination costs 18.6 Other closure-related costs 32.0 Restructuring and other expenses 305.1 Total 402.2 (1) Employee severance and benefit costs include the early exit program activity. 114 Table of Contents A summary of the balance sheet activity during fiscal 2025 related to the 2025 Restructuring Plan is shown below: (in millions of U.S. Dollars) As of June 30, 2024 Charges Usage June 29, 2025 Employee severance and benefit costs (1) $ — $ 72.9 ($ 47.7 ) $ 25.2 Contract termination liability — 18.6 ( 13.1 ) 5.5 Total $ — $ 91.5 ($ 60.8 ) $ 30.7 (1) Employee severance and benefit costs includes the early exit program activity. The restructuring liability of $ 30.7 million at June 29, 2025, relating to severance payments and contract terminations, is recorded in the "accounts payable and accrued expenses" and "other current liabilities" and "other long-term liabilities" line items of the consolidated balance sheets, respectively. Note 17 - Subsequent Events Chapter 11 Bankruptcy On the Petition Date, the Debtors filed the Chapter 11 Cases in the Bankruptcy Court seeking relief under Chapter 11 of the Bankruptcy Code. The Chapter 11 Cases are being jointly administered under the caption In re Wolfspeed Inc., et. al. Case No. 25-90163. Please refer to Note 2, "Basis of Presentation and Summary of Significant Accounting Policies", for more information regarding the Chapter 11 Cases. RTP Transfer On July 25, 2025, the Company and MACOM completed the RTP Fab Transfer. At such time, the transfer restrictions and risk of forfeiture for the MACOM Shares lapsed and the RF Master Supply Agreement terminated pursuant to its terms. One Big Beautiful Bill Act On July 4, 2025, the U.S. government enacted the One Big Beautiful Bill Act (“OBBBA”). The OBBBA includes changes to U.S. tax law including increasing the AMIC to 35 percent from 25 percent for property placed in service after December 31, 2025 and providing for the immediate expensing of U.S. research expenditures and eligible capital expenditures. The effects of the OBBBA become effective to the Company beginning in fiscal 2026. The Company is currently evaluating the effect of the legislation on our financial statements. 115 Table of Contents Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure None.