Wolfspeed Inc SEC Filings

Wolfspeed, Inc. (WOLF) has executed a Restructuring Support Agreement (RSA) that will place the company into a pre-packaged Chapter 11 proceeding to overhaul its capital structure. The RSA, signed on 22 June 2025, is backed by more than 97% of holders of Senior Secured Notes, over 67% of holders of its various Convertible Notes, and strategic customer Renesas Electronics America Inc. The plan will be implemented through a voluntary Chapter 11 filing no later than 1 July 2025, with emergence targeted by the end of Q3 2025.

Balance-sheet impact. The restructuring is projected to cut total debt by roughly 70%, or about $4.6 billion, and slash annual cash interest expense by approximately 60%. Senior Secured Noteholders will receive: (i) new senior secured notes with modified, lower-cash-interest terms, (ii) cash from the redemption of $250 million principal at 109.875% funded by a rights offering, and (iii) commitment fees. Convertible Noteholders will receive: (i) rights to participate in a fully backstopped $301.13 million rights offering for new second-lien convertible notes, (ii) $296 million of new second-lien take-back notes, and (iii) 56.3% of the new common equity (subject to dilution). Renesas is slated to obtain $204 million of new second-lien convertible notes, 38.7% of the new equity and warrants for an additional 5% (assuming full conversion).

Equity holder outcome. Existing shareholders are expected to receive only a pro-rata share of 3.0% or 5.0% of the post-reorganization common equity, resulting in substantial dilution. Registration rights for certain new shares will be granted to convertible noteholders.

Operational continuity. Management states that normal operations will continue during the Chapter 11 process; vendors, customers and employees will be paid in the ordinary course under debtor-in-possession status.

Key milestones. In addition to the 1 July filing deadline, the RSA stipulates: interim cash-collateral order within 3 days of filing; final cash-collateral order within 45 days; Bankruptcy Court approval of the disclosure statement and backstop agreement within 75 days; plan confirmation within 75 days; and plan effectiveness no later than four months post-petition, extendable by up to 90 days under specified conditions.

Strategic rationale. The company believes the pre-arranged plan, supported by the overwhelming majority of creditors, provides a swift path to materially lower leverage and interest burden without disrupting day-to-day business.