3//SEC Filing
Renesas Electronics America Inc. 3
Accession 0001213900-25-096757
CIK 0000895419operating
Filed
Oct 5, 8:00 PM ET
Accepted
Oct 6, 8:11 PM ET
Size
10.4 KB
Accession
0001213900-25-096757
Insider Transaction Report
Form 3
WOLFSPEED, INC.WOLF
Renesas Electronics America Inc.
10% Owner
Holdings
- 16,852,372
Common Stock
Convertible Second Lien Senior Secured Notes due 2031
Exp: 2027-09-29→ Common Stock (11,096,247 underlying)Warrant
Exercise: $23.95Exp: 2028-09-29→ Common Stock (4,943,555 underlying)
Renesas Electronics Corp
10% Owner
Holdings
- 16,852,372
Common Stock
Convertible Second Lien Senior Secured Notes due 2031
Exp: 2027-09-29→ Common Stock (11,096,247 underlying)Warrant
Exercise: $23.95Exp: 2028-09-29→ Common Stock (4,943,555 underlying)
Footnotes (4)
- [F1]Pursuant to the Issuer's Joint Prepackaged Chapter 11 Plan of Reorganization, the Issuer holds the reported shares of Common Stock in reserve for Renesas Electronics America Inc. ("REA"). Until certain regulatory approvals are received, REA may direct the Issuer to make sales of the reported shares of Common Stock and to remit the cash proceeds from such sales to REA.
- [F2]The reported securities were received pursuant to the Issuer's Joint Prepackaged Chapter 11 Plan of Reorganization. Renesas Electronics Corporation, as the sole shareholder of REA, may be deemed to have dispositive power over the reported securities beneficially owned by REA and, accordingly, may be deemed to beneficially own the reported securities.
- [F3]Subject to certain limitations, including the receipt of certain regulatory approvals, the Convertible Second Lien Senior Secured Notes due 2031 (the "Convertible Notes") are convertible into shares of Common Stock at an initial conversion rate of 54.5005 shares of Common Stock per $1,000 principal amount of Convertible Notes, which is equivalent to an initial conversion price of approximately $18.35 per share of Common Stock. Until such regulatory approvals are received, REA may direct the Issuer to make sales of the shares of Common Stock issuable upon the conversion of the Convertible Notes and to remit the cash proceeds from such sales to REA.
- [F4]The ability to exercise the warrant for shares of Common Stock is subject to certain limitations, including the receipt of certain regulatory approvals. Subject to the terms of the warrant, the expiration date may be extended to September 29, 2029. Until such regulatory approvals are received, the warrant will not be deemed issued (other than for U.S. federal and applicable state and local income tax purposes), but REA may direct the Issuer to make sales of the shares of Common Stock issuable upon the exercise of the warrant and to remit the cash proceeds from such sales to REA.
Documents
Issuer
WOLFSPEED, INC.
CIK 0000895419
Entity typeoperating
Related Parties
1- filerCIK 0000703361
Filing Metadata
- Form type
- 3
- Filed
- Oct 5, 8:00 PM ET
- Accepted
- Oct 6, 8:11 PM ET
- Size
- 10.4 KB