Market Overview

Cree Announces Pricing of $500 Million Convertible Senior Notes Offering


Cree, Inc. (NASDAQ:CREE) ("Cree") today announced the pricing of $500
million aggregate principal amount of its 0.875% Convertible Senior
Notes due 2023 (the "Notes") in a private offering (the "Offering") to
qualified institutional buyers pursuant to Rule 144A under the
Securities Act of 1933, as amended (the "Securities Act"). In addition,
Cree has granted the initial purchasers of the Notes an option to
purchase, for settlement within a 13-day period from, and including, the
date on which the Notes are first issued, up to an additional $75
million aggregate principal amount of the Notes.

The sale of the Notes to the initial purchasers is expected to settle on
August 24, 2018, subject to the satisfaction of customary closing
conditions, and is expected to result in approximately $488 million in
net proceeds to Cree (or approximately $561 million if the initial
purchasers exercise their option to purchase additional Notes in full)
after deducting the initial purchasers' discount and estimated offering
expenses payable by Cree.

The Notes will be unsecured, senior obligations of Cree. The Notes will
bear interest at a rate of 0.875% per year. Interest will be payable
semi-annually in arrears on March 1 and September 1 of each year,
beginning on March 1, 2019. The Notes will mature on September 1, 2023,
unless earlier repurchased, redeemed or converted.

Cree intends to use a portion of the net proceeds from the Offering to
repay its borrowings under its revolving credit facility and the
remaining net proceeds to fund Wolfspeed's capacity expansion, working
capital needs and for general corporate purposes.

The initial conversion rate for the Notes is 16.6745 shares of common
stock per $1,000 principal amount of Notes (which is equivalent to an
initial conversion price of approximately $59.97 per share). Conversions
of the Notes will be settled in cash, shares of Cree's common stock or a
combination thereof, at Cree's election. The initial conversion price
represents a conversion premium of approximately 31.0% over the last
reported sale price of $45.78 per share of Cree's common stock on the
Nasdaq Global Select Market on August 21, 2018.

Prior to the close of business on the day immediately preceding March 1,
2023, the Notes will be convertible at the option of the noteholders
only upon the satisfaction of specified conditions and during certain
periods. On and after March 1, 2023 until the close of business on the
second scheduled trading day immediately preceding the maturity date,
noteholders may convert their Notes at their option regardless of these

Holders may require Cree to repurchase their Notes upon the occurrence
of a fundamental change (as defined in the indenture governing the
Notes) at a cash purchase price equal to the principal amount thereof
plus accrued and unpaid interest, if any.

Cree may not redeem the Notes prior to September 1, 2021. On or after
September 1, 2021 and on or before the 40th scheduled trading
day immediately before the maturity date, Cree may redeem for cash all
or part of the Notes if the last reported sale price of Cree's 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 Cree 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 Cree provides notice of redemption. The redemption price for
the Notes will equal the principal amount of the Notes to be redeemed,
plus accrued and unpaid interest, if any.

This press release does not constitute an offer to sell or a
solicitation of an offer to buy, nor shall there be any offer or sale
of, the Notes (or any shares of Cree's common stock potentially issuable
upon conversion of the Notes) in any state or jurisdiction in which the
offer, solicitation or sale would be unlawful prior to the registration
or qualification thereof under the securities laws of any such state or
jurisdiction. The offer and sale of the Notes and the shares of Cree's
common stock potentially issuable upon conversion of the Notes, if any,
have not been, and will not be, registered under the Securities Act or
the securities laws of any other jurisdiction, and unless so registered,
the Notes and such shares, if any, may not be offered or sold in the
United States except pursuant to an applicable exemption from such
registration requirements.

About Cree, Inc.

Cree is an innovator of Wolfspeed™ power and radio frequency (RF)
semiconductors, lighting class LEDs and lighting products. Cree's
Wolfspeed product families include SiC materials, power-switching
devices and RF devices targeted for applications such as electric
vehicles, fast charging, inverters, power supplies, telecom and military
and aerospace. Cree's LED product families include blue and green LED
chips, high-brightness LEDs and lighting-class power LEDs targeted for
indoor and outdoor lighting, video displays, transportation and
electronic signs and signals. Cree's LED lighting systems and lamps
serve indoor and outdoor applications.

Forward Looking Statements:

This press release contains forward-looking statements involving risks
and uncertainties, both known and unknown, that may cause actual
results, performance or achievements to differ materially from those
indicated in the forward-looking statements. Actual results could differ
materially due to a number of factors, including (i) changes as a result
of market conditions or for other reasons, (ii) the risk that the
Offering will not be consummated and (iii) the impact of general
economic, industry or political conditions in the United States or
internationally. These forward-looking statements represent Cree's
judgment as of the date of this release. Except as required under the
U.S. federal securities laws and the rules and regulations of the
Securities and Exchange Commission, Cree disclaims any obligation to
update any forward-looking statements after the date of this release,
whether as a result of new information, future events, developments,
changes in assumptions or otherwise.

The Cree logo is a registered trademark of Cree, Inc.

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