The transaction is subject to required regulatory approvals and satisfaction of customary closing conditions, and is targeted to close in the first calendar quarter of 2021. We are excited about this transformational transaction and look forward to welcoming the Cree LED team to the SMART family., We are pleased to announce the sale of our LED Products business to SMART, which represents another key milestone in our transformational journey to create a pure-play global semiconductor powerhouse, said Cree CEO Gregg Lowe. Transformative Acquisition Significantly Advances Growth and Diversification Strategy, Builds on Leadership as Global Provider of Specialty Solutions with Entrance into Niche LED Lighting Markets, Expected to be Immediately Accretive to Non-GAAP EPS and Free Cash Flow. SMART targets customers in markets such as communications, storage, networking, mobile, industrial automation, industrial internet of things, government, military, edge computing and high performance computing. Enables Cree to Sharpen Focus on Silicon Carbide Opportunity; Continues SMARTs Growth and Diversification Strategy. Adjusted EBITDA also does not purport to represent cash flow provided by, or used in, operating activities in accordance with U.S. GAAP and should not be used as a measure of liquidity. Accordingly, investors are cautioned not to place undue reliance on any forward-looking statements. The closing of our acquisition of Cree LED represents an important milestone in our growth and diversification strategy, said Mark Adams, President CEO of SMART Global Holdings. The non-GAAP financial results presented herein or discussed on our conference call exclude share-based compensation expense, intangible amortization expense, loss on extinguishment of debt/revolver, capped call MTM adjustment, convertible debt original issue discount (OID) and fees, restructuring expenses, integration expenses, COVID-19 expenses, acquisition-related expenses, gain on settlements and other infrequent or unusual expenses, and with respect to non-GAAP diluted EPS, foreign currency gains (losses). You must have JavaScript enabled in your browser to utilize the functionality of this website. Cree, Inc. to sell LED Business to SMART Global Holdings, Inc. for up to $300 Million Upon closing, creates a pure-play global semiconductor powerhouse https://investor.cree.com/financial-events-presentations, Transaction represents a key milestone in Crees transformation to focus on silicon carbide and gallium nitride devices, as well as materials, Consideration includes $50 million upfront payment; $125 million seller note and up to $125 million earn-out. Copyright 2021 Cree, Inc. All rights reserved. SMART Global Holdings Reports Inducement Grants under Nasdaq Listing Rule 5635(c)(4) in Connection with Cree LED Acquisition. An Interview with Mark Adams, President and CEO of SMART Global Holdings and Acquirer of Cree LED. For webcast details visit Crees website at investor.cree.com. input[i].name = input[i].getAttribute('data-name'); SMART, based in Newark, California, United States, specialises in co mponents, modules and storage solutions for OEMs in computing, networking, communications, storage, mobile and industrial markets. Cree LED has one of the industrys widest portfolios of highly efficient LED chips and high-performance LED components and represents one of the strongest brands in the industry. Smart Holdings has a global, diversified customer base of over 250 customers includes some of the most well-recognized names in the technology industry. Cette transaction reprsente une tape cl dans la transformation de l'entreprise qui prfre se se concentrer sur les dispositifs en carbure de silicium et nitrure de gallium mme si ce montant peut paratre faible aux yeux des observateurs de cette industrie malmene par la conjoncture actuelle. SMART operates in three primary product areas: Specialty Memory products, Brazil products and Specialty Compute and Storage Solutions. We see a meaningful opportunity to expand our business into specialty lighting and continue to drive value for our customers, employees, and shareholders. NEWARK, Calif., Oct. 19, 2020 (GLOBE NEWSWIRE) -- SMART Global Holdings, Inc. (Nasdaq: SGH) today announced that it has entered into a definitive agreement with Cree, Inc. (Nasdaq: CREE) to purchase the Cree LED Products business unit (Cree LED) for up to $300 million, including fixed upfront and deferred payments and contingent consideration. E xpected to be Immediately Accretive to Non-GAAP EPS and Free Cash Flow. The presentation of this additional information is not meant to be a substitute for the corresponding financial measures prepared in accordance with U.S. GAAP. Following the close of the transaction, which is expected to occur in the first calendar quarter of 2021, SMART expects to license and incorporate the Cree LED brand and trademarks into the SMART portfolio of businesses. Global Provider of Specialty Solutions Expands into Specialty LED Lighting SMART Global Holdings , Inc. (SGH or SMART or the Company) (NASDAQ: SGH), today announced that it has completed its acquisition of Cree, Inc.s (NASDAQ:CREE) Cree LED Products business unit (Cree LED). SMART is a global leader in specialty solutions serving the electronics industry for over 30 years across the memory, computing, and storage markets. In connection with the transaction, Morgan Stanley & Co. LLC is acting as financial advisor and Smith Anderson is acting as legal advisor to Cree. })(); Buil ds on Leadership as Global Provider of Specialty Solution s with Entrance into Niche LED Lighting Markets. Investor RelationsSuzanne SchmidtInvestor Relations for SMART+ 1 (510) 360-8596ir@smartm.com, Media RelationsMaureen OLearySr Marcom/PR Manager+1 (602) 330-6846maureen.oleary@smartm.com. Crees 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 specialty lighting applications. Randy: In the investor call you mentioned this was your second due diligence with Cree. This press release contains forward-looking statements involving risks and uncertainties, both known and unknown, that may cause Crees actual results to differ materially from those indicated in the forward-looking statements. Cree LED comprises a SMART Global Holdings, (Nasdaq : SGH) a annonc aujourd'hui avoir conclu un accord dfinitif avec Cree, (Nasdaq : CREE) pour acheter la division commerciale Produits LED de Cree ( Cree LED ) pour un montant maximum de 300 millions de dollars, dont une partie en cash et le reste en paiements diffrs, soumis certaines conditions. SMART Global Holdings Inc. entered into an agreement with Cree Inc. to purchase the Cree LED Products business. SMART Global Holdings to Acquire Crees LED Business. Transformative Acquisition Significantly Advances Growth and Diversification Strategy. Leveraging SMARTs comprehensive global platform and proven operational excellence, Cree LED will be well positioned to continue to deliver industry-leading LED products and solutions. 55% Brighter than XM-L2. The SMART lines of business are leading designers and manufacturers of electronic products focused on memory, computing and storage technology areas. Forward-looking statements should not be relied upon as a prediction of actual results. Read the Release . (function () { Under the terms of the agreement, which has been approved by the boards of directors of both companies, SMART will make an initial cash payment of $50 million upon closing and an additional $125 million in a seller-financed note payable interest only until a balloon payment due in August 2023. This transaction uniquely positions Cree with a sharpened strategic focus to lead the industry transition from silicon to silicon carbide. Enables Cree to Sharpen Focus on Silicon Carbide Opportunity; Continues SMARTs Growth and Diversification Strategy. These non-GAAP financial measures are provided to enhance the users overall understanding of our financial performance. We are thrilled to welcome Cree LED to the SMART family, said Mark Adams, President and CEO of SMART Global Holdings. SMART Global Holdings announced that it has completed its acquisition of Cree, Inc.s Cree LED Products business unit (Cree LED). (US toll-free) +1-866-487-6452 / (International toll) +1 213-660-0710. SMART has a strong platform and a solid track record of successfully acquiring and integrating technology businesses.. SMART is a global leader in specialty memory, storage and high-performance computing solutions serving the electronics industry for over 30 years. SMART will license and incorporate the Cree LED brand name into the SMART portfolio of businesses. Such factors and risks as outlined above and in such filings may not constitute all factors and risks that could cause actual results of SMART to be materially different from the historical results and/or from any future results or outcomes expressed or implied by such forward-looking statements. For more information about SMART Global Holdings business units, please refer to www.smartm.com. Cree Donates $4M to N.C. A&T to Support Prominent STEM Programs. This transaction uniquely positions us with a sharpened strategic focus to lead the industry transition from silicon to silicon carbide and further strengthens our financial position, which will support continued investments to capitalize on multi-decade growth opportunities across EV, 5G and industrial applications. // , Upon closing, creates a pure-play global semiconductor powerhouse focused on providing disruptive technology solutions to high-growth segments including EV, 5G and industrial applications. Read the Release. The acquisition is valued at up to $300 million. The New XLamp XM-L3: The best and brightest keep getting better and brighter. SMART has a strong platform and a solid track record of successfully acquiring and integrating businesses with a focus on specialty solutions., Compelling Strategic and Financial Benefits, Mr. Adams continued, We see meaningful upside opportunity at Cree LED as we leverage SMARTs proven operating system and believe that with renewed focus, strong operating discipline, transformative manufacturing expertise, and synergistic cost benefits, we will deliver significant shareholder value.. SMART Global Holdings, Inc. (SGH or SMART or the Company) (NASDAQ: SGH), today announced that it has completed its acquisition of Cree, Inc.s (NASDAQ:CREE) Cree LED Products business unit (Cree LED). Cree is an innovator of Wolfspeed power and radio frequency (RF) semiconductors and lighting class LEDs. Brings extensive global manufacturing and automotive leadership. DURHAM, N.C. Cree, Inc. (Nasdaq: CREE) today announced that the Company has entered into a definitive agreement to sell its LED Products business unit (Cree LED) to SMART Global Holdings, Inc. (Nasdaq: SGH) for up to $300 million, including fixed upfront and deferred payments and contingent consideration. SMART Global Holdings (SGH) announced today that it has completed its acquisition of Cree, Inc.s Cree LED Products business unit. Barclays is acting as financial advisor and OMelveny & Myers is acting as legal advisor to SMART. Cree, Inc. Appoints Marvin Riley to Board of Directors. These non-GAAP financial measures are also used by management to evaluate financial results, to plan and forecast future periods, and to assess performance of certain executives for compensation purposes. SMART, a developer of electronics industry solutions for the memory, computing, and storage markets, will absorb CREE LEDs portfolio of LED chips and components. Cree, Inc. (Nasdaq: CREE) today announced that the Company has entered into a definitive agreement to sell its LED Products business unit ("Cree LED") to SMART Global Holdings, Inc. (Nasdaq: SGH) for up to $300 million, including fixed upfront and deferred payments and contingent consideration. In addition, these measures may not be used similarly by other companies and therefore may not be comparable between companies. Cree and Wolfspeed are registered trademarks of Cree, Inc. Cree Investor Relations Contact: Tyler Gronbach Cree, Inc. VP, Investor Relations Phone: 919-407-4820 investorrelations@cree.com, Cree Media Contact: Joanne Latham Cree, Inc. VP, Corporate Marketing Phone: (919) 407-5750 media@cree.com. Crees management team will host a conference call to discuss the transaction as well as the Companys strategic transformation and an updated long-term financial outlook, and host a question and answer session. Cree - Get Report shares rose Monday after the semiconductor and lighting producer announced it agreed to sell its LED unit to Smart Global Holdings - Get Up to 1860 Lumens from a single-die LED component. JavaScript seems to be disabled in your browser. Customers rely on SMART as a strategic supplier with top tier customer service, product quality, and technical support with engineering, sales, manufacturing, supply chain and logistics capabilities worldwide. Under the terms of the agreement, which has been approved by the Companys board of directors, Cree expects to receive an initial cash payment of $50 million upon closing and $125 million to be paid upon maturity of a seller note issued by SMART to Cree due August 2023. During his tenure at Cree, he held a number of leadership positions including VP Business Development, VP and GM of the LED Chips and Materials } Cree, Inc. (Nasdaq: CREE), the global leader in silicon carbide technology through its Wolfspeed(R) business, today announced that it has completed the previously announced sale of its LED Products business unit ("Cree LED") to SMART Global Holdings, Inc. (Nasdaq: SGH) effective today. SMART will also host a conference call to discuss the transaction. Posted on 03/05/2021 1094 . SMART Global Holdings Completes the Acquisition of Cree LED. SMART Global Holdings to Acquire Crees LED Business Transformative Acquisition Significantly Advances Growth and Diversification Strategy Builds on Leadership as Global Read the Release. A replay of the conference call will be accessible for one week following the call as follows: Replay: +1-855-859-2056 (US), or +1-404-537-3405 (International); Passcode: 3097954; or through the Investors section of the SMART website at www.smartgh.com. Were you considering Cree Inc of Durham, NC, USA, which provides silicon carbide (SiC) technology through its Wolfspeed business, has completed the sale of its LED Products business unit (Cree LED) to SMART Global Holdings Inc. SMART will now license and incorporate the Cree LED brand name into the SMART portfolio of businesses, and Cree will change its corporate name to Wolfspeed later this year. Oct 19, 2020 10:01 AM UTC. As a leader in LED technology with a highly respected brand and expansive patent portfolio, Cree LED has a track record of delivering best-in-class solutions through well-established distribution and sales channels, said Mark Adams, President & CEO of SMART Global Holdings. The addition of Cree LED significantly advances our growth and diversification strategy. The seller-financed notes will accrue interest at an annual rate of LIBOR plus 3% payable quarterly. SUNY Poly Students Receive Cree | Wolfspeed Scholarships. SMART is a global leader in specialty solutions serving the electronics industry for over 30 years across the memory, computing, and storage markets. Cree Completes Sale of its LED Business to SMART Global Holdings, Inc. Cree announced it has completed the previously announced sale of its LED Products business unit to SMART Global Holdings Except as required under the U.S. federal securities laws and the rules and regulations of the SEC, Cree disclaims any intent or 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. Cree, announced that the Company has entered into a definitive agreement to sell its LED Products business unit (Cree LED) to SMART Global Holdings, for up to $300 million, including fixed upfront and deferred payments and contingent consideration. Read the Release. We are pleased to announce the sale of our LED Products business to SMART, which represents another key milestone in our transformational journey to create a pure-play global semiconductor powerhouse, said Cree CEO Gregg Lowe. Cree va vendre son activit Led Smart Global Holdings pour un montant maximal de 300 M$. 2021 GlobeNewswire, Inc. All Rights Reserved. SMART and its subsidiaries operate in a continually changing business environment and new factors emerge from time to time. We define Adjusted EBITDA as GAAP net income (loss) plus net interest expense, income tax expense, depreciation and amortization expense, share-based compensation expense, loss on extinguishment of debt/revolver, capped call mark to market (MTM) adjustment, restructuring expenses, integration expenses, COVID-19 expenses, acquisition-related expenses, gain on settlements and other infrequent or unusual items. Actual results, including with respect to Crees ability to complete the transaction on time or at all, Crees targeted earnout payment and plans to grow the Wolfspeed business, could differ materially due to a number of factors, including but not limited to, risks associated with divestiture transactions generally, including the inability to obtain, or delays in obtaining, required regulatory approvals, issues, delays or complications in completing carveout activities to allow Cree LED to operate on a standalone basis after the closing, including incurring unanticipated costs to complete such activities; the ability of Cree LED to generate sufficient revenue and gross profit in the first full four quarters post-transaction close to result in payment of the targeted earnout payment or any earnout payment; the ability of SMART to pay the note used to finance the transaction; risks associated with integration or transition of the operations, systems and personnel of Cree LED, each, as applicable within the term of the post-closing transition services agreement between SMART and Cree; unfavorable reaction to the sale by customers, competitors, suppliers and employees; the risk that costs associated with the transaction will be greater than Cree expects; risks relating to the COVID-19 pandemic that might delay or otherwise impact Crees ability to complete the transaction or transition operations and employees as Cree anticipates; and other factors discussed in our filings with the Securities and Exchange Commission (SEC), including our report on Form 10-K for the fiscal year ended June 28, 2020, and subsequent reports filed with the SEC. Claude Demby joined SMART Global Holdings as Senior Vice President and President of Cree LED through the acquisition of Cree LED on March 1, 2021. Cree LED comprises a SMART is a global leader in specialty solutions serving the electronics industry for over 30 years across the memory, computing, and storage markets. SMART Global Holdings to Acquire Crees LED Business Provided by GlobeNewswire. The conference call will be available to the public through a live audio web broadcast via the internet. The purchase includes fixed upfront and deferred payments, in addition to contingent consideration.