#1II-VI Investor Presentation August 2021 Copyright 2021, II-VI Incorporated. All rights reserved. MATERIALS THAT MATTER#2Forward-Looking Statements This presentation contains forward-looking statements relating to future events and expectations that are based on certain assumptions and contingencies. The forward-looking statements are made pursuant to the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995 and relate to the Company's performance on a going forward basis. The forward-looking statements in this presentation involve risks and uncertainties, which could cause actual results, performance or trends to differ materially from those expressed in the forward-looking statements herein or in previous disclosures. The Company believes that all forward-looking statements made by it in this presentation have a reasonable basis, but there can be no assurance that management's expectations, beliefs, or projections as expressed in the forward-looking statements will actually occur or prove to be correct. In addition to general industry and global economic conditions, factors that could cause actual results to differ materially from those discussed in the forward-looking statements in this presentation include but are not limited to: (i) the failure of any one or more of the assumptions stated above to prove to be correct; (ii) the risks relating to forward-looking statements and other "Risk Factors" discussed in the Company's Annual Report on Form 10-K for the fiscal year ended June 30, 2020 and additional risk factors that may be identified from time to time in future filings of the Company; (iii) the conditions to the completion of the Company's pending business combination transaction with Coherent, Inc. (the "Transaction") and the remaining equity investment by Bain Capital, LP, including the receipt of any required regulatory approvals, and the risks that those conditions will not be satisfied in a timely manner or at all; (iv) the occurrence of any event, change or other circumstances that could give rise to an amendment or termination of the merger agreement relating to the Transaction, (v) the Company's ability to finance the Transaction, the substantial indebtedness the Company expects to incur in connection with the Transaction and the need to generate sufficient cash flows to service and repay such debt; (vi) the possibility that the Company may be unable to achieve expected synergies, operating efficiencies and other benefits within the expected time-frames or at all and to successfully integrate the operations of Coherent, Inc. ("Coherent") with those of the Company; (vii) the possibility that such integration may be more difficult, time-consuming or costly than expected or that operating costs and business disruption (including, without limitation, disruptions in relationships with employees, customers or suppliers) may be greater than expected in connection with the Transaction; (viii) litigation and any unexpected costs, charges or expenses resulting from the Transaction; (ix) the risk that disruption from the Transaction materially and adversely affects the respective businesses and operations of the Company and Coherent; (x) potential adverse reactions or changes to business relationships resulting from the announcement, pendency or completion of the Transaction; (xi) the ability of the Company to retain and hire key employees; (xii) the purchasing patterns of customers and end users; (xiii) the timely release of new products, and acceptance of such new products by the market; (xiv) the introduction of new products by competitors and other competitive responses; (xv) the Company's ability to assimilate recently acquired businesses and realize synergies, cost savings and opportunities for growth in connection therewith, together with the risks, costs, and uncertainties associated with such acquisitions; (xvi) the Company's ability to devise and execute strategies to respond to market conditions; (xvii) the risks to anticipated growth in industries and sectors in which the Company and Coherent operate; (xviii) the risks to realizing the benefits of investments in R&D and commercialization of innovations; (xix) the risks that the Company's stock price will not trade in line with industrial technology leaders; and/or (xx) the risks of business and economic disruption related to the currently ongoing COVID-19 outbreak and any other worldwide health epidemics or outbreaks that may arise. The Company disclaims any obligation to update information contained in these forward-looking statements, whether as a result of new information, future events or developments, or otherwise. These risks, as well as other risks associated with the proposed transaction, are more fully discussed in the joint proxy statement/prospectus included in the registration statement on Form S-4 (File No. 333- 255547) filed with the SEC in connection with the Transaction (the "Form S-4"). While the list of factors discussed above and the list of factors presented in the Form S-4 are considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward looking statements. Neither the Company nor Coherent assumes any obligation to publicly provide revisions or updates to any forward-looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws. II-VI Copyright 2021, II-VI Incorporated. All rights reserved. Page 2#3II-VI at a Glance as of June 30, 2021 ሐ 22,000+ Employees Engineering & Technology 3,800+ Employees Vertically Integrated Model IIVI Subsystems FY21 Revenue $3.1B Cash & Equivalents $1.6B Core Competency Engineered Materials Components Materials 1971 2,200+ Patents Year Founded 73 Locations (1) Free cash flow is defined as cash flow from operations of $574M less capital expenditures of $146M for the twelve months ended June 30, 2021. Copyright 2021, II-VI Incorporated. All rights reserved. IIVI FY21 Free Cash Flow (1) $428M 18 Countries Page 3#4Q4 FY21 Financial Highlights GAAP Non-GAAP Revenue Q4 FY21 $808.0M Bookings $922.7M Backlog $1.3B Operating Income Earnings Per Share $97.1M $148.5M $0.59 $0.88 Japan Other North 49% America Industrial 3% 6% Revenue by Region Communications 12% Aerospace & Defense 7% 5% Revenue by 4% End Market 3% 2% 67% Consumer Electronics Semiconductor Capital Equipment Life Sciences Automotive & Other Results fueled by execution of a growth strategy, a market super- cycle, and focused execution 19% 23% Europe China IIVI Copyright 2021, II-VI Incorporated. All rights reserved. Page 4#5Building Momentum for 50 Years gineerea materials and Lasers HIVI 50 th 1971-2021 Nasdaq IIVI Nasdaq 1 One of the largest photonics and compound semiconductor companies 2 Materials expertise drives differentiation in multiple growing markets 4 manufacturing footprint History of insightful targeting and successful integration of strategic acquisitions 3 Vertically integrated, diverse global II-VI rang the Nasdaq stock market opening bell in celebration of its 50th anniversary on June 22, 2021 IIVI 5 Strong execution and resilient growth Copyright 2021, II-VI Incorporated. All rights reserved. Page 5#6A Leader in Engineered Materials Future Indium Phosphide InP Leveraging a broad range of differentiated materials and devices across 7 strategic markets: Aerospace & Defense Semiconductor Equipment Life Sciences Automotive Datacom, Telecom & Wireless Communications 3D Sensing/Consumer Future Future Aluminum Oxide/ Silicon Sapphire Carbide SiC Reaction Bonded Silicon Al2O3 Carbide Bismuth Telluride Bi2Te3 Si/SiC Yttrium Aluminum Garnet (YAG) Zinc Selenide ZnSe Y3Al 5012 Diamond C Zinc Sulfide ZnS Gallium Arsenide GaAs Future Future Industrial IIVI II-VI engineered materials are differentiated by unique optical, electrical, magnetic, thermal, mechanical, and structural properties. Copyright 2021, II-VI Incorporated. All rights reserved. Page 6#7A Vision Aligned to Irreversible Market Megatrends IIVI Deployment of 5G wireless Mobile Intelligent Electric MEGATRENDS Proliferation of cloud services Increased data and video consumption II-VI VISION Adoption of 3D sensing Growth in electric & autonomous vehicles A world transformed through innovative materials vital to a better life today and the sustainability of future generations Copyright 2021, II-VI Incorporated. All rights reserved. IOT ((0)) Page 7#8Innovation Strategy Six interlocking and time-tested criteria 1. Leveraging technology platforms across markets 2. Differentiating products through engineered materials 3. Competitive vertical integration 4. Process-intensive technologies 5. Capital-intensive infrastructures 6. Performance-driven differentiation II-VI Copyright 2021, II-VI Incorporated. All rights reserved. Page 8#9History of Insightful Targeting and Successful Integration of Strategic Acquisitions 10 Years of Continuous Revenue Growth CAGR 20% Increased efficiencies II-VI 5 Transformative Acquisitions: 2022 - Laser sources & systems (4) 2019 - Indium phosphide technology platform 2016 - Epitaxial wafer and SiC electronic devices 2013 - Gallium arsenide technology platform 2010 Optical networks & China market Finisar Acquisition Bolstered Scale $2,380 Revenue ($M) $3,106 Q4FY21 OpEx as % of Revenue Without amortization and stock-based compensation, and transaction costs 26% -600 bps 20% 21% (3) Q4FY21 Non-GAAP Gross Margins 39% 40% (3) 31% +800 bps $1,362 $1,159 $972 $827 $683 $742 $487 $516 $551 FY11 FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 (1) Figures prior to FY2019 do not reflect the adoption of ASC 606. PF(2) Q1 FY20 Q4 FY21 (2) (3) (4) Prepared in accordance to ASC 805. Pro Forma includes the revenue of Finisar in Q1FY20 prior to the acquisition date of 9/24/20. FY21 actual. See Appendix for reconciliation to most comparable GAAP measures. Acquisition in process as of June 30, 2021. Copyright 2021, II-VI Incorporated. All rights reserved. Page 9#10Attractive and Increasing Gross and Operating Margins Strong Execution and Synergy Realization Post Finisar Transaction Close Driving Margins Non-GAAP Gross Margin (1) Non-GAAP Operating Margin (1) 42% 42% 40% 39% 39% 38% 38% 31% i 16% 9% 13% I 1 22% 19% 18% 18% 17% T Last Quarter Q3 FY20 Q4 FY20 Q1 FY21 Q2 FY21 Q3 FY21 Q4 FY21 Before Close (2) IIVI FINISAR IM Last Quarter Before Close (2) IIVI FINISAR IIVI Q3 FY20 Q4 FY20 Q1 FY21 Q2 FY21 Q3 FY21 Q4 FY21 ר (1) All non-GAAP amounts exclude certain adjustments for share-based compensation, acquired intangible amortization expense, certain one-time transaction expenses, debt extinguishment expense, fair value measurement period adjustments and restructuring and related items. See Appendix for reconciliation to most comparable GAAP measures. (2) II-VI figures are for the three months ended September 30, 2019 and Finisar figures are for the three months ended July 28, 2019. II-VI Copyright 2021, II-VI Incorporated. All rights reserved. Page 10#11IIVI North America 50% 22% FY21 Revenue Distribution China By Region 18% 3% 7% Japan Europe FY21 Revenue $3.1B Photonic Solutions Compound Semiconductors 66% By Segment 34% Copyright 2021, II-VI Incorporated. All rights reserved. Communications Industrial Consumer 10% Electronics 9% Aerospace By 6% End Market 4% 3% 66% 2% & Defense Semiconductor Capital Equipment Life Sciences Automotive & other Page 11#12Thousands of Market Leading Customers Across Diverse Markets TRUMPF E2 ciena Alibaba ASML CORNING Bystronic Tencent 腾讯 NOKIA SUMITOMO ELECTRIC Nikon Raycus H3C . ||111|1. CISCO. Complete GENOMICS A Company STT life augmented KLA Tencor BECKMAN COULTER HAN*S LASER Hisense FUJITSU SHOWA DENKO ZEISS LITEONIⓇ laserline Extreme ZTE Infineon networks zygo® AAurubis technologies Sampling of representative customers based on approvals for public release. IIVI Copyright 2021, II-VI Incorporated. All rights reserved. Page 12#13Addressing Multiple and Strong Growing End-Markets CY26 Market CY21-26 CAGR CY26 Market CY21-26 CAGR Optical Communications Wireless $26.9 B 10.5 % 5G $6.1 B 8.2 % Datacenter and telecom networks Automotive & Energy Sources: Omdia, Light Counting, Cignal Al, 650 Group, Yole, Internal Estimates 4G/5G RF base stations Sources: Yole, Internal Estimates Semiconductor Industrial $8.5 B Capital Equipment 37% $3.7 B 5% HEV/EV, LIDAR, In-cabin interaction Sources: Yole, Internal estimates EUV lithography, deposition, etch, and inspection Sources: Strategies Unlimited, Internal Estimates Life Sciences BLSK $8.0 B 7% $3.4 B 6% Laser-based materials processing Consumer Electronics Mobile devices, AR/VR, smart home devices and wearables IIVI Sources: Optech Consulting, Internal Estimates Diagnostic, medical treatment, and environmental sensing Aerospace & Defense $8.2 B 22% Sources: Morgan Stanley, IDC, Internal Estimates Satellite laser communications, contested space Copyright 2021, II-VI Incorporated. All rights reserved. Sources: Data Bridge, Markets & Markets Strategies Unlimited, SDI, Internal Estimates $24.4 B 21% Sources: Internal Estimates Page 13#14COVID-19 Has Accelerated II-VI's Secular Tailwinds Driving Increasing Demand for Connectivity and High-Performance Infrastructure as our value proposition enables the digital transformation IIVI Video Conferencing Life Sciences / Diagnostics 5G Content Streaming Smart Power Energy Efficiency Work-From-Home Copyright 2021, II-VI Incorporated. All rights reserved. 10101 01001 % 101-01 01001 11010 Page 14#15IIVI II-VI's Global Actions with Global Impact II-VI has entered into renewable-energy contracts for 15 facilities in the U.S. and Europe, representing about 20% of our annual energy consumption. We expect to expand the program to our manufacturing sites in Asia. Clean Energy Wastewater Program Treatment Renewable Energy Clean Water Advocate STEM Environmental Resources Management II-VI Global ESG-Related Initiatives & Activities In 2021, II-VI pledged its support with a contribution of one million dollars to the II-VI Foundation for STEM education. Copyright 2021, II-VI Incorporated. All rights reserved. Page 15#16End Markets and Applications#17IC (TIA, LD, CDR) Datacom DSP Laser PIC TOSA ROSA Optical Assembly Transceiver Pluggable Board-Mount Lenses Polarization Beam Splitter High Speed Detectors Co-packaged Isolators Garnet IIVI Mux/DeMux #1 provider of datacom solutions Materials | Components | Transceiver modules The most innovative leader in datacom transceivers Copyright 2021, II-VI Incorporated. All rights reserved. Page 17#18Telecom Well poised for disaggregation YOU F Pathe MIW.COM стан Optical Monitoring System (OMS) ECOC EXHIBITION INDUSTRY AWARDS 2020 Pluggable Optical Line System (POLS) Growing share in coherent optics 4006 400G IC-TROSA 400G QSFP-DD IIVI A market mover in ROADM technology and coherent transmission Copyright 2021, II-VI Incorporated. All rights reserved. Page 18#19Industrial - Materials Processing Laser processing in electric vehicles Full line supplier of materials, components and subsystems for high power lasers Welding battery cells, bus bars and packs HIGH BATTERY Battery enclosure cutting Electric motor hairpin welding Electric vehicle battery manufacturing: Laser processes adapted to most joining tasks on the cell, module, pack, and frame levels Automation: Remote laser welding heads assisted by machine vision software IIVI Copyright 2021, II-VI Incorporated. All rights reserved. Page 19#20IIVI 3D Sensing & LiDAR Face biometrics, auto-focus, augmented reality, automotive in-cabin & LiDAR, machine vision Roadmap to integrating functionality in modules leveraging broad portfolio of lasers, detectors, optics, and integrated circuits Copyright 2021, II-VI Incorporated. All rights reserved. Page 20#21IIVI Ceramics and Composites for Wafer Fab Equipment Ceramics and metal matrix composites for front end of line (FEOL) to back end of line (BEOL) WFE Aluminum-Reinforced SiC Metal Matrix Composites Silicon Carbide Particles Aluminum High Performance ☐ Tight flatness tolerances High CTE matching of silicon wafers High stiffness / High thermal conductivity / Low weight Reaction Bonded SiC Diamond Ceramics ■ Diamond Particles Silicon Carbide ☐ Silicon Metals Copyright 2021, II-VI Incorporated. All rights reserved. Portfolio of additive manufacturing materials Page 21#22Lasers Optics Thermoelectrics Life Sciences Solutions for Life Sciences Scientific Medical Biotechnology Vertically integrated subassemblies & systems II-VI plays an important role in the medical diagnostics markets that have a vital role in PCR, sequencing and diagnostic platforms, which are critical for disease testing and research, and lead to new medicines IIVI Copyright 2021, II-VI Incorporated. All rights reserved. Page 22#23Key Trends II-VI Automotive For electrification and advanced driver-assistance systems (ADAS) Connectivity & Entertainment Telematics, information & comfort Green HEV/EV Optics & optoelectronics Capabilities Safety & Expertise LIDAR/OMS/DMS MMC SiC substrates & devices Li/S batteries Broad and deep portfolio in optics & optoelectronics (VCSELS, Edge Emitting Lasers, Mirrors, Lenses...) Silicon carbide substrates & devices and Li/S batteries Key technologies for thermal management: Ceramic matrix composites Copyright 2021, II-VI Incorporated. All rights reserved. Page 23#24Two Decades of SiC Materials Innovation 150 mm Wafer Manufacturing 3" Wafer 100 mm Wafer World's First 200 mm Wafer MATERIALS THAT MATTER 200 mm Wafer Manufacturing 04 05 06 07 08 09 10 11 12 13 14 15 16 17 18 19 20 21 24 Years Demonstrated High-Quality Wafer Demonstrated II-VI Manufacturing Manufacturing Demonstrated Copyright 2021, II-VI Incorporated. All rights reserved. 4H n-Type 6H SI Back-end Processing in China Page 24#25New Ventures & Wide-Bandgap Electronics Technology Vertical Integration Investing $1B over 10 years starting in FY22 A vertically integrated SiC power electronics technology organization Significant SiC Market Opportunity(1) SiC Modules GE Technology ($bn) SiC Devices II-VI and GE Technology SiC Chips II-VI and GE Technology 50%+ CAGR $30+ IIVI SiC Epiwafers II-VI (3DSIC®) SiC Substrates II-VI Copyright 2021, II-VI Incorporated. All rights reserved. $0.5 2020 2030 (1) Internal company estimates. Includes module and device TAM. Page 25#26II-VI to Acquire Coherent#27IIVI Transaction Details Projected Synergies & Financial Impact Financing Governance Approvals & Expected Closing Coherent Transaction Overview Coherent stockholders to receive $220.00 per share in cash and 0.91 of a II-VI common share for each Coherent share At closing, Coherent stockholders to own approximately 15% of the common shares of combined company " $250 million of run-rate cost synergies expected to be realized within 36 months of close ◉ ◉ " ■ Anticipated to be accretive to non-GAAP EPS in the second year following closing Fully committed debt financing from JP Morgan of approximately $5.1 billion Equity financing commitment from Bain Capital of $2.15 billion as Bain Capital elected during 4QFY21 to increase its commitment by $350 million. Balance sheet cash Steve Pagliuca, Co-Chair of Bain Capital, joined II-VI Board in April Two Coherent directors expected to join Board of combined company Approved by Coherent and II-VI shareholders Regulatory approvals and customary closing conditions Closing of transaction anticipated during the first calendar quarter of 2022. Copyright 2021, II-VI Incorporated. All rights reserved. Page 27#28IIVI Significant Value Creation Potential from Coherent Synergies Expected Synergies within 3 years Supply chain management - procurement Cost of Goods Sold ■ Infeed - Internal supply of enabling materials and components $150M ■ Global supply chain function savings ■ More efficient R&D with scale Operating Expenses ■ Development cost savings $100M ■ Consolidation of corporate costs ■ Global functional model efficiencies TOTAL $250M Copyright 2021, II-VI Incorporated. All rights reserved. Page 28#29Well Capitalized for Future Growth Rapid deleveraging post-closing from strong EBITDA and cash flow generation External Financing Sources Debt Pro Forma Leverage Total Debt $5.125 billion total commitment, including unfunded revolving credit facility $5.1 billion 4.5x(1) Cash Net Debt $0.5 billion $4.6 billion 4.1x(1) Convertible Preferred Equity ■ $2.15 billion commitment from Bain Capital, $750 million of which has been received Coupon: 5%, 4-year payable-in-kind, cash pay option thereafter Conversion price of $85.00 per share Proforma net leverage at closing is expected to be approximately 3.8x (1) (1) Reflects proforma combined LTM EBITDA and includes $250 million of cost synergies. II-VI Target 3.0x or less gross leverage within two years post-closing Copyright 2021, II-VI Incorporated. All rights reserved. Page 29#30Summary of Strategic Rationale Greater exposure to megatrends from larger operational scale Sustained growth from increased diversification Higher growth and margins through complementary technology platforms Improved competitiveness from greater scale across the value chain Sales synergies by utilizing Coherent's global service infrastructure Deeper market intelligence from complementary business models IIVI Copyright 2021, II-VI Incorporated. All rights reserved. Page 30#31Appendix#32II-VI Segment Revenue by End Markets for Q4FY21 QTD End Market Distribution of Q4FY21 QTD Revenue Reported Segments Q4FY20 Revenue Q4FY21 Revenue Q4FY21 Op Margin - GAAP / Non-GAAP Q4FY21/ Q4FY20 Revenue Growth Industrial (Automotive) Communica- tions Aerospace & Defense Semi Cap Life Science, Consumer, Other Photonic Solutions $517M $550M 11% / 16% 6% 3% 94% 0% 1% 2% Compound 32% $229M $258M 18% / 24% 13% 11% 21% 12% 22% Semiconductors (2%) 12% II-VI Consolidated $746M $808M 12% / 18% 8% 67% 7% 4% 9% (1%) IIVI Copyright 2021, II-VI Incorporated. All rights reserved. Page 32#33II-VI Segment Revenue by End Markets for Full Year FY21 End Market Distribution of Full Year FY21 Revenue FY21 Op Margin Reported Segments FY21 Revenue - GAAP / Non- GAAP FY21/FY20 Revenue Growth Proforma (1) FY21/FY20 Revenue Industrial (Automotive) Fiber Optic & Wireless Comm. Aerospace & Defense Semi Cap Life Science, Consumer, Other Growth Photonic Solutions $2,038M 10% / 16% 31% 12% 3% 94% 0% 1% 2% Compound 26% $1,068M 21% / 26% 30% 30% 13% 19% 10% 30% Semiconductors (2%) 10% II-VI Consolidated $3,106M 13% / 19% 31% 18% 66% 7% 4% 12% (1%) (1) Pro Forma calculation in accordance with ASC 805. II-VI Copyright 2021, II-VI Incorporated. All rights reserved. Page 33#34II-VI Segment Revenue by End Markets for Full Year FY20 End Market Distribution of Full Year FY20 Revenue FY20 Op Margin - Reported Segments FY20 Revenue GAAP / Non- GAAP FY20/FY19 Revenue Growth Industrial (Automotive) Fiber Optic & Wireless Aerospace & Defense Semi Cap Comm. Life Science, Consumer, Other Photonic Solutions $1,537M 3% / 15% 141% 3% 94% 0% 1% 2% Compound 29% $821M 8%/12% 13% 15% 21% 12% 23% Semiconductors (1%) Unallocated $22.1M N/A N/A 98% 2% 12% II-VI Consolidated $2,380M 2% / 14% 75% 67% 7% 5% 9% (0%) II-VI Copyright 2021, II-VI Incorporated. All rights reserved. Page 34#35Midpoint Scenario to Mirror N/A Assume 106M Shares Summary: Hypothetical Illustration of EPS Calculation The following calculations are based on hypothetical amounts of GAAP net income and should not be construed as an estimate or expectation of the Company's actual financial results for any period indicated Refer to the following slide for sample calculations: Net Earnings From Income Statement (in millions) Below 17 Scenario Hypothetical Earnings Level for Q1 FY22 Using Mid Point of Income Ranges A B C D Non-GAAP Net earnings $ 23.0 $67.0 $ 125.0 $147.0 Deduct Series A Dividends (6.9) (6.9) 17-29 23 Deduct Series B Dividends Scenario A (10.1) (10.1) (10.1) - Add Back Interest on Convertible Debt 0.8 0.8 0.8 29-107 67 Scenario B 107-145 125 Scenario C Net Earnings Available to Common Shareholders 6.0 50.8 115.7 147.8 144 and above 147 Scenario D Diluted Weighted Average Common Shares Diluted Non-GAAP EPS 111.0 118.3 127.2 136.1 $ 0.05 $ 0.43 $ 0.91 $ 1.09 Hypothetical Earnings Level for Q1 FY22, Using the Guidance Range Scenario 0.75 0.83 0.90 Non-GAAP Net earnings $ 105.0 $ 115.0 $ 124.0 Deduct Series A Dividends (6.9) Deduct Series B Dividends (10.1) (10.1) (10.1) Add Back Interest on Convertible Debt 0.8 0.8 0.8 NG Net Earnings Available to Common Shareholders 88.8 105.7 114.7 Diluted Weighted Average Common Shares Diluted Non-GAAP EPS 118.3 127.2 127.2 $ 0.75 $ 0.83 $ 0.90 IIVI Copyright 2021, II-VI Incorporated. All rights reserved. Page 35#36Reconciliation of GAAP Measures to Non-GAAP Measures Three Months Ended 7/28/19 (Last Finisar Stand Alone Report) Finisar Revenue Q1 FY20 $ 285.0 GAAP Gross Profit $ 85.3 Amortizationof required technology $ 0.5 Stock compensation $ 2.9 Impairment of long-lived/intangible assets $ 1.7 Write off discontinued product inventory $ (1.8) Non-GAAP Gross Profit $ 88.6 Non-GAAP Gross Margin 31% GAAP Operating Income (Loss) $ (9.5) Total cost of revenue adjustment $ 3.4 Reduction in force costs and other restructuring $ 0.1 Stock compensation $ 12.8 Acquisition related costs $ 1.1 Amortization of purchased intangibles $ 0.2 Startup costs $ 17.1 Non-GAAP Operating Income $ 25.1 Non-GAAP Operating Margin 9% Note: Dollars in millions. Q1 FY20 represents quarter ending October July 28, 2019. IIVI Copyright 2021, II-VI Incorporated. All rights reserved. Page 36#37IIVI Reconciliation of GAAP Measures to Non-GAAP Measures Reconciliation of GAAP Measures to non-GAAP Measures $ Millions (Unaudited) Revenues Gross profit on GAAP basis Finisar results Share-based compensation Fair value adjustment on acquired inventory Measurement period adjustment on long-lived assets Restructuring, transaction expenses and other Gross profit on non-GAAP basis Non-GAAP gross margin Jun 30, Three Months Ended Mar 31, 2021 2021 Jun 30, 2020 Year Ended Jun 30, Jun 30, 2021 $ 808.0 $ 783.2 $ 746.2 $ 307.6 $ 299.6 $ 302.2 $ 3,105.9 $1,216.2 2020 $2,380.0 $ 819.6 (6.5) 3.4 3.0 4.4 12.1 11.6 87.7 9.1 0.7 1.8 6.7 $ 311.7 $ 304.4 $ 315.7 $1,235.0 $ 912.4 38.6% 38.9% 42.3% 39.8% 38.3% Operating income on GAAP basis $ 97.1 $ 85.1 $ 67.5 $ 402.1 $ 39.5 Finisar results (1.9) Share-based compensation 18.5 16.8 24.0 78.9 63.1 Fair value adjustment on acquired inventory 87.7 Amortization of acquired intangibles 20.6 20.8 18.8 82.2 64.2 Measurement period adjustment on long-lived assets 9.1 Restructuring, transaction expenses and other 12.2 18.5 5.3 38.3 72.2 Operating income on non-GAAP basis $ 148.5 $ 141.0 $ 124.6 $ 601.5 $ 324.8 Non-GAAP operating margin 18.4% 18.0% 16.7% 19.4% 13.6% Copyright 2021, II-VI Incorporated. All rights reserved. Page 37#38IIVI Reconciliation of GAAP Measures to Non-GAAP Measures Reconciliation of Segment Non-GAAP Operating Income (Loss) to GAAP Segment Operating Income (Loss) $ Millions (Unaudited) Non-GAAP Photonic Solutions Operating Income Measurement period adjustment on long-lived assets Share-based compensation Amortization of acquired intangibles Fair value adjustment on acquired inventory Restructuring, transaction expenses and other Photonic Solutions GAAP Operating Income Non-GAAP Compound Semiconductors Operating Income Measurement period adjustment on long-lived assets Share-based compensation Amortization of acquired intangibles Fair value adjustment on acquired inventory Restructuring, transaction expenses, and other Compound Semiconductors GAAP Operating Income Jun 30, 2021 Three Months Ended Mar 31. Jun 30, Year Ended Jun 30, Jun 30, 2021 2020 2021 2020 $ 87.4 $ 74.5 $ 83.8 $ 324.3 $ 224.4 (1.9) (9.4) (7.6) (17.9) (39.6) (43.0) (17.3) (17.3) (15.9) (69.2) (53.3) (74.2) (0.2) (1.3) (4.0) (7.8) (4.0) $ 60.5 $ 48.3 $ 49.1 $ 207.7 $ 49.9 $ 61.1 $ 66.5 $ 35.8 $ 277.2 $ 100.6 (7.2) (9.3) (9.1) (6.1) (39.4) (20.1) (3.3) (3.5) (2.9) (13.0) (8.9) (6.4) (0.8) (2.2) (3.6) (2.9) $ 47.7 $ 51.8 $ 19.6 $ 221.2 $ 62.3 Non-GAAP Unallocated and Other Operating Income (Loss) Finisar results S in S $ (0.2) Amortization of acquired intangibles Fair value adjustment on acquired inventory | | | 1.9 (2.0) (7.1) Severance and related - Share-based compensation (10.7) Severance and related Other compensation (10.0) One-time costs related to the Finisar acquisition (26.8) Restructuring, transaction expenses, and other (11.1) (14.9) (1.3) (26.8) (17.8) Unallocated and Other GAAP Operating Income (Loss) $ (11.1) $ (14.9) $ (1.3) $ (26.8) $ (72.7) Total GAAP Operating Income $ 97.1 $ 85.1 $ 67.4 $ 402.1 $ 39.5 Non-GAAP Operating Income $ 148.5 $ 141.0 $ 124.6 $ 601.5 $ 324.8 Copyright 2021, II-VI Incorporated. All rights reserved. Page 38#39IIVI Reconciliation of GAAP Measures to Non-GAAP Measures Reconciliation of Segment Non-GAAP Operating Income (Loss) to GAAP Segment Operating Income (Loss) $ Millions (Unaudited) Non-GAAP Photonic Solutions Operating Income Measurement period adjustment on long-lived assets Share-based compensation Amortization of acquired intangibles Fair value adjustment on acquired inventory Restructuring and related expenses Transaction expenses related to acquisitions Photonic Solutions GAAP Operating Income Non-GAAP Compound Semiconductors Operating Income Measurement period adjustment on long-lived assets Share-based compensation Amortization of acquired intangibles Restructuring and related expenses Transaction expenses related to acquisitions Jun 30, 2020 Three Months Ended Mar 31, 2020 Jun 30, 2019 Year Ended Jun 30, Jun 30, 2020 2019 S 88.8 S 54.2 S 28.2 5 224.4 5 106.6 (1.9) 10.2 (17.9) (9.6) (3.6) (43.0) (12.0) (15.9) (6.1) (2.4) (53.3) (9.3) (74.2) (4.0) (4.0) (3.4) $ 49.1 5 48.7 5 S 49.9 $ 81.9 S 35.8 19 (7.2) 3.2 (6.1) (4.8) (2.9) 0.4 ** 27.4 S in 28.7 $ 100.6 $ 103.1 (3.2) (20.1) (13.0) (2.2) (8.9) (7.3) (1.3) (2.9) I (0.2) (0.4) (6.4) S 19.6 24.9 S 23.1 62.3 S 82.4 Fair value adjustment on acquired inventory Compound Semiconductors GAAP Operating Income Non-GAAP Unallocated and Other Operating Income (Loss) Finisar results Transaction expenses related to acquisitions $ (1.3) Severance and related - Share-based compensation Severance and related - Other compensation Amortization of acquired intangibles | | | | | 09 69 (0.2) $ 1.9 (2.9) (4.6) (17.8) (15.6) (10.7) (1.7) (10.0) (2.0) Preliminary fair value adjustment on acquired inventory (7.1) One-time costs related to the Finisar acquisition Unallocated and Other GAAP Operating Income (Loss) (26.8) $ (13) $ (4.6) S (4.6) $ (72.7) $ (15.6) Total GAAP Operating Income $ 67.4 69.0 40.7 S 39.5 $ 148.7 Non-GAAP Operating Income $ 124.6 S 81.6 S 56.9 5 324.8 S 209.7 Copyright 2021, II-VI Incorporated. All rights reserved. Page 39#40IIVI Reconciliation of GAAP Measures to Non-GAAP Measures Non-GAAP Earnings Per Share Calculation $ Millions (Unaudited) Numerator Net earnings on non-GAAP basis Series A Mandatory Convertible Preferred Stock dividends Series B Redeemable Preferred dividends Earnings available to common shareholders Effect of dilutive securities Three Months Ended Jun 30, Mar 31, 2021 Jun 30, Year Ended Jun 30, Jun 30, 2021 2020 2021 2020 $ 117.0 (6.9) (10.0) $ 111.5 (6.9) $ 117.7 $ 460.2 $ 258.6 (27.1) (10.1) $ 100.2 $ 104.5 $ 117.7 $ 423.0 $ 258.6 Add back interest on Convertible Senior Notes Due 2022 Add back Series A Preferred Stock dividends Earnings available to common shareholders $ 3.1 6.9 $ 3.1 $ 2.8 $ 12.3 $ 11.3 6.9 27.1 $ 110.1 $ 114.5 $ 120.5 $ 462.4 $ 270.0 Denominator Weighted average shares 105.0 104.8 91.5 104.2 84.8 Effect of dilutive securities: Common stock equivalents 3.9 4.2 3.2 3.6 2.3 0.25% Convertible Senior Notes due 2022 7.3 7.3 7.4 7.3 7.6 Series A Mandatory Convertible Preferred Stock 8.9 8.9 8.9 Diluted weighted average common shares 125.1 125.2 102.1 123.9 94.8 Earnings (loss) per common share on non-GAAP basis $ 0.95 $ 1.00 $ 1.29 $ 4.06 $ 3.05 Earnings (loss) per common share on non-GAAP basis $ 0.88 $ 0.91 $ 1.18 $ 3.73 $ 2.85 Copyright 2021, II-VI Incorporated. All rights reserved. Page 40#41IIVI MATERIALS THAT MATTER