Flextronics Completes Acquisition of Solectron
SINGAPORE, Oct. 1 / -- Flextronics International Ltd. (NASDAQ:FLEX) announced today that it has completed its acquisition of Solectron Corporation (NYSE:SLR) creating the most diversified and premier global provider of advanced design and vertically integrated electronics manufacturing services ("EMS").
As a result of this acquisition, Flextronics has the broadest worldwide EMS capabilities, from design resources to end-to-end vertically integrated global supply chain services, which enhance its ability to design, build, and ship products for its customers. By adding Solectron's resources and unique skill sets, Flextronics now provides more value to customers by leveraging the combined global economies of scale in manufacturing, logistics, procurement, design, engineering and ODM services along an even broader selection of products.
Operating in 35 countries, with a workforce of approximately 200,000 employees, including approximately 3,500 design engineers, the combined company's annual revenues exceeds US$30 billion across seven well-diversified customer market segments and four major business units.
Effective as of the close of trading today, trading in Solectron's common stock will cease. Solectron's common stock will subsequently be delisted from the New York Stock Exchange and deregistered with the U.S. Securities and Exchange Commission.
Mike McNamara, chief executive officer of Flextronics, said, "Solectron is an extremely important strategic addition to Flextronics and this combination transforms the landscape of our industry. By joining forces, our increased scale enables us to extend our market segment reach, increase our vertical integration opportunities and better serve the needs of our combined customers, employees and shareholders. Solectron's strength in the high-end computing and telecom segments is an invaluable addition to Flextronics's existing capabilities and the combined company is a market leader in most product segments. We are now a larger, more competitive company and more capable of delivering supply chain solutions that fulfill our customers' increasingly complex requirements. The combined company is clearly more diversified and formidable than either company on its own, and Flextronics is better positioned to increase shareholder value through greater cash flow and earnings." McNamara added, "We are thrilled to add Solectron's employees, customers, shareholders and suppliers to our organization."
As part of the acquisition agreement, Flextronics has agreed to appoint two individuals designated by Solectron and approved by Flextronics to the board of directors of Flextronics. In connection with the appointment of these two new directors, which is expected to occur in the December 2007 quarter, Michael Marks and Richard Sharp intend to simultaneously retire as directors of Flextronics. Upon Marks's retirement, Ray Bingham will assume the role of Chairman of the Flextronics Board.
Merger Consideration
Pursuant to the terms of the definitive merger agreement, Solectron stockholders were entitled to elect to receive either 0.3450 of a Flextronics ordinary share or $3.89 in cash for each share of Solectron common stock, subject to proration due to minimum and maximum limits on the amount of stock consideration and cash consideration. The election deadline expired at 5:00 p.m., EST, on September 27, 2007, and Flextronics previously announced preliminary election results. The final allocation will be announced after the close of business on October 2, 2007. Flextronics expects to pay approximately $1.07 billion in cash and issue approximately 221.8 million Flextronics ordinary shares pursuant to the merger.
Solectron stockholders with questions regarding individual allocation results should contact Innisfree M&A Incorporated toll free from within the United States and Canada at 877-825-8971.
As previously announced, Flextronics will report second quarter results on Tuesday, October 23, 2007 at 1:30 pm PDT. Additionally, Flextronics will host its annual analyst and investor meeting on Tuesday, November 6, 2007 in New York City to present the Company's strategy and vision, the expected impact from the Solectron acquisition along with the combined company's financial expectations.
Both events will be broadcast via the Internet and may be accessed by logging on to the Company's website at www.flextronics.com/. Additional information in the form of slide presentations may also be found on the Company's site. Replays of the broadcasts will remain available on the Company's website afterwards.
Minimum requirements to listen to the broadcast are Microsoft Windows Media Player software (free download at www.microsoft.com/windows/windowsmedia/download/default.asp) and at least a 28.8 Kbps bandwidth connection to the Internet.
About Flextronics
Headquartered in Singapore (Singapore Reg. No. 199002645H), Flextronics is a leading Electronics Manufacturing Services (EMS) provider focused on delivering complete design, engineering and manufacturing services to automotive, computing, consumer digital, industrial, infrastructure, medical and mobile OEMs. With the acquisition of Solectron, pro forma fiscal year 2007 revenues from continuing operations are more than US$30 billion. Flextronics helps customers design, build, ship, and service electronics products through a network of facilities in 35 countries on four continents. This global presence provides design and engineering solutions that are combined with core electronics manufacturing and logistics services, and vertically integrated with components technologies, to optimize customer operations by lowering costs and reducing time to market. For more information, please visit www.flextronics.com/.
FCMN Contact: renee.brotherton@flextronics.com
Source: Flextronics International Ltd.
CONTACT:Thomas J. Smach, Chief Financial Officer, +1-408-576-7722, investorrelations@flextronics.com, or Renee Brotherton, Corporate Communications, +1-408-646-5103, renee.brotherton@flextronics.com, both of Flextronics International Ltd.
Web site: http://www.flextronics.com/
