Summary
Flex Ltd. (FLEX) has filed an 8-K report detailing a significant debt issuance that occurred on August 17, 2020. The company successfully raised $575 million in aggregate principal amount through the sale of additional notes: $250 million in 3.750% Notes due 2026 and $325 million in 4.875% Notes due 2030. These new notes are fungible with, and will consolidate into, existing note series previously issued in May 2020. This debt issuance, registered under a shelf registration statement, strengthens Flex Ltd.'s capital structure and provides additional liquidity. The notes are senior unsecured obligations, ranking equally with existing senior unsecured indebtedness. The filing also outlines the terms of the notes, including interest payment dates, maturity dates, and provisions for optional redemption by the company or mandatory repurchase upon a change of control event. The company has entered into an underwriting agreement with several representatives of underwriters for this offering, which includes customary representations, warranties, and indemnification clauses.
Key Highlights
- 1Flex Ltd. issued $575 million in new senior unsecured notes: $250 million of 3.750% Notes due 2026 and $325 million of 4.875% Notes due 2030.
- 2The new notes will be consolidated with existing notes of the same series issued on May 12, 2020, increasing the total outstanding principal for the 2026 notes to $675 million and for the 2030 notes to $650 million.
- 3The offering was conducted under the company's existing shelf registration statement and a prospectus supplement filed on August 14, 2020.
- 4The notes are governed by an Indenture, which includes certain covenants restricting liens, sale and leaseback transactions, and mergers/consolidations, subject to specified limitations.
- 5Holders have the option to require repurchase upon a change of control event, and the company retains the option to redeem the notes.
- 6The company entered into an Underwriting Agreement with BofA Securities, Inc., MUFG Securities Americas Inc., SMBC Nikko Securities America, Inc., and U.S. Bancorp Investments, Inc. as underwriters.
- 7Standard provisions for representations, warranties, indemnification, and contribution are included in the Underwriting Agreement.