FLEX LTD.
For the period ended Sep 25, 2026. Filed Oct 30, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 25, 2026 · Filed Oct 30, 2026
What changed in Risk Factors?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-26; filed 2026-07-31.
0000866374-26-000030
Item 1A. Risk FactorsCurrent report: 10-Q
Period ended 2026-09-25; filed 2026-10-30.
0000866374-26-000042
Item 1A. Risk FactorsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 2 previous paragraphs and 7 current paragraphs.
2 unchanged; 0 reworded; 4 added; 0 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (4)
Current report
Flex has incurred $4.4 billion of short-term acquisition indebtedness that must be repaid within 364 days, and repayment depends on the completion of the spin-off of SpinCo and the related SpinCo financings.
Current report
Flex has funded its $4.4 billion acquisition of EPC Power Corp. with $3.3 billion of borrowings under a senior term loan credit facility and $1.1 billion of borrowings under a senior bridge term loan credit facility. Each facility matures on October 13, 2027. Flex intends to repay both with the funds from a cash distribution from SpinCo, which SpinCo expects to fund with its term loans and its issuance of Series A Preferred Stock. Flex must prepay the Flex Term Loan Facility within one business day after the SpinCo term loans are funded. If the spin-off of SpinCo is delayed beyond the maturity of these facilities, or does not occur, Flex would need to repay or refinance up to $4.4 billion from other sources. Those sources might not be available on acceptable terms, or at all.
Current report
If the spin-off of SpinCo is delayed or does not occur, SpinCo must redeem its Series A Preferred Stock at a premium, and Flex has guaranteed that redemption.
Current report
On the basis that SpinCo completes its intended issuance of Series A Preferred Stock, if the spin-off of SpinCo does not occur before December 31, 2027, SpinCo must redeem all of the Series A Preferred Stock. The redemption price may be paid in cash, Flex ordinary shares, or a combination thereof, at SpinCo’s election, and such election by SpinCo is subject to approval by Flex. The redemption price is 115% of the stated value of $2 billion if paid in cash, or 125% if paid in Flex ordinary shares. Cash dividends already paid are deducted, and the price is grossed up for taxes at an assumed 25.5% rate. To the extent Flex ordinary shares are used to pay the redemption price, SpinCo and holders of the Series A Preferred Stock will use commercially reasonable efforts to mutually agree on the number of Flex ordinary shares to be delivered prior to December 1, 2027, and Flex has agreed to provide customary registration rights with respect to such Flex ordinary shares. Flex has irrevocably and unconditionally guaranteed the redemption. Paying the redemption price in cash would require Flex to use substantial liquidity or incur additional debt. A share settlement would be dilutive to Flex shareholders.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
We are including the following additional risk factors, which supplement the risk factors disclosed in our Annual Report on Form 10-K for the year ended March 31, 2026, and which should be read in conjunction with our description of risk factors in Part I, Item 1A, "Risk Factors" of our Annual Report on Form 10-K for the fiscal year ended March 31, 2026: