Singapore
|
|
Not Applicable
|
(State or other jurisdiction of
|
|
(I.R.S. Employer
|
incorporation or organization)
|
|
Identification No.)
|
2 Changi South Lane,
|
|
|
Singapore
|
|
486123
|
(Address of registrant’s principal executive offices)
|
|
(Zip Code)
|
Title of each class
|
|
Trading Symbol(s)
|
|
Name of each exchange on which registered
|
Ordinary Shares, No Par Value
|
|
FLEX
|
|
The Nasdaq Stock Market LLC
|
Large Accelerated Filer
|
☒
|
Accelerated filer
|
☐
|
Non-accelerated filer
|
☐
|
Smaller reporting company
|
☐
|
Emerging growth company
|
☐
|
|
|
|
|
|
|
|
|
Page
|
|
|
|
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
|
|
|
|
|
|
/s/ DELOITTE & TOUCHE LLP
|
|
San Jose, California
|
|
January 31, 2020
|
|
|
As of December 31, 2019
|
|
As of March 31, 2019
|
||||
|
(In thousands, except share amounts)
(Unaudited) |
||||||
ASSETS
|
|||||||
Current assets:
|
|
|
|
|
|
||
Cash and cash equivalents
|
$
|
1,789,164
|
|
|
$
|
1,696,625
|
|
Accounts receivable, net of allowance for doubtful accounts of $96,505 and $91,396 as of December 31, 2019 and March 31, 2019, respectively
|
3,004,174
|
|
|
2,612,961
|
|
||
Contract assets
|
199,682
|
|
|
216,202
|
|
||
Inventories
|
3,684,173
|
|
|
3,722,854
|
|
||
Other current assets
|
683,514
|
|
|
854,790
|
|
||
Total current assets
|
9,360,707
|
|
|
9,103,432
|
|
||
Property and equipment, net
|
2,205,967
|
|
|
2,336,213
|
|
||
Operating lease right-of-use assets, net
|
615,073
|
|
|
—
|
|
||
Goodwill
|
1,069,812
|
|
|
1,073,055
|
|
||
Other intangible assets, net
|
279,928
|
|
|
330,995
|
|
||
Other assets
|
603,930
|
|
|
655,672
|
|
||
Total assets
|
$
|
14,135,417
|
|
|
$
|
13,499,367
|
|
|
|
|
|
||||
LIABILITIES AND SHAREHOLDERS’ EQUITY
|
|||||||
Current liabilities:
|
|
|
|
|
|
||
Bank borrowings and current portion of long-term debt
|
$
|
88,869
|
|
|
$
|
632,611
|
|
Accounts payable
|
5,431,310
|
|
|
5,147,236
|
|
||
Accrued payroll
|
392,688
|
|
|
391,591
|
|
||
Other current liabilities
|
1,638,084
|
|
|
1,426,075
|
|
||
Total current liabilities
|
7,550,951
|
|
|
7,597,513
|
|
||
Long-term debt, net of current portion
|
2,701,112
|
|
|
2,421,904
|
|
||
Operating lease liabilities, non-current
|
540,007
|
|
|
—
|
|
||
Other liabilities
|
444,035
|
|
|
507,590
|
|
||
Shareholders’ equity
|
|
|
|
|
|
||
Ordinary shares, no par value; 554,481,851 and 566,787,620 issued, and 504,242,496 and 516,548,265 outstanding as of December 31, 2019 and March 31, 2019, respectively
|
6,404,721
|
|
|
6,523,750
|
|
||
Treasury stock, at cost; 50,239,355 shares as of December 31, 2019 and March 31, 2019
|
(388,215
|
)
|
|
(388,215
|
)
|
||
Accumulated deficit
|
(2,950,669
|
)
|
|
(3,012,012
|
)
|
||
Accumulated other comprehensive loss
|
(166,525
|
)
|
|
(151,163
|
)
|
||
Total shareholders’ equity
|
2,899,312
|
|
|
2,972,360
|
|
||
Total liabilities and shareholders’ equity
|
$
|
14,135,417
|
|
|
$
|
13,499,367
|
|
|
Three-Month Periods Ended
|
|
Nine-Month Periods Ended
|
||||||||||||
|
December 31, 2019
|
|
December 31, 2018
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||
|
(In thousands, except per share amounts)
(Unaudited) |
||||||||||||||
Net sales
|
$
|
6,461,387
|
|
|
$
|
6,922,827
|
|
|
$
|
18,725,380
|
|
|
$
|
19,984,387
|
|
Cost of sales
|
6,017,278
|
|
|
6,505,067
|
|
|
17,578,056
|
|
|
18,757,395
|
|
||||
Restructuring charges
|
13,632
|
|
|
60,435
|
|
|
174,995
|
|
|
89,512
|
|
||||
Gross profit
|
430,477
|
|
|
357,325
|
|
|
972,329
|
|
|
1,137,480
|
|
||||
Selling, general and administrative expenses
|
217,904
|
|
|
237,556
|
|
|
632,838
|
|
|
722,608
|
|
||||
Intangible amortization
|
15,598
|
|
|
20,308
|
|
|
48,903
|
|
|
57,059
|
|
||||
Restructuring charges
|
984
|
|
|
5,408
|
|
|
24,128
|
|
|
10,921
|
|
||||
Interest and other, net
|
36,207
|
|
|
54,087
|
|
|
135,650
|
|
|
136,889
|
|
||||
Other charges (income), net
|
14,395
|
|
|
71,879
|
|
|
17,005
|
|
|
(8,515
|
)
|
||||
Income (loss) before income taxes
|
145,389
|
|
|
(31,913
|
)
|
|
113,805
|
|
|
218,518
|
|
||||
Provision for income taxes
|
34,001
|
|
|
13,256
|
|
|
74,485
|
|
|
60,767
|
|
||||
Net income (loss)
|
$
|
111,388
|
|
|
$
|
(45,169
|
)
|
|
$
|
39,320
|
|
|
$
|
157,751
|
|
|
|
|
|
|
|
|
|
||||||||
Earnings (loss) per share:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic
|
$
|
0.22
|
|
|
$
|
(0.09
|
)
|
|
$
|
0.08
|
|
|
$
|
0.30
|
|
Diluted
|
$
|
0.22
|
|
|
$
|
(0.09
|
)
|
|
$
|
0.08
|
|
|
$
|
0.30
|
|
Weighted-average shares used in computing per share amounts:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic
|
506,938
|
|
|
524,876
|
|
|
511,198
|
|
|
528,528
|
|
||||
Diluted
|
510,339
|
|
|
524,876
|
|
|
514,549
|
|
|
532,308
|
|
|
Three-Month Periods Ended
|
|
Nine-Month Periods Ended
|
||||||||||||
|
December 31, 2019
|
|
December 31, 2018
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||
|
(In thousands)
(Unaudited) |
||||||||||||||
Net income (loss)
|
$
|
111,388
|
|
|
$
|
(45,169
|
)
|
|
$
|
39,320
|
|
|
$
|
157,751
|
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency translation adjustments, net of zero tax
|
9,997
|
|
|
(7,777
|
)
|
|
(11,506
|
)
|
|
(58,485
|
)
|
||||
Unrealized gain (loss) on derivative instruments and other, net of zero tax
|
13,242
|
|
|
4,635
|
|
|
(3,856
|
)
|
|
(15,193
|
)
|
||||
Comprehensive income (loss)
|
$
|
134,627
|
|
|
$
|
(48,311
|
)
|
|
$
|
23,958
|
|
|
$
|
84,073
|
|
|
|
Ordinary Shares
|
|
|
|
Accumulated Other Comprehensive Loss
|
|
Total
|
|||||||||||||||||||
Three Months Ended December 31, 2019
|
|
Shares
Outstanding |
|
Amount
|
|
Accumulated
Deficit |
|
Unrealized
Gain (Loss) on Derivative Instruments and Other |
|
Foreign
Currency Translation Adjustments |
|
Total
Accumulated Other Comprehensive Loss |
|
Shareholders'
Equity |
|||||||||||||
|
|
(In thousands)
Unaudited |
|||||||||||||||||||||||||
BALANCE AT SEPTEMBER 27, 2019
|
|
509,150
|
|
|
$
|
6,057,782
|
|
|
$
|
(3,062,057
|
)
|
|
$
|
(58,654
|
)
|
|
$
|
(131,110
|
)
|
|
$
|
(189,764
|
)
|
|
$
|
2,805,961
|
|
Repurchase of Flex Ltd. ordinary shares at cost
|
|
(5,285
|
)
|
|
(60,959
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(60,959
|
)
|
||||||
Exercise of stock options
|
|
47
|
|
|
468
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
468
|
|
||||||
Issuance of Flex Ltd. vested shares under restricted share unit awards
|
|
330
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Net income
|
|
—
|
|
|
—
|
|
|
111,388
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
111,388
|
|
||||||
Stock-based compensation, net of tax
|
|
—
|
|
|
19,215
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
19,215
|
|
||||||
Total other comprehensive income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,242
|
|
|
9,997
|
|
|
23,239
|
|
|
23,239
|
|
||||||
BALANCE AT DECEMBER 31, 2019
|
|
504,242
|
|
|
$
|
6,016,506
|
|
|
$
|
(2,950,669
|
)
|
|
$
|
(45,412
|
)
|
|
$
|
(121,113
|
)
|
|
$
|
(166,525
|
)
|
|
$
|
2,899,312
|
|
|
|
Ordinary Shares
|
|
|
|
Accumulated Other Comprehensive Loss
|
|
Total
|
|||||||||||||||||||
Nine Months Ended December 31, 2019
|
|
Shares
Outstanding |
|
Amount
|
|
Accumulated
Deficit |
|
Unrealized
Loss on Derivative Instruments and Other |
|
Foreign
Currency Translation Adjustments |
|
Total
Accumulated Other Comprehensive Loss |
|
Shareholders'
Equity |
|||||||||||||
|
|
(In thousands)
Unaudited |
|||||||||||||||||||||||||
BALANCE AT MARCH 31, 2019
|
|
516,548
|
|
|
$
|
6,135,535
|
|
|
$
|
(3,012,012
|
)
|
|
$
|
(41,556
|
)
|
|
$
|
(109,607
|
)
|
|
$
|
(151,163
|
)
|
|
$
|
2,972,360
|
|
Repurchase of Flex Ltd. ordinary shares at cost
|
|
(16,238
|
)
|
|
(173,117
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(173,117
|
)
|
||||||
Exercise of stock options
|
|
225
|
|
|
1,196
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,196
|
|
||||||
Issuance of Flex Ltd. vested shares under restricted share unit awards
|
|
3,707
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Net Income
|
|
—
|
|
|
—
|
|
|
39,320
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
39,320
|
|
||||||
Stock-based compensation, net of tax
|
|
—
|
|
|
53,332
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
53,332
|
|
||||||
Cumulative effect on opening equity of adopting accounting standards and other
|
|
—
|
|
|
(440
|
)
|
|
22,023
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21,583
|
|
||||||
Total other comprehensive loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,856
|
)
|
|
(11,506
|
)
|
|
(15,362
|
)
|
|
(15,362
|
)
|
||||||
BALANCE AT DECEMBER 31, 2019
|
|
504,242
|
|
|
$
|
6,016,506
|
|
|
$
|
(2,950,669
|
)
|
|
$
|
(45,412
|
)
|
|
$
|
(121,113
|
)
|
|
$
|
(166,525
|
)
|
|
$
|
2,899,312
|
|
|
|
Ordinary Shares
|
|
|
|
Accumulated Other Comprehensive Loss
|
|
Total
|
|||||||||||||||||||
Three Months Ended December 31, 2018
|
|
Shares
Outstanding |
|
Amount
|
|
Accumulated
Deficit |
|
Unrealized
Gain (Loss) on Derivative Instruments and Other |
|
Foreign
Currency Translation Adjustments |
|
Total
Accumulated Other Comprehensive Loss |
|
Shareholders'
Equity |
|||||||||||||
|
|
(In thousands)
Unaudited |
|||||||||||||||||||||||||
BALANCE AT SEPTEMBER 28, 2018
|
|
528,887
|
|
|
$
|
6,228,420
|
|
|
$
|
(2,902,492
|
)
|
|
$
|
(55,574
|
)
|
|
$
|
(100,807
|
)
|
|
$
|
(156,381
|
)
|
|
$
|
3,169,547
|
|
Repurchase of Flex Ltd. ordinary shares at cost
|
|
(6,722
|
)
|
|
(63,998
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(63,998
|
)
|
||||||
Exercise of stock options
|
|
94
|
|
|
63
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
63
|
|
||||||
Issuance of Flex Ltd. vested shares under restricted share unit awards
|
|
214
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Net loss
|
|
—
|
|
|
—
|
|
|
(45,169
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(45,169
|
)
|
||||||
Stock-based compensation, net of tax
|
|
—
|
|
|
21,027
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21,027
|
|
||||||
Total other comprehensive income (loss)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,635
|
|
|
(7,777
|
)
|
|
(3,142
|
)
|
|
(3,142
|
)
|
||||||
BALANCE AT DECEMBER 31, 2018
|
|
522,473
|
|
|
$
|
6,185,512
|
|
|
$
|
(2,947,661
|
)
|
|
$
|
(50,939
|
)
|
|
$
|
(108,584
|
)
|
|
$
|
(159,523
|
)
|
|
$
|
3,078,328
|
|
|
|
Ordinary Shares
|
|
|
|
Accumulated Other Comprehensive Loss
|
|
Total
|
|||||||||||||||||||
Nine Months Ended December 31, 2018
|
|
Shares
Outstanding |
|
Amount
|
|
Accumulated
Deficit |
|
Unrealized
Loss on Derivative Instruments and Other |
|
Foreign
Currency Translation Adjustments |
|
Total
Accumulated Other Comprehensive Loss |
|
Shareholders'
Equity |
|||||||||||||
|
|
(In thousands)
Unaudited |
|||||||||||||||||||||||||
BALANCE AT MARCH 31, 2018
|
|
528,078
|
|
|
$
|
6,248,532
|
|
|
$
|
(3,144,114
|
)
|
|
$
|
(35,746
|
)
|
|
$
|
(50,099
|
)
|
|
$
|
(85,845
|
)
|
|
$
|
3,018,573
|
|
Repurchase of Flex Ltd. ordinary shares at cost
|
|
(11,151
|
)
|
|
(123,978
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(123,978
|
)
|
||||||
Exercise of stock options
|
|
170
|
|
|
194
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
194
|
|
||||||
Issuance of Flex Ltd. vested shares under restricted share unit awards
|
|
5,376
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Net income
|
|
—
|
|
|
—
|
|
|
157,751
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
157,751
|
|
||||||
Stock-based compensation, net of tax
|
|
—
|
|
|
61,060
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
61,060
|
|
||||||
Cumulative effect on opening equity of adopting accounting standards and other
|
|
—
|
|
|
(296
|
)
|
|
38,702
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
38,406
|
|
||||||
Total other comprehensive loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(15,193
|
)
|
|
(58,485
|
)
|
|
(73,678
|
)
|
|
(73,678
|
)
|
||||||
BALANCE AT DECEMBER 31, 2018
|
|
522,473
|
|
|
$
|
6,185,512
|
|
|
$
|
(2,947,661
|
)
|
|
$
|
(50,939
|
)
|
|
$
|
(108,584
|
)
|
|
$
|
(159,523
|
)
|
|
$
|
3,078,328
|
|
|
Nine-Month Periods Ended
|
||||||
|
December 31, 2019
|
|
December 31, 2018
|
||||
|
(In thousands)
(Unaudited)
|
||||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|
|
|
|
|
||
Net income
|
$
|
39,320
|
|
|
$
|
157,751
|
|
Depreciation, amortization and other impairment charges
|
525,596
|
|
|
507,164
|
|
||
Gain from deconsolidation of Bright Machines
|
—
|
|
|
(86,614
|
)
|
||
Changes in working capital and other
|
(2,264,222
|
)
|
|
(2,906,906
|
)
|
||
Net cash used in operating activities
|
(1,699,306
|
)
|
|
(2,328,605
|
)
|
||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|
|
|
|
|
||
Purchases of property and equipment
|
(375,774
|
)
|
|
(592,092
|
)
|
||
Proceeds from the disposition of property and equipment
|
102,324
|
|
|
86,724
|
|
||
Acquisition of businesses, net of cash acquired
|
(1,390
|
)
|
|
(12,796
|
)
|
||
Proceeds from divestiture of businesses, net of cash held in divested businesses
|
3,402
|
|
|
267,147
|
|
||
Cash collections of deferred purchase price
|
2,510,633
|
|
|
2,707,562
|
|
||
Other investing activities, net
|
21,868
|
|
|
14,687
|
|
||
Net cash provided by investing activities
|
2,261,063
|
|
|
2,471,232
|
|
||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|
|
|
|
|
||
Proceeds from bank borrowings and long-term debt
|
1,017,148
|
|
|
2,481,407
|
|
||
Repayments of bank borrowings and long-term debt
|
(1,307,611
|
)
|
|
(2,447,873
|
)
|
||
Payments for repurchases of ordinary shares
|
(173,117
|
)
|
|
(123,979
|
)
|
||
Net proceeds from issuance of ordinary shares
|
1,196
|
|
|
195
|
|
||
Other financing activities, net
|
461
|
|
|
9,689
|
|
||
Net cash used in financing activities
|
(461,923
|
)
|
|
(80,561
|
)
|
||
Effect of exchange rates on cash and cash equivalents
|
(7,295
|
)
|
|
(31,122
|
)
|
||
Net increase in cash and cash equivalents
|
92,539
|
|
|
30,944
|
|
||
Cash and cash equivalents, beginning of period
|
1,696,625
|
|
|
1,472,424
|
|
||
Cash and cash equivalents, end of period
|
$
|
1,789,164
|
|
|
$
|
1,503,368
|
|
|
|
|
|
|
|
||
Non-cash investing activities:
|
|
|
|
|
|
||
Unpaid purchases of property and equipment
|
$
|
64,115
|
|
|
$
|
94,592
|
|
Non-cash investment in Bright Machines
|
$
|
—
|
|
|
$
|
127,641
|
|
•
|
High Reliability Solutions ("HRS"), which is comprised of our health solutions business, including surgical equipment, drug delivery, diagnostics, telemedicine, disposable devices, imaging and monitoring, patient mobility and ophthalmology; and our automotive business, including vehicle electrification, connectivity, autonomous, and smart technologies;
|
•
|
Industrial and Emerging Industries ("IEI"), which is comprised of energy including advanced metering infrastructure, energy storage, smart lighting, smart solar energy; and industrial, including semiconductor and capital equipment, office solutions, household industrial and lifestyle, industrial automation and kiosks;
|
•
|
Communications & Enterprise Compute ("CEC"), which includes our telecom business of radio access base stations, remote radio heads and small cells for wireless infrastructure; our networking business, which includes optical, routing, and switching products for data and video networks; our server and storage platforms for both enterprise and cloud-based deployments; next generation storage and security appliance products; and rack-level solutions, converged infrastructure and software-defined product solutions; and
|
•
|
Consumer Technologies Group ("CTG"), which includes our consumer-related businesses in IoT enabled devices, audio and consumer power electronics, mobile devices; and various supply chain solutions for consumer, computing and printing devices.
|
|
As of December 31, 2019
|
|
As of March 31, 2019
|
||||
|
(In thousands)
|
||||||
Raw materials
|
$
|
2,723,041
|
|
|
$
|
2,922,101
|
|
Work-in-progress
|
382,881
|
|
|
366,135
|
|
||
Finished goods
|
578,251
|
|
|
434,618
|
|
||
|
$
|
3,684,173
|
|
|
$
|
3,722,854
|
|
|
HRS
|
|
IEI
|
|
CEC
|
|
CTG
|
|
Total
|
||||||||||
|
(In thousands)
|
||||||||||||||||||
Balance, beginning of the year
|
$
|
507,209
|
|
|
$
|
333,257
|
|
|
$
|
129,325
|
|
|
$
|
103,264
|
|
|
$
|
1,073,055
|
|
Divestitures
|
(1,102
|
)
|
|
(137
|
)
|
|
—
|
|
|
—
|
|
|
(1,239
|
)
|
|||||
Foreign currency translation adjustments
|
(2,004
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,004
|
)
|
|||||
Balance, end of the period
|
$
|
504,103
|
|
|
$
|
333,120
|
|
|
$
|
129,325
|
|
|
$
|
103,264
|
|
|
$
|
1,069,812
|
|
|
As of December 31, 2019
|
|
As of March 31, 2019
|
||||||||||||||||||||
|
Gross
Carrying Amount |
|
Accumulated
Amortization |
|
Net
Carrying Amount |
|
Gross
Carrying Amount |
|
Accumulated
Amortization |
|
Net
Carrying Amount |
||||||||||||
|
(In thousands)
|
||||||||||||||||||||||
Intangible assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Customer-related intangibles
|
$
|
277,422
|
|
|
$
|
(120,812
|
)
|
|
$
|
156,610
|
|
|
$
|
297,306
|
|
|
$
|
(113,627
|
)
|
|
$
|
183,679
|
|
Licenses and other intangibles
|
247,097
|
|
|
(123,779
|
)
|
|
123,318
|
|
|
274,604
|
|
|
(127,288
|
)
|
|
147,316
|
|
||||||
Total
|
$
|
524,519
|
|
|
$
|
(244,591
|
)
|
|
$
|
279,928
|
|
|
$
|
571,910
|
|
|
$
|
(240,915
|
)
|
|
$
|
330,995
|
|
Fiscal Year Ending March 31,
|
|
Amount
|
||
|
|
(In thousands)
|
||
2020 (1)
|
|
$
|
15,351
|
|
2021
|
|
60,289
|
|
|
2022
|
|
51,846
|
|
|
2023
|
|
44,193
|
|
|
2024
|
|
42,572
|
|
|
Thereafter
|
|
65,677
|
|
|
Total amortization expense
|
|
$
|
279,928
|
|
(1)
|
Represents estimated amortization for the remaining three-month period ending March 31, 2020.
|
Lease cost
|
Three-Month Period Ended
|
|
Nine-Month Period Ended
|
||||
|
December 31, 2019
|
|
December 31, 2019
|
||||
Operating lease cost
|
$
|
40,278
|
|
|
$
|
122,767
|
|
|
|
As of December 31, 2019
|
||
Operating Leases:
|
|
|
||
Operating lease right of use assets
|
|
$
|
615,073
|
|
Operating lease liabilities
|
|
661,034
|
|
|
|
|
|
||
Weighted-average remaining lease term (In years)
|
|
|
||
Operating leases
|
|
7.5
|
|
|
|
|
|
||
Weighted-average discount rate
|
|
|
||
Operating leases
|
|
4.2
|
%
|
|
|
Nine-Month Period Ended
|
||
|
|
December 31, 2019
|
||
Cash paid for amounts included in the measurement of lease liabilities:
|
|
|
||
Operating cash flows from operating leases
|
|
$
|
106,748
|
|
Fiscal Year Ended March 31,
|
|
Operating Leases
|
||
2020 (1)
|
|
$
|
40,977
|
|
2021
|
|
132,642
|
|
|
2022
|
|
111,967
|
|
|
2023
|
|
99,453
|
|
|
2024
|
|
83,555
|
|
|
Thereafter
|
|
312,807
|
|
|
Total undiscounted lease payments
|
|
781,401
|
|
|
Less: imputed interest
|
|
120,367
|
|
|
Total lease liabilities
|
|
$
|
661,034
|
|
(1)
|
Represents estimated lease payments for the remaining three-month period ending March 31, 2020.
|
Fiscal Year Ending March 31,
|
Operating Leases
|
||
|
(In thousands)
|
||
2020
|
$
|
155,391
|
|
2021
|
113,245
|
|
|
2022
|
93,777
|
|
|
2023
|
81,335
|
|
|
2024
|
67,341
|
|
|
Thereafter
|
171,828
|
|
|
Total minimum lease payments
|
$
|
682,917
|
|
|
Three-Month Period Ended December 31, 2019
|
||||||||||||||||||
|
HRS
|
|
IEI
|
|
CEC
|
|
CTG
|
|
Total
|
||||||||||
Timing of Transfer
|
|
|
|
|
|
|
|
|
|
||||||||||
Point in time
|
$
|
978,026
|
|
|
$
|
1,471,116
|
|
|
$
|
1,513,721
|
|
|
$
|
1,191,491
|
|
|
$
|
5,154,354
|
|
Over time
|
266,689
|
|
|
517,749
|
|
|
367,690
|
|
|
154,905
|
|
|
1,307,033
|
|
|||||
Total segment
|
$
|
1,244,715
|
|
|
$
|
1,988,865
|
|
|
$
|
1,881,411
|
|
|
$
|
1,346,396
|
|
|
$
|
6,461,387
|
|
|
Nine-Month Period Ended December 31, 2019
|
||||||||||||||||||
|
HRS
|
|
IEI
|
|
CEC
|
|
CTG
|
|
Total
|
||||||||||
Timing of Transfer
|
|
|
|
|
|
|
|
|
|
||||||||||
Point in time
|
$
|
2,843,866
|
|
|
$
|
3,734,151
|
|
|
$
|
4,263,144
|
|
|
$
|
3,319,972
|
|
|
$
|
14,161,133
|
|
Over time
|
767,523
|
|
|
1,677,196
|
|
|
1,205,713
|
|
|
913,815
|
|
|
4,564,247
|
|
|||||
Total segment
|
$
|
3,611,389
|
|
|
$
|
5,411,347
|
|
|
$
|
5,468,857
|
|
|
$
|
4,233,787
|
|
|
$
|
18,725,380
|
|
|
Three-Month Period Ended December 31, 2018
|
||||||||||||||||||
|
HRS
|
|
IEI
|
|
CEC
|
|
CTG
|
|
Total
|
||||||||||
Timing of Transfer
|
|
|
|
|
|
|
|
|
|
||||||||||
Point in time
|
$
|
929,638
|
|
|
$
|
1,198,669
|
|
|
$
|
1,663,262
|
|
|
$
|
1,232,712
|
|
|
$
|
5,024,281
|
|
Over time
|
276,714
|
|
|
460,256
|
|
|
596,966
|
|
|
564,610
|
|
|
1,898,546
|
|
|||||
Total segment
|
$
|
1,206,352
|
|
|
$
|
1,658,925
|
|
|
$
|
2,260,228
|
|
|
$
|
1,797,322
|
|
|
$
|
6,922,827
|
|
|
Nine-Month Period Ended December 31, 2018
|
||||||||||||||||||
|
HRS
|
|
IEI
|
|
CEC
|
|
CTG
|
|
Total
|
||||||||||
Timing of Transfer
|
|
|
|
|
|
|
|
|
|
||||||||||
Point in time
|
$
|
2,827,959
|
|
|
$
|
3,351,886
|
|
|
$
|
4,675,809
|
|
|
$
|
3,732,545
|
|
|
$
|
14,588,199
|
|
Over time
|
801,790
|
|
|
1,319,302
|
|
|
1,679,502
|
|
|
1,595,594
|
|
|
5,396,188
|
|
|||||
Total segment
|
$
|
3,629,749
|
|
|
$
|
4,671,188
|
|
|
$
|
6,355,311
|
|
|
$
|
5,328,139
|
|
|
$
|
19,984,387
|
|
|
Three-Month Periods Ended
|
|
Nine-Month Periods Ended
|
||||||||||||
|
December 31, 2019
|
|
December 31, 2018
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||
|
(In thousands)
|
||||||||||||||
Cost of sales
|
$
|
4,275
|
|
|
$
|
4,769
|
|
|
$
|
11,427
|
|
|
$
|
14,940
|
|
Selling, general and administrative expenses
|
14,940
|
|
|
16,258
|
|
|
41,905
|
|
|
46,121
|
|
||||
Total share-based compensation expense
|
$
|
19,215
|
|
|
$
|
21,027
|
|
|
$
|
53,332
|
|
|
$
|
61,061
|
|
|
Three-Month Periods Ended
|
|
Nine-Month Periods Ended
|
||||||||||||
|
December 31, 2019
|
|
December 31, 2018
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||
|
(In thousands, except per share amounts)
|
||||||||||||||
Basic earnings (loss) per share:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income (loss)
|
$
|
111,388
|
|
|
$
|
(45,169
|
)
|
|
$
|
39,320
|
|
|
$
|
157,751
|
|
Shares used in computation:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted-average ordinary shares outstanding
|
506,938
|
|
|
524,876
|
|
|
511,198
|
|
|
528,528
|
|
||||
Basic earnings (loss) per share
|
$
|
0.22
|
|
|
$
|
(0.09
|
)
|
|
$
|
0.08
|
|
|
$
|
0.30
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Diluted earnings (loss) per share:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income (loss)
|
$
|
111,388
|
|
|
$
|
(45,169
|
)
|
|
$
|
39,320
|
|
|
$
|
157,751
|
|
Shares used in computation:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted-average ordinary shares outstanding
|
506,938
|
|
|
524,876
|
|
|
511,198
|
|
|
528,528
|
|
||||
Weighted-average ordinary share equivalents from stock options and restricted share unit awards (1) (2)
|
3,401
|
|
|
—
|
|
|
3,351
|
|
|
3,780
|
|
||||
Weighted-average ordinary shares and ordinary share equivalents outstanding
|
510,339
|
|
|
524,876
|
|
|
514,549
|
|
|
532,308
|
|
||||
Diluted earnings (loss) per share
|
$
|
0.22
|
|
|
$
|
(0.09
|
)
|
|
$
|
0.08
|
|
|
$
|
0.30
|
|
(1)
|
An immaterial number of options to purchase ordinary shares were excluded from the computation of diluted earnings (loss) per share during the three and nine-month periods ended December 31, 2019 and December 31, 2018, respectively, due to their anti-dilutive impact on the weighted-average ordinary share equivalents.
|
(2)
|
RSU awards of 3.7 million and 4.0 million for the three and nine-month periods ended December 31, 2019 were excluded from the computation of diluted earnings per share due to their anti-dilutive impact on the weighted-average ordinary share equivalents. An immaterial number and 6.6 million of anti-dilutive RSU awards for the three and nine-month periods ended December 31, 2018, respectively, were excluded from the computation of diluted earnings (loss) per share.
|
|
As of December 31, 2019
|
|
As of March 31, 2019
|
||||
|
(In thousands)
|
||||||
4.625% Notes due February 2020
|
$
|
—
|
|
|
$
|
500,000
|
|
Term Loan due November 2021
|
—
|
|
|
671,563
|
|
||
Term Loan, including current portion, due in installments through June 2022
|
439,688
|
|
|
458,531
|
|
||
5.000% Notes due February 2023
|
500,000
|
|
|
500,000
|
|
||
Term Loan due April 2024 - three-month Yen LIBOR plus 0.50%
|
305,927
|
|
|
—
|
|
||
4.75% Notes due June 2025
|
597,150
|
|
|
596,815
|
|
||
4.875% Notes due June 2029
|
662,205
|
|
|
—
|
|
||
India Facilities
|
133,145
|
|
|
170,206
|
|
||
Other
|
165,897
|
|
|
168,039
|
|
||
Debt issuance costs
|
(14,031
|
)
|
|
(10,639
|
)
|
||
|
2,789,981
|
|
|
3,054,515
|
|
||
Current portion, net of debt issuance costs
|
(88,869
|
)
|
|
(632,611
|
)
|
||
Non-current portion
|
$
|
2,701,112
|
|
|
$
|
2,421,904
|
|
Fiscal Year Ending March 31,
|
|
Amount
|
||
|
|
(In thousands)
|
||
2020 (1)
|
|
$
|
6,630
|
|
2021
|
|
99,787
|
|
|
2022
|
|
206,041
|
|
|
2023
|
|
862,849
|
|
|
2024
|
|
60,438
|
|
|
Thereafter
|
|
1,568,267
|
|
|
Total
|
|
$
|
2,804,012
|
|
(1)
|
Represents estimated repayments for the remaining three-month period ending March 31, 2020.
|
|
Three-Month Periods Ended
|
|
Nine-Month Periods Ended
|
||||||||||||
|
December 31, 2019
|
|
December 31, 2018
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||
|
(In thousands)
|
||||||||||||||
Interest expenses on debt obligations (1)
|
$
|
35,131
|
|
|
$
|
38,830
|
|
|
$
|
114,020
|
|
|
$
|
107,486
|
|
ABS and AR sales programs related expenses
|
10,512
|
|
|
12,077
|
|
|
35,151
|
|
|
32,666
|
|
||||
Interest income
|
(5,452
|
)
|
|
(4,198
|
)
|
|
(15,250
|
)
|
|
(14,070
|
)
|
||||
(Gain) Loss on foreign exchange transactions
|
(2,974
|
)
|
|
(3,284
|
)
|
|
(7,027
|
)
|
|
1,902
|
|
(1)
|
Interest expense on debt obligations for the three and nine-month periods ended December 31, 2019 include debt extinguishment costs of $0.8 million and $7.2 million, respectively, related to the full repayments of the Notes due February 2020 and the Term Loan due November 2021. There were no debt extinguishment costs incurred during the fiscal year 2019.
|
|
|
Foreign Currency Amount
|
|
Notional Contract Value in USD
|
||||||||||
Currency
|
|
Buy
|
|
Sell
|
|
Buy
|
|
Sell
|
||||||
|
|
(In thousands)
|
||||||||||||
Cash Flow Hedges
|
|
|
|
|
|
|
|
|
|
|
|
|||
CNY
|
|
1,150,500
|
|
|
—
|
|
|
$
|
164,376
|
|
|
$
|
—
|
|
EUR
|
|
40,108
|
|
|
45,480
|
|
|
44,695
|
|
|
51,528
|
|
||
HUF
|
|
24,594,000
|
|
|
—
|
|
|
82,980
|
|
|
—
|
|
||
ILS
|
|
222,000
|
|
|
—
|
|
|
64,197
|
|
|
—
|
|
||
JPY
|
|
33,525,000
|
|
|
—
|
|
|
300,000
|
|
|
—
|
|
||
MXN
|
|
3,840,000
|
|
|
—
|
|
|
203,768
|
|
|
—
|
|
||
MYR
|
|
256,000
|
|
|
30,000
|
|
|
61,801
|
|
|
7,242
|
|
||
RON
|
|
177,000
|
|
|
—
|
|
|
41,309
|
|
|
—
|
|
||
Other
|
|
N/A
|
|
|
N/A
|
|
|
93,062
|
|
|
—
|
|
||
|
|
|
|
|
|
|
|
1,056,188
|
|
|
58,770
|
|
||
Other Foreign Currency Contracts
|
|
|
|
|
|
|
|
|
|
|
|
|
||
BRL
|
|
—
|
|
|
1,030,000
|
|
|
—
|
|
|
253,982
|
|
||
CAD
|
|
61,635
|
|
|
35,624
|
|
|
47,100
|
|
|
27,223
|
|
||
CNY
|
|
3,531,534
|
|
|
140,048
|
|
|
500,586
|
|
|
20,000
|
|
||
EUR
|
|
1,891,736
|
|
|
2,090,728
|
|
|
2,109,548
|
|
|
2,329,869
|
|
||
GBP
|
|
48,512
|
|
|
63,795
|
|
|
63,479
|
|
|
83,458
|
|
||
HUF
|
|
60,687,931
|
|
|
58,055,222
|
|
|
204,760
|
|
|
195,877
|
|
||
ILS
|
|
111,600
|
|
|
47,600
|
|
|
32,272
|
|
|
13,765
|
|
||
INR
|
|
8,051,000
|
|
|
6,956,674
|
|
|
112,834
|
|
|
97,495
|
|
||
JPY
|
|
2,832,862
|
|
|
2,215,532
|
|
|
25,865
|
|
|
20,242
|
|
||
MXN
|
|
5,106,692
|
|
|
3,870,080
|
|
|
270,984
|
|
|
205,364
|
|
||
MYR
|
|
1,060,570
|
|
|
817,890
|
|
|
256,034
|
|
|
197,448
|
|
||
PLN
|
|
117,246
|
|
|
82,118
|
|
|
30,733
|
|
|
21,525
|
|
||
SEK
|
|
529,107
|
|
|
611,979
|
|
|
56,023
|
|
|
65,493
|
|
||
SGD
|
|
98,938
|
|
|
63,959
|
|
|
73,168
|
|
|
47,300
|
|
||
Other
|
|
N/A
|
|
|
N/A
|
|
|
41,622
|
|
|
26,027
|
|
||
|
|
|
|
|
|
|
|
3,825,008
|
|
|
3,605,068
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Total Notional Contract Value in USD
|
|
|
|
|
|
|
|
$
|
4,881,196
|
|
|
$
|
3,663,838
|
|
|
Fair Values of Derivative Instruments
|
||||||||||||||||||
|
Asset Derivatives
|
|
Liability Derivatives
|
||||||||||||||||
|
|
|
Fair Value
|
|
|
|
Fair Value
|
||||||||||||
|
Balance Sheet
Location |
|
December 31,
2019 |
|
March 31,
2019 |
|
Balance Sheet
Location |
|
December 31,
2019 |
|
March 31,
2019 |
||||||||
|
(In thousands)
|
||||||||||||||||||
Derivatives designated as hedging instruments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency contracts
|
Other current assets
|
|
$
|
9,113
|
|
|
$
|
10,503
|
|
|
Other current liabilities
|
|
$
|
10,284
|
|
|
$
|
10,282
|
|
Foreign currency contracts
|
Other assets
|
|
$
|
9,782
|
|
|
$
|
—
|
|
|
Other liabilities
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Derivatives not designated as hedging instruments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency contracts
|
Other current assets
|
|
$
|
27,147
|
|
|
$
|
16,774
|
|
|
Other current liabilities
|
|
$
|
21,347
|
|
|
$
|
17,144
|
|
|
Three-Month Periods Ended
|
||||||||||||||||||||||
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||||||||||
|
Unrealized
loss on derivative instruments and other |
|
Foreign currency
translation adjustments |
|
Total
|
|
Unrealized
loss on derivative instruments and other |
|
Foreign currency
translation adjustments |
|
Total
|
||||||||||||
|
(In thousands)
|
||||||||||||||||||||||
Beginning balance
|
$
|
(58,654
|
)
|
|
$
|
(131,110
|
)
|
|
$
|
(189,764
|
)
|
|
$
|
(55,574
|
)
|
|
$
|
(100,807
|
)
|
|
$
|
(156,381
|
)
|
Other comprehensive gain (loss) before reclassifications
|
1,134
|
|
|
11,443
|
|
|
12,577
|
|
|
(14,683
|
)
|
|
(7,777
|
)
|
|
(22,460
|
)
|
||||||
Net (gains) losses reclassified from accumulated other comprehensive loss
|
12,108
|
|
|
(1,446
|
)
|
|
10,662
|
|
|
19,318
|
|
|
—
|
|
|
19,318
|
|
||||||
Net current-period other comprehensive gain (loss)
|
13,242
|
|
|
9,997
|
|
|
23,239
|
|
|
4,635
|
|
|
(7,777
|
)
|
|
(3,142
|
)
|
||||||
Ending balance
|
$
|
(45,412
|
)
|
|
$
|
(121,113
|
)
|
|
$
|
(166,525
|
)
|
|
$
|
(50,939
|
)
|
|
$
|
(108,584
|
)
|
|
$
|
(159,523
|
)
|
|
Nine-Month Periods Ended
|
||||||||||||||||||||||
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||||||||||
|
Unrealized
loss on derivative instruments and other |
|
Foreign currency
translation adjustments |
|
Total
|
|
Unrealized
loss on derivative instruments and other |
|
Foreign currency
translation adjustments |
|
Total
|
||||||||||||
|
(In thousands)
|
||||||||||||||||||||||
Beginning balance
|
$
|
(41,556
|
)
|
|
$
|
(109,607
|
)
|
|
$
|
(151,163
|
)
|
|
$
|
(35,746
|
)
|
|
$
|
(50,099
|
)
|
|
$
|
(85,845
|
)
|
Other comprehensive loss before reclassifications
|
(7,817
|
)
|
|
(10,060
|
)
|
|
(17,877
|
)
|
|
(55,396
|
)
|
|
(58,485
|
)
|
|
(113,881
|
)
|
||||||
Net (gains) losses reclassified from accumulated other comprehensive loss
|
3,961
|
|
|
(1,446
|
)
|
|
2,515
|
|
|
40,203
|
|
|
—
|
|
|
40,203
|
|
||||||
Net current-period other comprehensive loss
|
(3,856
|
)
|
|
(11,506
|
)
|
|
(15,362
|
)
|
|
(15,193
|
)
|
|
(58,485
|
)
|
|
(73,678
|
)
|
||||||
Ending balance
|
$
|
(45,412
|
)
|
|
$
|
(121,113
|
)
|
|
$
|
(166,525
|
)
|
|
$
|
(50,939
|
)
|
|
$
|
(108,584
|
)
|
|
$
|
(159,523
|
)
|
|
Fair Value Measurements as of December 31, 2019
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
|
(In thousands)
|
||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Money market funds and time deposits (included in cash and cash equivalents of the condensed consolidated balance sheet)
|
$
|
—
|
|
|
$
|
373,644
|
|
|
$
|
—
|
|
|
$
|
373,644
|
|
Foreign currency contracts (Note 10)
|
—
|
|
|
46,042
|
|
|
—
|
|
|
46,042
|
|
||||
Deferred compensation plan assets:
|
|
|
|
|
|
|
|
|
|
0
|
|
||||
Mutual funds, money market accounts and equity securities
|
—
|
|
|
58,204
|
|
|
—
|
|
|
58,204
|
|
||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
0.003
|
|
||||
Foreign currency contracts (Note 10)
|
$
|
—
|
|
|
$
|
(31,631
|
)
|
|
$
|
—
|
|
|
$
|
(31,631
|
)
|
|
|
|
|
|
|
|
|
||||||||
|
Fair Value Measurements as of March 31, 2019
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
|
(In thousands)
|
||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Money market funds and time deposits (included in cash and cash equivalents of the condensed consolidated balance sheet)
|
$
|
—
|
|
|
$
|
473,888
|
|
|
$
|
—
|
|
|
$
|
473,888
|
|
Foreign currency contracts (Note 10)
|
—
|
|
|
27,277
|
|
|
—
|
|
|
27,277
|
|
||||
Deferred compensation plan assets:
|
|
|
|
|
|
|
|
|
|
0
|
|
||||
Mutual funds, money market accounts and equity securities
|
2,845
|
|
|
76,852
|
|
|
—
|
|
|
79,697
|
|
||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
0
|
|
||||
Foreign currency contracts (Note 10)
|
$
|
—
|
|
|
$
|
(27,426
|
)
|
|
$
|
—
|
|
|
$
|
(27,426
|
)
|
|
As of December 31, 2019
|
|
As of March 31, 2019
|
|
|
||||||||||||
|
Carrying
Amount |
|
Fair
Value |
|
Carrying
Amount |
|
Fair
Value |
|
Fair Value
Hierarchy |
||||||||
|
(In thousands)
|
||||||||||||||||
Term Loan, including current portion, due in installments through June 2022
|
439,688
|
|
|
441,337
|
|
|
458,531
|
|
|
457,958
|
|
|
Level 1
|
||||
5.000% Notes due February 2023
|
500,000
|
|
|
534,733
|
|
|
500,000
|
|
|
499,950
|
|
|
Level 1
|
||||
Term Loan due April 2024 - three-month Yen LIBOR plus 0.50%
|
305,927
|
|
|
305,927
|
|
|
—
|
|
|
—
|
|
|
Level 2
|
||||
4.750% Notes due June 2025
|
597,150
|
|
|
647,854
|
|
|
596,815
|
|
|
599,940
|
|
|
Level 1
|
||||
4.875% Notes due June 2029
|
662,205
|
|
|
717,955
|
|
|
—
|
|
|
—
|
|
|
Level 1
|
||||
India Facilities
|
133,145
|
|
|
133,145
|
|
|
170,206
|
|
|
170,206
|
|
|
Level 2
|
||||
Euro Term Loan due September 2020
|
51,281
|
|
|
51,281
|
|
|
52,746
|
|
|
52,746
|
|
|
Level 2
|
||||
Euro Term Loan due January 2022
|
111,632
|
|
|
111,632
|
|
|
112,524
|
|
|
112,524
|
|
|
Level 2
|
||||
Total
|
$
|
2,801,028
|
|
|
$
|
2,943,864
|
|
|
$
|
1,890,822
|
|
|
$
|
1,893,324
|
|
|
|
|
Three-Month Periods Ended
|
|
Nine-Month Periods Ended
|
||||||||||||
|
December 31, 2019
|
|
December 31, 2018
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||
|
(In thousands)
|
||||||||||||||
Net sales:
|
|
|
|
|
|
|
|
||||||||
High Reliability Solutions
|
$
|
1,244,715
|
|
|
$
|
1,206,352
|
|
|
$
|
3,611,389
|
|
|
$
|
3,629,749
|
|
Industrial & Emerging Industries
|
1,988,865
|
|
|
1,658,925
|
|
|
5,411,347
|
|
|
4,671,188
|
|
||||
Communications & Enterprise Compute
|
1,881,411
|
|
|
2,260,228
|
|
|
5,468,857
|
|
|
6,355,311
|
|
||||
Consumer Technologies Group
|
1,346,396
|
|
|
1,797,322
|
|
|
4,233,787
|
|
|
5,328,139
|
|
||||
|
$
|
6,461,387
|
|
|
$
|
6,922,827
|
|
|
$
|
18,725,380
|
|
|
$
|
19,984,387
|
|
Segment income and reconciliation of income before tax:
|
|
|
|
|
|
|
|
||||||||
High Reliability Solutions
|
$
|
82,111
|
|
|
$
|
95,751
|
|
|
$
|
252,743
|
|
|
$
|
278,874
|
|
Industrial & Emerging Industries
|
124,420
|
|
|
78,782
|
|
|
331,231
|
|
|
196,000
|
|
||||
Communications & Enterprise Compute
|
53,086
|
|
|
62,590
|
|
|
110,867
|
|
|
171,463
|
|
||||
Consumer Technologies Group
|
24,654
|
|
|
39,023
|
|
|
81,762
|
|
|
96,792
|
|
||||
Corporate and Other
|
(28,233
|
)
|
|
(19,768
|
)
|
|
(85,563
|
)
|
|
(75,513
|
)
|
||||
Total segment income
|
256,038
|
|
|
256,378
|
|
|
691,040
|
|
|
667,616
|
|
||||
Reconciling items:
|
|
|
|
|
|
|
|
||||||||
Intangible amortization
|
15,598
|
|
|
20,308
|
|
|
48,903
|
|
|
57,059
|
|
||||
Stock-based compensation
|
19,215
|
|
|
21,027
|
|
|
53,332
|
|
|
61,061
|
|
||||
Customer related asset impairments (1)
|
3,754
|
|
|
50,153
|
|
|
95,210
|
|
|
67,517
|
|
||||
Restructuring charges (Note 17)
|
14,616
|
|
|
65,843
|
|
|
199,123
|
|
|
100,433
|
|
||||
New revenue standard adoption impact (Note 4)
|
—
|
|
|
—
|
|
|
—
|
|
|
9,291
|
|
||||
Legal and other (2)
|
6,864
|
|
|
4,994
|
|
|
28,012
|
|
|
25,363
|
|
||||
Interest and other, net
|
36,207
|
|
|
54,087
|
|
|
135,650
|
|
|
136,889
|
|
||||
Other charges (income), net (Note 9)
|
14,395
|
|
|
71,879
|
|
|
17,005
|
|
|
(8,515
|
)
|
||||
Income (loss) before income taxes
|
$
|
145,389
|
|
|
$
|
(31,913
|
)
|
|
$
|
113,805
|
|
|
$
|
218,518
|
|
(1)
|
Customer related asset impairments for the three-month and nine-month periods ended December 31, 2019 and December 31, 2018 primarily relate to non-cash impairments of certain property and equipment for customers we have disengaged or are in the process of disengaging, additional provision for doubtful accounts receivable, charges for other asset impairments, and reserves for excess and obsolete inventory for certain customers experiencing financial difficulties and/or related to inventory that will not be recovered due to significant reductions in future customer demand as the Company reduces its exposure to certain higher volatility businesses.
|
(2)
|
Legal and other during the three-month and nine-month periods ended December 31, 2019 primarily consists of direct and incremental costs associated with certain wind-down activities related to the disengagement of a certain customer primarily in China and India.
|
|
Severance
|
|
Long-Lived
Asset Impairment |
|
Other
Exit Costs |
|
Total
|
||||||||
|
(In thousands)
|
||||||||||||||
Balance as of March 31, 2019
|
$
|
23,234
|
|
|
$
|
—
|
|
|
$
|
9,200
|
|
|
$
|
32,434
|
|
Provision for charges incurred during the nine-month period ended December 31, 2019
|
107,598
|
|
|
44,746
|
|
|
46,779
|
|
|
199,123
|
|
||||
Cash payments for charges incurred in the fiscal year 2019 and prior
|
(13,267
|
)
|
|
—
|
|
|
(2,800
|
)
|
|
(16,067
|
)
|
||||
Cash payments for charges incurred during the nine-month period ended December 31, 2019
|
(96,827
|
)
|
|
—
|
|
|
(34,125
|
)
|
|
(130,952
|
)
|
||||
Non-cash charges incurred during the nine-month period ended December 31, 2019
|
—
|
|
|
(44,746
|
)
|
|
(12,344
|
)
|
|
(57,090
|
)
|
||||
Balance as of December 31, 2019
|
20,738
|
|
|
—
|
|
|
6,710
|
|
|
27,448
|
|
||||
Less: Current portion (classified as other current liabilities)
|
20,738
|
|
|
—
|
|
|
6,710
|
|
|
27,448
|
|
||||
Accrued restructuring costs, net of current portion (classified as other liabilities)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
•
|
High Reliability Solutions ("HRS"), which is comprised of our health solutions business, including surgical equipment, drug delivery, diagnostics, telemedicine, disposable devices, imaging and monitoring, patient mobility and ophthalmology; and our automotive business, including vehicle electrification, connectivity, autonomous, and smart technologies;
|
•
|
Industrial and Emerging Industries ("IEI"), which is comprised of energy including advanced metering infrastructure, energy storage, smart lighting, smart solar energy; and industrial, including semiconductor and capital equipment, office solutions, household industrial and lifestyle, industrial automation and kiosks;
|
•
|
Communications & Enterprise Compute ("CEC"), which includes our telecom business of radio access base stations, remote radio heads and small cells for wireless infrastructure; our networking business, which includes optical, routing, and switching products for data and video networks; our server and storage platforms for both enterprise and cloud-based deployments; next generation storage and security appliance products; and rack-level solutions, converged infrastructure and software-defined product solutions; and
|
•
|
Consumer Technologies Group ("CTG"), which includes our consumer-related businesses in IoT enabled devices, audio and consumer power electronics, mobile devices; and various supply chain solutions for consumer, computing and printing devices.
|
|
Three-Month Periods Ended
|
|
Nine-Month Periods Ended
|
||||||||||||||||||||||||
Net sales:
|
December 31, 2019
|
|
December 31, 2018
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||||||||||
|
(In millions)
|
||||||||||||||||||||||||||
China
|
$
|
1,638
|
|
|
25
|
%
|
|
$
|
1,779
|
|
|
26
|
%
|
|
$
|
4,535
|
|
|
24
|
%
|
|
$
|
5,179
|
|
|
26
|
%
|
Mexico
|
1,171
|
|
|
18
|
%
|
|
1,187
|
|
|
17
|
%
|
|
3,408
|
|
|
18
|
%
|
|
3,477
|
|
|
17
|
%
|
||||
U.S.
|
966
|
|
|
15
|
%
|
|
886
|
|
|
13
|
%
|
|
2,677
|
|
|
14
|
%
|
|
2,173
|
|
|
11
|
%
|
||||
Brazil
|
480
|
|
|
7
|
%
|
|
512
|
|
|
7
|
%
|
|
1,524
|
|
|
8
|
%
|
|
1,632
|
|
|
8
|
%
|
||||
Malaysia
|
398
|
|
|
6
|
%
|
|
541
|
|
|
8
|
%
|
|
1,233
|
|
|
7
|
%
|
|
1,559
|
|
|
8
|
%
|
||||
India
|
298
|
|
|
5
|
%
|
|
448
|
|
|
6
|
%
|
|
1,091
|
|
|
6
|
%
|
|
1,333
|
|
|
7
|
%
|
||||
Other
|
1,510
|
|
|
24
|
%
|
|
1,570
|
|
|
23
|
%
|
|
4,257
|
|
|
23
|
%
|
|
4,631
|
|
|
23
|
%
|
||||
|
$
|
6,461
|
|
|
|
|
|
$
|
6,923
|
|
|
|
|
|
$
|
18,725
|
|
|
|
|
|
$
|
19,984
|
|
|
|
|
|
As of
|
|
As of
|
||||||||||
Property and equipment, net:
|
December 31, 2019
|
|
March 31, 2019
|
||||||||||
|
(In millions)
|
||||||||||||
Mexico
|
$
|
553
|
|
|
25
|
%
|
|
$
|
537
|
|
|
23
|
%
|
China
|
399
|
|
|
18
|
%
|
|
523
|
|
|
22
|
%
|
||
U.S.
|
375
|
|
|
17
|
%
|
|
361
|
|
|
15
|
%
|
||
India
|
209
|
|
|
9
|
%
|
|
219
|
|
|
9
|
%
|
||
Malaysia
|
120
|
|
|
5
|
%
|
|
138
|
|
|
6
|
%
|
||
Hungary
|
102
|
|
|
5
|
%
|
|
103
|
|
|
4
|
%
|
||
Other
|
448
|
|
|
21
|
%
|
|
454
|
|
|
21
|
%
|
||
|
$
|
2,206
|
|
|
|
|
|
$
|
2,336
|
|
|
|
|
•
|
changes in the macro-economic environment and related changes in consumer demand;
|
•
|
the mix of the manufacturing services we are providing, the number, size, and complexity of new manufacturing programs, the degree to which we utilize our manufacturing capacity, seasonal demand, shortages of components and other factors;
|
•
|
the effects on our business when our customers are not successful in marketing their products, or when their products do not gain widespread commercial acceptance;
|
•
|
our ability to achieve commercially viable production yields and to manufacture components in commercial quantities to the performance specifications demanded by our customers;
|
•
|
the effects on our business due to certain customers’ products having short product life cycles;
|
•
|
our customers’ ability to cancel or delay orders or change production quantities;
|
•
|
our customers’ decisions to choose internal manufacturing instead of outsourcing for their product requirements;
|
•
|
our exposure to financially troubled customers;
|
•
|
integration of acquired businesses and facilities;
|
•
|
increased labor costs due to adverse labor conditions in the markets we operate;
|
•
|
the impacts on our business due to component shortages or other supply chain related constraints;
|
•
|
changes in tax legislation; and
|
•
|
changes in trade regulations and treaties.
|
|
Three-Month Periods Ended
|
|
Nine-Month Periods Ended
|
||||||||
|
December 31, 2019
|
|
December 31, 2018
|
|
December 31, 2019
|
|
December 31, 2018
|
||||
Net sales
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
Cost of sales
|
93.1
|
|
|
94.0
|
|
|
93.9
|
|
|
93.9
|
|
Restructuring charges
|
0.2
|
|
|
0.9
|
|
|
0.9
|
|
|
0.4
|
|
Gross profit
|
6.7
|
|
|
5.1
|
|
|
5.2
|
|
|
5.7
|
|
Selling, general and administrative expenses
|
3.4
|
|
|
3.4
|
|
|
3.4
|
|
|
3.6
|
|
Intangible amortization
|
0.2
|
|
|
0.3
|
|
|
0.3
|
|
|
0.3
|
|
Restructuring charges
|
0.0
|
|
|
0.1
|
|
|
0.1
|
|
|
0.1
|
|
Interest and other, net
|
0.6
|
|
|
0.8
|
|
|
0.7
|
|
|
0.7
|
|
Other charges (income), net
|
0.2
|
|
|
1.0
|
|
|
0.1
|
|
|
0.0
|
|
Income (loss) before income taxes
|
2.3
|
|
|
(0.5
|
)
|
|
0.6
|
|
|
1.0
|
|
Provision for income taxes
|
0.5
|
|
|
0.2
|
|
|
0.4
|
|
|
0.3
|
|
Net income (loss)
|
1.8
|
%
|
|
(0.7
|
)%
|
|
0.2
|
%
|
|
0.7
|
%
|
|
Three-Month Periods Ended
|
|
Nine-Month Periods Ended
|
||||||||||||||||||||||||
Segments:
|
December 31, 2019
|
|
December 31, 2018
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||||||||||
|
(In millions)
|
||||||||||||||||||||||||||
High Reliability Solutions
|
$
|
1,245
|
|
|
19
|
%
|
|
$
|
1,207
|
|
|
17
|
%
|
|
$
|
3,611
|
|
|
19
|
%
|
|
$
|
3,630
|
|
|
18
|
%
|
Industrial & Emerging Industries
|
1,989
|
|
|
31
|
%
|
|
1,659
|
|
|
24
|
%
|
|
5,411
|
|
|
29
|
%
|
|
4,671
|
|
|
23
|
%
|
||||
Communications & Enterprise Compute
|
1,881
|
|
|
29
|
%
|
|
2,260
|
|
|
33
|
%
|
|
5,469
|
|
|
29
|
%
|
|
6,355
|
|
|
32
|
%
|
||||
Consumer Technologies Group
|
1,346
|
|
|
21
|
%
|
|
1,797
|
|
|
26
|
%
|
|
4,234
|
|
|
23
|
%
|
|
5,328
|
|
|
27
|
%
|
||||
|
$
|
6,461
|
|
|
|
|
$
|
6,923
|
|
|
|
|
$
|
18,725
|
|
|
|
|
$
|
19,984
|
|
|
|
|
Three-Month Periods Ended
|
|
Nine-Month Periods Ended
|
||||||||||||||||||||||||
|
December 31, 2019
|
|
December 31, 2018
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||||||||||
|
(In millions)
|
||||||||||||||||||||||||||
Segment income and reconciliation of income before tax:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
High Reliability Solutions
|
$
|
82
|
|
|
6.6
|
%
|
|
$
|
96
|
|
|
7.9
|
%
|
|
$
|
253
|
|
|
7.0
|
%
|
|
$
|
279
|
|
|
7.7
|
%
|
Industrial & Emerging Industries
|
124
|
|
|
6.3
|
%
|
|
79
|
|
|
4.7
|
%
|
|
331
|
|
|
6.1
|
%
|
|
196
|
|
|
4.2
|
%
|
||||
Communications & Enterprise Compute
|
53
|
|
|
2.8
|
%
|
|
63
|
|
|
2.8
|
%
|
|
111
|
|
|
2.0
|
%
|
|
171
|
|
|
2.7
|
%
|
||||
Consumer Technologies Group
|
25
|
|
|
1.8
|
%
|
|
39
|
|
|
2.1
|
%
|
|
82
|
|
|
1.9
|
%
|
|
97
|
|
|
1.8
|
%
|
||||
Corporate and Other
|
(28
|
)
|
|
|
|
(20
|
)
|
|
|
|
(86
|
)
|
|
|
|
(76
|
)
|
|
|
||||||||
Total segment income
|
256
|
|
|
4.0
|
%
|
|
256
|
|
|
3.7
|
%
|
|
691
|
|
|
3.7
|
%
|
|
668
|
|
|
3.3
|
%
|
||||
Reconciling items:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Intangible amortization
|
16
|
|
|
|
|
20
|
|
|
|
|
49
|
|
|
|
|
57
|
|
|
|
||||||||
Stock-based compensation
|
19
|
|
|
|
|
21
|
|
|
|
|
53
|
|
|
|
|
61
|
|
|
|
||||||||
Customer related asset impairments (1)
|
4
|
|
|
|
|
50
|
|
|
|
|
95
|
|
|
|
|
68
|
|
|
|
||||||||
Restructuring charges (Note 17)
|
15
|
|
|
|
|
66
|
|
|
|
|
199
|
|
|
|
|
100
|
|
|
|
||||||||
New revenue standard adoption impact (Note 4)
|
—
|
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
9
|
|
|
|
||||||||
Legal and other (2)
|
7
|
|
|
|
|
5
|
|
|
|
|
28
|
|
|
|
|
25
|
|
|
|
||||||||
Interest and other, net
|
36
|
|
|
|
|
54
|
|
|
|
|
136
|
|
|
|
|
137
|
|
|
|
||||||||
Other charges (income), net (Note 9)
|
14
|
|
|
|
|
72
|
|
|
|
|
17
|
|
|
|
|
(9
|
)
|
|
|
||||||||
Income (loss) before income taxes
|
$
|
145
|
|
|
|
|
$
|
(32
|
)
|
|
|
|
$
|
114
|
|
|
|
|
$
|
219
|
|
|
|
||||
Amounts may not sum due to rounding.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Customer related asset impairments for the three-month and nine-month periods ended December 31, 2019 and December 31, 2018 primarily relate to non-cash impairments of certain property and equipment for customers we have disengaged or are in the process of disengaging, additional provision for doubtful accounts receivable, charges for other asset impairments, and reserves for excess and obsolete inventory for certain customers experiencing financial difficulties and/or related to inventory that will not be recovered due to significant reductions in future customer demand as the Company reduces its exposure to certain higher volatility businesses.
|
(2)
|
Legal and other during the three-month and nine-month periods ended December 31, 2019 primarily consists of direct and incremental costs associated with certain wind-down activities related to the disengagement of a certain customer primarily in China and India.
|
|
Nine-Month Periods Ended
|
||||||
|
December 31, 2019
|
|
December 31, 2018
|
||||
|
(In millions)
|
||||||
Net cash used in operating activities
|
(1,699
|
)
|
|
$
|
(2,329
|
)
|
|
Cash collection of deferred purchase price and other
|
2,511
|
|
|
2,708
|
|
||
Purchases of property and equipment
|
(376
|
)
|
|
(592
|
)
|
||
Proceeds from the disposition of property and equipment
|
102
|
|
|
87
|
|
||
Adjusted free cash flow
|
$
|
538
|
|
|
$
|
(126
|
)
|
•
|
fluctuations in the value of local currencies;
|
•
|
labor unrest, difficulties in staffing and geographic labor shortages;
|
•
|
longer payment cycles;
|
•
|
cultural differences;
|
•
|
increases in duties, tariffs, and taxation levied on our products including anti-dumping and countervailing duties;
|
•
|
trade restrictions including limitations on imports or exports of components or assembled products, unilaterally or bilaterally;
|
•
|
trade sanctions and related regulatory enforcement actions and other proceedings;
|
•
|
potential trade wars;
|
•
|
increased scrutiny by the media and other third parties of labor practices within our industry (including but not limited to working conditions) which may result in allegations of violations, more stringent and burdensome labor laws and regulations and inconsistency in the enforcement and interpretation of such laws and regulations, higher labor costs, and/or loss of revenues if our customers become dissatisfied with our labor practices and diminish or terminate their relationship with us;
|
•
|
imposition of restrictions on currency conversion or the transfer of funds;
|
•
|
expropriation of private enterprises;
|
•
|
ineffective legal protection of our intellectual property rights in certain countries;
|
•
|
natural disasters;
|
•
|
exposure to infectious disease and epidemics, including the effects of the coronavirus outbreak on our business operations in geographic locations impacted by the outbreak and on the business operations of our customers and suppliers;
|
•
|
inability of international customers and suppliers to obtain financing resulting from tightening of credit in international financial markets;
|
•
|
political unrest; and
|
•
|
a potential reversal of current favorable policies encouraging foreign investment or foreign trade by our host countries.
|
Period (2)
|
|
Total Number of
Shares Purchased (1) |
|
Average Price
Paid per Share |
|
Total Number of
Shares Purchased as Part of Publicly Announced Plans or Programs |
|
Approximate Dollar
Value of Shares that May Yet Be Purchased Under the Plans or Programs |
||||||
September 28, 2019 - November 1, 2019
|
|
1,198,161
|
|
|
$
|
10.40
|
|
|
1,198,161
|
|
|
$
|
450,516,689
|
|
November 2, 2019 - November 29, 2019
|
|
1,860,812
|
|
|
$
|
11.95
|
|
|
1,860,812
|
|
|
$
|
428,272,585
|
|
November 30, 2019 - December 31, 2019
|
|
2,225,906
|
|
|
$
|
11.79
|
|
|
2,225,906
|
|
|
$
|
402,022,827
|
|
Total
|
|
5,284,879
|
|
|
|
|
|
5,284,879
|
|
|
|
|
(1)
|
During the period from September 28, 2019 through December 31, 2019, all purchases were made pursuant to the program discussed below in open market transactions. All purchases were made in accordance with Rule 10b-18 under the Securities Exchange Act of 1934.
|
(2)
|
On August 20, 2019, our Board of Directors authorized repurchases of our outstanding ordinary shares for up to $500 million. This is in accordance with the share purchase mandate whereby our shareholders approved a repurchase limit of 20% of our issued ordinary shares outstanding at the Annual General Meeting held on the same date as the Board authorization. As of December 31, 2019, shares in the aggregate amount of $402.0 million were available to be repurchased under the current plan.
|
|
|
|
|
|
|
Incorporated by Reference
|
|
|
|
Filed
|
|||
Exhibit No.
|
|
Exhibit
|
|
Form
|
|
File No.
|
|
Filing Date
|
|
Exhibit No.
|
|
Herewith
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Indenture, dated as of June 6, 2019, by and between the Company and U.S. Bank National Association, as trustee
|
|
8-K
|
|
000-23354
|
|
6/6/2019
|
|
4.1
|
|
|
|
|
|
First Supplemental Indenture, dated as of June 6, 2019, by and between the Company and U.S. Bank National Association, as trustee
|
|
8-K
|
|
000-23354
|
|
6/6/2019
|
|
4.2
|
|
|
|
|
|
Second Supplemental Indenture, dated as of November 7, 2019, by and between the Company and U.S. Bank National Association, as trustee
|
|
8-K
|
|
000-23354
|
|
11/7/2019
|
|
4.3
|
|
|
|
|
|
Form of 4.875% Global Note due 2029 (included in Exhibit 4.3)
|
|
8-K
|
|
000-23354
|
|
11/7/2019
|
|
4.4
|
|
|
|
|
|
Letter in lieu of consent of Deloitte & Touche LLP.
|
|
|
|
|
|
|
|
|
|
X
|
||
|
Certification of Principal Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
|
|
|
|
X
|
||
|
Certification of Principal Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
|
|
|
|
X
|
||
|
Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
|
|
|
|
|
|
|
|
|
|
X
|
||
101.INS
|
|
XBRL Instance Document
|
|
|
|
|
|
|
|
|
|
X
|
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
|
|
|
|
|
|
X
|
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
|
|
|
|
|
|
X
|
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
|
|
|
|
|
|
X
|
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
|
|
|
|
|
|
|
|
X
|
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
|
|
|
|
|
|
|
|
X
|
|
104
|
|
Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FLEX LTD.
|
|
|
(Registrant)
|
|
|
|
|
|
|
|
|
/s/ REVATHI ADVAITHI
|
|
|
Revathi Advaithi
|
|
|
Chief Executive Officer
|
|
|
(Principal Executive Officer)
|
|
|
|
Date:
|
January 31, 2020
|
|
|
|
/s/ CHRISTOPHER E. COLLIER
|
|
|
Christopher E. Collier
|
|
|
Chief Financial Officer
|
|
|
(Principal Financial Officer)
|
|
|
|
Date:
|
January 31, 2020
|
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Flex Ltd.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
/s/ Revathi Advaithi
|
|
Revathi Advaithi
|
|
Chief Executive Officer
|
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Flex Ltd.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
/s/ Christopher E. Collier
|
|
Christopher E. Collier
|
|
Chief Financial Officer
|
|
•
|
the Quarterly Report on Form 10-Q of the Company for the period ended December 31, 2019, as filed with the Securities and Exchange Commission (the “Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
|
•
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Date:
|
January 31, 2020
|
/s/ Revathi Advaithi
|
|
|
Revathi Advaithi
|
|
|
Chief Executive Officer
|
|
|
(Principal Executive Officer)
|
|
|
|
Date:
|
January 31, 2020
|
/s/ Christopher E. Collier
|
|
|
Christopher E. Collier
|
|
|
Chief Financial Officer
|
|
|
(Principal Financial Officer)
|