Flex (NASDAQ: FLEX) adds $1.45B credit line and completes EP² buy
Rhea-AI Filing Summary
Flex Ltd. entered into a new senior delayed draw term loan credit facility with a total commitment of $1.45 billion and completed its acquisition of Electrical Power Products, Inc. (EP²).
The credit facility matures 364 days after the first funding date and bears floating interest based on Term SOFR or a Base Rate plus a margin tied to Flex’s senior long-term unsecured debt ratings. It includes customary covenants, such as a maximum Debt/EBITDA Ratio of 4.00 to 1.00 and a minimum Interest Coverage Ratio of 3.00 to 1.00, along with standard events of default. Proceeds may be used for general corporate purposes, including financing the EP² purchase. EP² will be integrated into Flex’s Embedded and Critical Power business, broadening its engineered-to-order power control offerings for utilities, power generation, and data centers.
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Insights
Flex adds a $1.45B short-term credit line and closes the EP² acquisition to expand its critical power business.
Flex has arranged a $1.45 billion senior delayed draw term loan with a 364-day maturity after initial funding. The floating-rate structure tied to Term SOFR or a Base Rate, plus a ratings-based margin, offers flexibility but exposes the company to interest-rate movements.
Covenants require a Debt/EBITDA Ratio not above 4.00 and an Interest Coverage Ratio at least 3.00, setting clear leverage and coverage boundaries. These terms are typical for investment-grade style credit and aim to keep balance-sheet metrics within specified ranges.
Proceeds can be used for general corporate purposes, including funding the acquisition of EP², which adds engineered-to-order critical power capabilities and U.S. manufacturing presence. Subsequent disclosures in company filings may provide more detail on the acquisition’s financial contribution and how the new facility is drawn over time.
8-K Event Classification
Key Figures
Key Terms
Term SOFR financial
Base Rate financial
Debt/EBITDA Ratio financial
Interest Coverage Ratio financial
events of default financial
forward-looking statements regulatory
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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| If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. | ¨ |
| Item 1.01 | Entry into a Material Definitive Agreement. |
On April 30, 2026 (the “Closing Date”), Flex Ltd. (the “Company”) entered into a Credit Agreement (the “Credit Agreement”), by and among the Company, as borrower, the lenders party thereto, and Citibank, N.A., as administrative agent, which provides a senior delayed draw term loan credit facility (the “Credit Facility”) in an aggregate commitment amount of $1.45 billion. The Credit Facility under the Credit Agreement matures on the date that is 364 days after the date on or after the Closing Date on which the term loans are first funded pursuant to the Credit Agreement.
Loans under the Credit Agreement bear interest, at the Company’s option, at a floating rate, which can be, at the Company’s option, either (a) the Term SOFR (as defined in the Credit Agreement) plus an applicable margin or (b) the Base Rate (as defined in the Credit Agreement) plus an applicable margin, in each case, with such margin determined based on the Company’s senior long-term unsecured debt ratings.
The Credit Agreement contains various, customary covenants, including, but not limited to, restrictions on the Company and its subsidiaries’ ability to incur indebtedness, grant liens, dispose of material assets, merge or consolidate into other companies, materially change its business, and make certain accounting changes, in each case, subject to various exceptions. The Credit Agreement requires the maintenance of (i) a Debt/EBITDA Ratio (as defined in the Credit Agreement) not to exceed 4.00 to 1.00 as of the last day of any fiscal quarter of the Company and (ii) an Interest Coverage Ratio (as defined in the Credit Agreement) not to be less than 3.00 to 1.00 as of the last day of any fiscal quarter of the Company.
The Credit Agreement also includes various, customary events of default. Upon an event of default, commitments under the Credit Agreement may be terminated, and outstanding borrowings may be accelerated.
Proceeds from the Credit Agreement are to be used for general corporate purposes including the financing of the Company’s acquisition of Electrical Power Products, Inc. (“EP²”), with such planned acquisition previously disclosed in the Company’s Current Report on Form 8-K filed on March 30, 2026, and as otherwise permitted under the Credit Agreement.
The obligations under the Credit Agreement are not guaranteed by any subsidiary of the Company, though the Company may, at any time after the Closing Date and upon prior written notice to the administrative agent, cause any of its subsidiaries to become a subsidiary guarantor.
A copy of the Credit Agreement is attached to this Current Report on Form 8-K as Exhibit 10.01 and is incorporated by reference into this Item 1.01 as though fully set forth herein. The foregoing summary description of the Credit Agreement is not intended to be complete and is qualified in its entirety by the complete text of the Credit Agreement.
| 2 |
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.
| Item 7.01 | Regulation FD Disclosure. |
On May 4, 2026, the Company issued a press release announcing that it had completed its acquisition of EP². A copy of the press release is furnished with this report as Exhibit 99.1.
The information in this Current Report on Form 8-K and Exhibit 99.1 hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit No. | ||
| 10.01 | Credit Agreement, dated as of April 30, 2026 among Flex Ltd., as borrower, the Lenders party thereto, and Citibank, N.A., as administrative agent. | |
| 99.1 | Press release, dated May 4, 2026, issued by Flex Ltd. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
| 3 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Flex Ltd. | ||||
| Date: | May 4, 2026 | By: | /s/ Kevin Krumm | |
| Name: | Kevin Krumm | |||
| Title: | Chief Financial Officer | |||
| 4 |
EXHIBIT 99.1
Flex Completes Acquisition of Electrical Power Products (EP²)
News summary
| · | Expands Flex’s Critical Power portfolio with engineered-to-order electrical power control and protection capabilities |
| · | Strengthens utility and power generation market presence through deep engineering expertise and U.S. manufacturing scale |
| · | Supports long term growth driven by grid modernization, electrification, data center demand, and U.S. reshoring |
AUSTIN, Texas – May 4, 2026/PRNewswire/ -- Flex (NASDAQ: FLEX) today announced the completion of its acquisition of Electrical Power Products, Inc. (“EP²”), a leading provider of engineered-to-order electrical power control and protection systems.
EP² expands Flex’s Critical Power offering, adding engineered-to-order capabilities that support utility, power generation and data center customers. The addition strengthens Flex’s ability to deliver scalable, customized power control and protection solutions for grid modernization, electrification, and growing data center demand, while adding a scaled Midwest manufacturing presence that supports U.S. reshoring initiatives. EP²’s employees, leadership, and facilities will be integrated into Flex’s Embedded and Critical Power business.
“We are pleased to welcome the EP² team to Flex,” said Revathi Advaithi, Chief Executive Officer of Flex. “This acquisition strengthens our Critical Power platform and supports our strategy to meet growing demand for resilient electrical infrastructure. EP²’s engineering expertise, customer-focused culture, and utility-grade solutions further enhance our power portfolio.”
Headquartered in Des Moines, Iowa, EP² brings more than 35 years of experience designing, integrating, and manufacturing highly engineered control and relay panels, as well as modular, integrated control buildings, for a diverse base of long-standing customers.
About Flex
Flex (Reg. No. 199002645H) is the manufacturing partner of choice that helps leading brands design, build, and manage products that improve the world. With a global footprint spanning 30 countries, Flex delivers advanced manufacturing and supply chain solutions, innovative products and technology, and lifecycle services that support customers from concept to scale. In the AI era, Flex is helping customers accelerate data center deployment by solving power, heat, and scale challenges through cutting-edge power and cooling technology and scalable IT infrastructure solutions. For more information, visit flex.com.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of U.S. securities laws, including statements related to the anticipated benefits of the acquisition of Electrical Power Products, Inc. and general business outlook. These forward-looking statements are based on current expectations, estimates, and assumptions involving risks and uncertainties that could cause actual outcomes and results to differ materially from those anticipated. Readers are cautioned not to place undue reliance on forward-looking statements. These risks include: the possibility that we may not fully realize the projected benefits of the acquisition in a timely manner or at all; business disruption following the acquisition; diversion of management time on acquisition- and integration-related issues; the combined operations may not be successfully integrated; the reaction of customers and other persons to the acquisition; and other events that could adversely impact the anticipated benefits of the acquisition, including industry or economic conditions outside of our control. In addition, actual results are subject to other risks and uncertainties that relate more broadly to our overall business, including those more fully described in our filings with the Securities and Exchange Commission, including our most recent Annual Report on Form 10-K and in our subsequent filings. Flex assumes no obligation to update any forward-looking statements, which speak only as of the date they are made, except as required by applicable law.
Investor and Press Contacts
Investors & Analysts
Michelle Simmons
Senior Vice President, Global Investor Relations and Public Relations
(669)242-6332
Michelle.Simmons@flex.com
Press Contact
press@flex.com