Form 8-K · Current report
Flex Ltd. 8-K, filed Oct 5, 2026
- Filed
- CIK
- 0000866374
- Accession no.
- 0001193125-26-413173
Summary
Flex Ltd. entered a Series A convertible preferred stock investment agreement under which General Catalyst and other investors will buy 200,000 Axiom Solutions International preferred shares at $10,000 each, a $2 billion private placement tied to Flex's planned spin-off of its Cloud and Power Infrastructure business into Axiom in the first quarter of 2027. Flex is guaranteeing Axiom's obligation to redeem those shares at 115% of the purchase price in cash or 125% in Flex ordinary shares if the spin-off is not completed by December 31, 2027, and the deal's closing is conditioned on antitrust clearance.
Key points
- Flex intends to separate its Cloud and Power Infrastructure business into an independent public company, Axiom Solutions International, in the first quarter of 2027.
- A Flex subsidiary agreed on September 3, 2026 to acquire all equity interests of EPC Power Corp., with the acquisition expected to close in the fourth quarter of 2026 and EPC Power folded into the Cloud and Power Infrastructure business before the spin-off.
- The investors include GC Venture XIII (ASI), L.P., a General Catalyst affiliate, alongside other parties to the agreement.
- Closing of the preferred investment requires expiration or termination of the Hart-Scott-Rodino waiting period and other regulatory approvals, and any unpaid redemption amount bears 12% annual interest.
Written by an AI model from the filing text. It can be incomplete or wrong; the filing on SEC.gov is the record.
Items reported
- 1.01Entry into a Material Definitive Agreement
- 2.03Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
- 3.02Unregistered Sales of Equity Securities
- 8.01Other Events
- 9.01Financial Statements and Exhibits
From the filing
Item 1.01. Entry into a Material Definitive Agreement Series A Convertible Preferred Stock Investment Agreement As previously announced, Flex Ltd., a company organized under the laws of Singapore (the “Company” or “Flex”), intends to separate its Cloud and Power Infrastructure business into an independent publicly traded company, Axiom Solutions International, Inc., a Texas corporation and currently a wholly owned subsidiary of Flex (“Axiom”), in the first quarter of 2027 (the “Spin-Off”). …
An excerpt of the text as filed with the SEC, cut for length.
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