SAN JOSE, Calif.–(BUSINESS WIRE)–Flex (Nasdaq: FLEX) today announced that it has amended the financing
condition for its previously-announced cash tender offer (the “Tender
Offer”) for any and all of its outstanding 4.625% Notes due 2020 (the
“2020 Notes”). In addition to the other terms and conditions of the
Tender Offer, the Tender Offer is now subject to the successful
completion by Flex of its previously-announced offering (the “Offering”)
of $450 million aggregate principal amount of 4.875% notes due 2029 (the
“New Notes”). The Company intends to use the net proceeds from the
Offering, together with available cash, to effect the repurchase of the
2020 Notes validly tendered and accepted for purchase pursuant to the
Tender Offer and the redemption, in accordance with the terms of the
indenture governing the 2020 Notes, of any and all 2020 Notes remaining
outstanding after the Tender Offer, including the payment of any
premiums, accrued interest and costs and expenses incurred in connection
with the foregoing. If any 2020 Notes remain outstanding after the
consummation of the Tender Offer, Flex expects (but is not obligated) to
redeem such 2020 Notes in accordance with the terms and conditions set
forth in the related indenture. The Offering is not conditioned on the
completion of the Tender Offer.
The Tender Offer is being made on the terms and subject to the
conditions set forth in the Offer to Purchase dated May 30, 2019 (the
“Offer to Purchase”) and the related letter of transmittal and notice of
guaranteed delivery (collectively, the “Offer Documents”), subject to
the above-described amendment to the financing condition.
The Tender Offer will expire at 5:00 p.m., New York City time, on June
5, 2019, unless extended or earlier terminated as described in the Offer
The Company has engaged J.P. Morgan Securities LLC, Citigroup Global
Markets Inc. and BNP Paribas Securities Corp. to act as dealer managers
(collectively, the “Dealer Managers”) in connection with the Tender
Offer, and has appointed D.F. King & Co., Inc. (“DF King”) to serve as
the tender agent and information agent for the Tender Offer. Copies of
the Offer Documents are available via the Tender Offer website at http://www.dfking.com/flex
or by contacting DF King in New York via email at email@example.com
or via telephone at (212) 269-5550 (banks and brokers) or (800) 967-4607
(all others). Questions regarding the terms of the Tender Offer should
be directed to J.P. Morgan Securities LLC at (212) 834-8553 (collect) or
(866) 834-4666 (toll-free), Citigroup Global Markets Inc. at (212)
723-6106 (collect) or (800) 558-3745 (toll-free) or BNP Paribas
Securities Corp. at (212) 841-3059 (collect) or (888) 210-4358
None of Flex, its board of directors, the Dealer Managers, DF King or
the trustee for the 2020 Notes, or any of their respective affiliates,
is making any recommendation as to whether Holders should tender any
2020 Notes in response to the Tender Offer. Holders must make their own
decision as to whether to tender any of their 2020 Notes and, if so, the
principal amount of 2020 Notes to tender.
This press release is neither an offer to purchase nor a solicitation of
an offer to sell any of the 2020 Notes, or an offer to sell or a
solicitation of an offer to purchase the New Notes pursuant to the
Offering nor is it a solicitation for acceptance of the Tender Offer,
nor shall it constitute a notice of redemption under the indenture
governing the 2020 Notes. Flex is making the Tender Offer only by, and
pursuant to the terms of, the Offer Documents. The Tender Offer is not
being made in any jurisdiction in which the making or acceptance thereof
would not be in compliance with the securities, blue sky or other laws
of such jurisdiction.
Flex Ltd. (Reg. No. 199002645H) is the Sketch-to-Scale®
solutions provider that designs and builds intelligent products
globally. With approximately 200,000 employees across 30 countries, Flex
provides innovative design, engineering, manufacturing, real-time supply
chain insight and logistics services to companies of all sizes across
industries and markets.
This press release contains forward-looking statements within the
meaning of U.S. securities laws, including statements related to the
Offering, the Tender Offer and any potential redemption of 2020 Notes
not tendered in the Tender Offer. These forward-looking statements
involve risks and uncertainties that could cause the actual results to
differ materially from those anticipated by these forward-looking
statements, including the risk that the Tender Offer, the Offering or
the redemption of the 2020 Notes may not be completed on the proposed
terms, or at all. Readers are cautioned not to place undue reliance on
these forward-looking statements. The following risks, among others,
could affect our business and financial performance: future revenues and
earnings may not be achieved as expected; the challenges of effectively
managing our operations, including our ability to control costs and
manage changes in our operations; litigation and regulatory
investigations and proceedings; compliance with legal and regulatory
requirements; the possibility that benefits of our restructuring actions
may not materialize as expected; the expected revenue and margins from
recently launched programs may not be realized; our dependence on a
small number of customers; the impact of component shortages, including
their impact on our revenues; geopolitical risk, including the
termination and renegotiation of international trade agreements and
trade policies, including the impact of tariffs and related regulatory
actions; recently proposed changes or future changes in tax laws in
certain jurisdictions where we operate could materially impact our tax
expense; the effects that the current macroeconomic environment could
have on our business and demand for our products; and the effects that
current credit and market conditions could have on the liquidity and
financial condition of our customers and suppliers, including any impact
on their ability to meet their contractual obligations.
Additional information concerning these and other risks is described
under “Risk Factors” and “Management’s Discussion and Analysis of
Financial Condition and Results of Operations” in our reports on Forms
10-K and 10-Q that we file with the U.S. Securities and Exchange
Commission. The forward-looking statements in this press release are
based on current expectations and Flex assumes no obligation to update
these forward-looking statements, except as required by law.
Kevin Kessel, CFA
Vice President, Investor Relations
Oppenheimer & Co. To Host 19th Annual Consumer Growth and E-Commerce Conference
Oppenheimer & Co. Inc. (“Oppenheimer”) – a leading investment bank, wealth manager, and a subsidiary of Oppenheimer Holdings (NYSE: OPY) – will host its 19th Annual Consumer Growth and E-Commerce Conference on June 18-19 in Boston, MA. This year’s event features companies from prominent consumer brands such as Autozone, Domino’s Pizza, Express, Home Depot, Lowe’s, Six Flags Theme Parks, Tiffany & Company, Ulta, Walmart, Weight Watchers, and Yum Brands.
Of particular note, Oppenheimer is pleased to host nine of the market-leading companies involved with emerging trends in the Cannabis space this year. The event will also feature seven panel discussions, moderated by Oppenheimer Consumer Research Analysts, addressing emerging and disruptive trends in the consumer marketplace as follows:
- Evolving Role of Technology in the Consumer Sector with Cooler Screens and Lindsay Goldberg LLC, moderated by Brian Nagel
- A Discussion with Emerging Restaurant Brands with Aurify and B. Good, moderated by Brian Bittner
- A Discussion on the Evolving US Food & Beverage Landscape with Lifeway, New Age Beverage, and United Natural Foods, moderated by Rupesh Parikh
- Next Gen Brands Re-Shaping Landscape for Women’s Fashion with CARAA and Rothy’s, moderated by Brian Nagel
- Exciting New Brands Shaking Up Home Products Space with Burkelman, LoveSac and Resident/Nectar, moderated by Brian Nagel
- A Discussion on the Emerging CBD Landscape with Curaleaf and CV Sciences, moderated by Rupesh Parikh
- Leveraging the Power of Digital to Connect with Consumers with Eight and FlexShopper, moderated by Brian Nagel
The conference features Oppenheimer’s Consumer Senior Research Analysts:
- Brian Bittner, Managing Director Senior Analyst covering Restaurants
- Brian Nagel, Managing Director and Senior Analyst covering Retail and E-Commerce
- Rupesh Parikh, Managing Director and Senior Analyst covering Food, Grocery and Consumer Products
- Ian Zaffino, Managing Director and Senior Analyst covering event-driven Special Situations
“Long-established business models are being upended by disruptive brands and technology, affecting consumer preferences and buying behaviors throughout the consumer industry. This year’s event aims to showcase the mix of market-leading and emerging companies driving and navigating these changes,” said Erica L. Moffett, Managing Director and Associate Director of Research at Oppenheimer. “From effortless payment methods to accelerated delivery times and customized products, consumers want a seamless experience. In order to succeed, companies must stay current on the evolving consumer and we are pleased to host a conference to explore this new landscape.”
Oppenheimer’s next conference will be the Montauk Emerging Life Sciences Summit, which will be held on June 26-28in Montauk, NY. The 22nd Annual Technology, Internet & Communications Conference will follow on August 6-7 in Boston, MA, followed by the Midwest Corporate Access Day in Chicago on August 15.
Oppenheimer & Co. Inc.
Oppenheimer & Co. Inc. (Oppenheimer), a principal subsidiary of Oppenheimer Holdings Inc. (OPY on the New York Stock Exchange), and its affiliates provide a full range of wealth management, securities brokerage and investment banking services to high-net-worth individuals, families, corporate executives, local governments, businesses and institutions.
SOURCE Oppenheimer & Co. Inc.
iCAN: Israel-Cannabis CEO and Founder Saul Kaye to Participate at the World Cannabis Congress in Saint John, New Brunswick
iCAN: Israel Cannabis Founder and CEO Saul Kaye will participate at the World Cannabis Conference being held in Saint John, New Brunswick, Canada from June 16-18, 2019.
Kaye, a leader in the global cannabis ecosystem will moderate a session entitled, “Innovative Methodologies and Emerging Topics in Global Cannabis Research.” Panelists are Dr. Suzanne Sisley MD President and Principal Investigator, Scottsdale Research Institute and, Dr. Jerry King, R&D Consultant, CFS. The session will take place at the Saint John Trade & Convention Centre on June 18.
The World Cannabis Congress (WCC) is an exclusive, invite-only event for international cannabis leaders, influencers and trend setters. The event will have hundreds of attendees from around the world from business, government and medicine.
In addition to his leadership of iCAN: Israel Cannabis, Kaye is an industry advisor to the Medical Cannabis Caucus of the Israeli Parliament, as well as an advisor to the Ministries of Economy and Health in Israel. He is a licensed pharmacist and a successful entrepreneur with both retail and e-commerce experience. Saul has founded multiple companies spanning six countries across the US, Europe, Israel and Australia.
“Canada has truly been a global trailblazer in the cannabis industry. Canadian cannabis companies and its stock market are influential and forward looking and we in Israel, the R&D capital of cannabis, collaborate with our Canadian friends on many different levels. I look forward to participating at the WCC as the medicine and business of cannabis develops at breathtaking speed both in Israel and beyond,” said Kaye.
SOURCE iCAN: Israel Cannabis
Loyalist College to launch Canada’s first Technology Access Centre for natural products and cannabis
Loyalist College is the recipient of a $1,750,000 Natural Sciences and Engineering Research Council of Canada (NSERC) College and Community Innovation (CCI) Program grant over five years to launch Canada’s first Technology Access Centre (TAC) for natural products and cannabis. In addition, Loyalist received $1Mthrough the Canada Foundation for Innovation’s (CFI) College-Industry Innovation Fund (CIIF) to add specialized equipment to the TAC.
Loyalist was one of 90 recipients at colleges, cégeps and polytechnics across the country to receive part of the $73M in funding, announced today by the Honourable Kirsty Duncan, Minister of Science and Sport, at Georgian College in Barrie, Ontario. Through the CCI Program and the CIIF, this investment will help post-secondary institutions partner directly with local employers to facilitate commercialization and transform the results of research and development into new technologies to help businesses expand and grow.
The rapid growth of Canada’s cannabis, hops and natural products sectors positions Loyalist’s Applied Research Centre for Natural Products and Medical Cannabis (ARC) as a national innovation hub for small- to medium-sized enterprises. As a TAC, Loyalist will build on the ARC’s 15 years of natural product extraction expertise and analysis-based applied research. In transitioning to a TAC, Loyalist’s ARC will significantly increase the College’s capacity to lead applied research of commercially relevant natural products and cannabis, and to support innovation by enhancing industries’ access to sector-relevant expertise and technology.
The TAC initiative will cultivate an environment for College-industry partnerships to thrive while providing students with unparalleled opportunities for work-integrated learning; investigating extraction, isolation, and formulation; and product development. In partnership with the Quinte Economic Development Commission (QEDC), Loyalist will support the Bay of Quinte’s burgeoning natural products and cannabis sectors to generate regional socioeconomic benefits, and to provide opportunities for a new generation of innovators. Loyalist will also offer companies across Canada a supportive, community-oriented platform from which to enhance their productivity, expand their reach and augment their competitiveness in the global market.
“We are very grateful for NSERC’s continued support and proud to be Canada’s first TAC for natural products and cannabis. Loyalist currently has more than 25 companies interested in applied research, and as our ARC transitions into a TAC, we will be able to meet their requirements while significantly extending our network to help more companies to innovate. Our Biosciences and Cannabis Applied Science students will have the advantage of being involved in ground-breaking research that propels Canada forward as the world leader in cannabis and natural product developments.” – Dr. Ann Marie Vaughan, Loyalist College President & CEO
“It’s great to see this NSERC and CFI funding come through for Loyalist College’s launch of Canada’s first TAC for research in natural products and cannabis. Being able to conduct research in a state-of-the-art facility means that students working in the College’s ARC will be able to build up their expertise in product analysis; which can then be applied directly to commercial development. This is just the beginning of seeing a new series of natural products being designed, assessed, made and delivered from our region.” – Neil R. Ellis, Member of Parliament for Bay of Quinte
“I am so proud to see the innovation that is driving research and economic development in our rural community through Loyalist College’s ARC. Innovation is key to Rural Sustainability and this investment will ensure that we are training the next generation in the latest technological advances. I congratulate them on their NSERC and CFI grant, and wish them all the best of success.” – Mike Bossio, Member of Parliament for Hastings—Lennox and Addington
“The Quinte Economic Development Commission is proud to be a supporting partner with Loyalist College on this important initiative that is aligned with economic development opportunities and priorities in the region. The TAC will support industry research and innovation for companies in key industry sectors as well as helping students develop in-demand skills and experience. Congratulations to the team at Loyalist on launching this important project.” – Chris King, Chief Executive Officer, Quinte Economic Development Commission
SOURCE Loyalist College
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