Flex Ltd. Closes $4.4B Acquisition of EPC Power Corp. and Draws $4.4B in Term Facilities

Executive Summary

On October 14, 2026, Flex Ltd. (NASDAQ: FLEX) filed a Current Report on Form 8-K disclosing the closing of its $4.4 billion cash acquisition of EPC Power Corp., along with the funding of $4.4 billion in total credit facilities ($3.3 billion senior term loan facility and $1.1 billion bridge facility) to finance the transaction.

Key Disclosures by Item

Item 1.01 & 2.03: Bridge Credit Facility & Direct Financial Obligations

• Agreement & Parties: On October 9, 2026, Flex entered into a Bridge Credit Agreement with Citibank, N.A. as administrative agent, BofA Securities, Inc., and lenders.
• Committed Amount & Borrowing: $1.1 billion aggregate committed facility, drawn in full in a single advance on October 14, 2026.
• Maturity: October 13, 2027 (364 days post-funding).
• Interest & Terms: Floating rate based on Term SOFR or Base Rate plus rating-tiered applicable margin. Unsecured obligations with no initial subsidiary guarantees.
• Covenants: Maximum Debt-to-EBITDA ratio of 4.50:1.00 and minimum Interest Coverage Ratio of 3.00:1.00 at each fiscal quarter end.
• $3.3B Senior Term Credit Facility: Flex also drew the entire $3.3 billion under its Credit Agreement dated September 29, 2026, also maturing on October 13, 2027 (364 days post-funding). Mandatory prepayment is required upon Axiom funding its separate term facility.

Item 2.01: Completion of Acquisition of EPC Power Corp.

• Transaction Structure: Flex acquired 100% equity of EPC Power Corp. through wholly owned subsidiary ACS Acquisitions, Inc. from Charge Parent, LLC.
• Purchase Price: $4.4 billion cash (subject to locked box adjustments dated June 30, 2026).
• Strategic Integration & Spin-Off: EPC Power joins Flex's Cloud and Power Infrastructure business, which Flex plans to spin off as an independent, publicly traded entity named Axiom Solutions International, Inc. in Q1 2027.
• Axiom Preferred Equity Investment: On October 2, 2026, Flex and Axiom entered into an agreement with GC Venture XIII (ASI), L.P. and other investors for a $2.0 billion private placement of Axiom Series A Convertible Preferred Stock (200,000 shares at $10,000/share), proceeds of which are designated to repay acquisition borrowings upon closing.

Market & Capital Structure Impact

• Short-Term Leverage: Flex adds $4.4 billion in 364-day floating-rate debt to its balance sheet to complete the transaction.
• De-leveraging Catalyst: Repayment is heavily tied to the planned Q1 2027 separation of Axiom Solutions International, Inc., backed by the pending $2.0 billion convertible preferred equity investment and Axiom stand-alone debt financing.