Flextronics International Ltd. Announces Pricing and Results to Date for Tender Offer and Consent Solicitation for its 9-3/4% Senior Subordinated Notes Due 2010 Company Receives Necessary Consents to Amend Indenture SINGAPORE, March 15 /PRNewswire-FirstCall/ -- Flextronics International Ltd. (the "Company") announced today the tender consideration with respect to its cash tender offer (the "Offer") for any and all of its 9-3/4% Senior Subordinated Notes due 2010 (the "Notes"), and the related solicitation of consents to eliminate certain of the restrictive covenants with respect to such Notes. The Tender Consideration (as defined in the Offer to Purchase) is equal to euro 1,059.62 per euro 1,000 principal amount of Notes, as determined by the Dealer Manager on the basis of the mid-market price of the 6.875% German Bund due May 12, 2005 as of 10:00 a.m., New York City time, on March 14, 2005, plus Accrued Interest on the Notes to (but excluding) the Early Payment Date, and otherwise in accordance with the terms set forth in the Offer to Purchase and Solicitation of Consents dated March 1, 2005 (the "Offer to Purchase"). Holders of Notes who have validly tendered (and not validly withdrawn) their Notes prior to 11:59 pm New York City time on March 14, 2005 will also receive a consent payment of euro 10.00 per euro 1,000 principal amount of Notes (the "Consent Payment"). Holders who tender Notes after that date will receive the euro 1,059.62 Tender Consideration per euro 1,000 principal amount of Notes, plus Accrued Interest on the Notes to (but excluding) the Final Payment Date, and will not receive the euro 10.00 Consent Payment. Approximately euro 141.43 Million principal amount of Notes have been tendered to date and the tendering holders have consented to an amendment to the indenture governing the Notes that will eliminate certain of the restrictive covenants contained in the indenture. The amount tendered represents a sufficient number of consents to approve this amendment. The Offer will expire at 11:59 p.m., New York City time, on March 28, 2005 (the "Expiration Time"), unless extended. Holders who validly tender their Notes after the Consent Time but on or before the Expiration Time will receive the Tender Consideration (but not the Consent Payment) promptly following the Expiration Time (the "Final Payment Date"). Citigroup Global Markets Limited is the Dealer Manager and solicitation agent for the Offer and the Solicitation. Questions regarding the Offer may be directed to Citigroup Global Markets Limited, Liability Management Group at +44-207-986-8969 (collect). Requests for documentation may be directed to Citibank, N.A., the information agent for the Offer, at +44-207-508-3867 or to Dexia Banque Internationale a Luxembourg, the Luxembourg Listing Agent for the Offer at +352 4590-4214. This announcement is not an offer to purchase, a solicitation of an offer to purchase or a solicitation of consent with respect to any securities. The Offer is being made solely by the Offer to Purchase and Solicitation of Consents, dated March 1, 2005. This Press Release must be read in conjunction with the Offer to Purchase which has been prepared by the Company in relation to the Offer. This Press Release and the Offer to Purchase contain important information which should be read carefully before any decision is made to accept the Offer. If you are in any doubt as to the action you should take, you are recommended to seek your own financial advice immediately from your stockbroker, bank manager, accountant or other independent financial adviser. Any individual or company whose Notes are held on its behalf by a broker, dealer, bank, custodian, trust company or other nominee must contact such entity if they wish to accept the Offer. Neither the delivery of this Press Release, the Offer to Purchase or any other offering material relating to the Offer nor any purchase of Notes shall, under any circumstances, create any implication that the information contained herein is current as of any time subsequent to the date of such information or that there has been no change in the information set out in it or in the affairs of the Company since the date of the Offer to Purchase. About Flextronics Headquartered in Singapore (Singapore Reg. No. 199002645H), Flextronics is the leading Electronics Manufacturing Services (EMS) provider focused on delivering innovative design and manufacturing services to technology companies. With fiscal year 2004 revenues of USD$14.5 billion, Flextronics is a major global operating company that helps customers design, build, ship, and service electronics products through a network of facilities in 32 countries on five continents. This global presence provides customers with complete design, engineering, and manufacturing resources that are vertically integrated with component capabilities to optimize their operations by lowering their costs and reducing their time to market. For more information, please visit http://www.flextronics.com/. Offer Restrictions FRANCE: The Notes not being listed in France, none of this Press Release, the Offer to Purchase, nor any other offering material has been submitted to the clearance procedures of the French Autorite des marches financiers (AMF). The Notes have not been offered and will not be offered, directly or indirectly, to the public in France and the Offer will be made in the Republic of France only to qualified investors (investisseurs qualifies) as defined and in accordance with Articles L.411-1 and L.411-2 of French Code monetaire et financier and Decree number 98-880 dated October 1st, 1998 relating to offers to qualified investors and only such qualified investors, acting for their own account are eligible to accept the Offer. Furthermore, the Offer to Purchase or any other offering material relating to any Notes has not been and will not be distributed or caused to be distributed other than to those investors to whom offers of Notes may be made as described above. BELGIUM: In Belgium, the Offer will not, directly or indirectly, be made to, or for the account of, any person other than to professional or institutional investors referred to in article 3, number 2 of the Belgian royal decree of 7 July 1999 on the public character of financial operations (the "Public Decree"), each acting on its own account. The Offer to Purchase has not been and will not be submitted to nor approved by the Belgian Banking, Finance and Insurance Commission (Commission Bancaire, Financiere et des Assurances/Commissie voor het Bank, Financie en Assurantiewezen) and accordingly may not be used in connection with any offer in Belgium except as may otherwise be permitted by law. ITALY: The Offer to Purchase and any other offering material have not been submitted to the clearance procedures of Commissione Nazionale per le Societa e la Borsa (CONSOB) and are not directed to investors resident in Italy. No interests in the Notes are being offered, sold, purchased or delivered, no consent is being solicited and neither the Offer to Purchase nor any other offering or publicity material relating to the Offer or the Notes may be distributed or made available in Italy, or is or will be distributed to holders of the Notes who are Italian residents or who are located in Italy by the Company or the Dealer Manager or any other person acting on its or their behalf. Accordingly, holders of the Notes are hereby notified that, to the extent such holders are Italian residents or are located in Italy, the Offer is not available to them and they may not accept the Offer and, as such, any electronic acceptance instruction or any other acceptance instruction in whatever form received from such persons shall be ineffective and void. UNITED KINGDOM: This Press Release, the Offer to Purchase and any other offering material is directed only at persons who (i) are outside the United Kingdom or (ii) have professional experience in matters relating to investments or (iii) are persons falling within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations etc") of The Financial Services and Markets Act 2000 (Financial Promotion) Order 2001 (all such persons together being referred to as "relevant persons"). This Press Release, the Offer to Purchase and any other offering material must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this communication relates is available only to relevant persons and will be engaged in only with relevant persons. DATASOURCE: Flextronics International Ltd. CONTACT: Thomas J. Smach, Chief Financial Officer, +1-408-576-7722 or , or Renee Brotherton, Senior Director of Corporate Marketing, +1-408-576-7189 or , both of Flextronics International Ltd., Web site: http://www.flextronics.com/

Copyright