SUPPLEMENTAL GUARANTOR AND NON-GUARANTOR CONDENSED CONSOLIDATING FINANCIAL STATEMENTS | SUPPLEMENTAL GUARANTOR AND NON-GUARANTOR CONDENSED CONSOLIDATING FINANCIAL STATEMENTS Flextronics International Ltd. (“Parent”) has three tranches of Notes of $500 million , $500 million , and $600 million , respectively, each outstanding, which mature on February 15, 2020, February 15, 2023 and June 15, 2025, respectively. These Notes are senior unsecured obligations, and are guaranteed, fully and unconditionally, jointly and severally, on an unsecured basis, by certain of the Company’s 100% owned subsidiaries (the “guarantor subsidiaries”). These subsidiary guarantees will terminate upon 1) a sale or other disposition of the guarantor or the sale or disposition of all or substantially all the assets of the guarantor (other than to the Parent or a subsidiary); 2) such guarantor ceasing to be a guarantor or a borrower under the Company’s Term Loan Agreement and the Revolving Line of Credit; 3) defeasance or discharge of the Notes, as provided in the Notes indenture; or 4) if at any time the Notes are rated investment grade. In lieu of providing separate financial statements for the guarantor subsidiaries, the Company has included the accompanying condensed consolidating financial statements, which are presented using the equity method of accounting. The principal elimination entries relate to investment in subsidiaries and intercompany balances and transactions, including transactions with the Company’s non-guarantor subsidiaries. Condensed Consolidating Balance Sheets as of June 26, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated (in thousands) ASSETS Current assets: Cash and cash equivalents $ 1,347,411 $ 209,441 $ 774,559 $ — $ 2,331,411 Accounts receivable — 1,080,525 1,056,730 — 2,137,255 Inventories — 1,616,735 1,796,695 — 3,413,430 Inter company receivable 7,095,635 5,210,421 11,167,310 (23,473,366 ) — Other current assets 1,677 208,381 988,073 — 1,198,131 Total current assets 8,444,723 8,325,503 15,783,367 (23,473,366 ) 9,080,227 Property and equipment, net — 497,172 1,646,049 — 2,143,221 Goodwill and other intangible assets, net 400 59,725 368,161 — 428,286 Other assets 2,257,484 192,856 2,118,449 (4,120,343 ) 448,446 Investment in subsidiaries 1,678,491 1,801,725 16,697,245 (20,177,461 ) — Total assets $ 12,381,098 $ 10,876,981 $ 36,613,271 $ (47,771,170 ) $ 12,100,180 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Bank borrowings and current portion of long-term debt $ 40,000 $ 952 $ 3,975 $ — $ 44,927 Accounts payable — 1,619,892 2,717,021 — 4,336,913 Accrued payroll — 117,485 246,044 — 363,529 Inter company payable 7,179,540 7,858,602 8,435,224 (23,473,366 ) — Other current liabilities 47,001 776,252 927,606 — 1,750,859 Total current liabilities 7,266,541 10,373,183 12,329,870 (23,473,366 ) 6,496,228 Long term liabilities 2,662,890 2,105,617 2,468,232 (4,120,343 ) 3,116,396 Flextronics International Ltd. shareholders’ equity (deficit) 2,451,667 (1,601,819 ) 21,779,273 (20,177,461 ) 2,451,660 Noncontrolling interests — — 35,896 — 35,896 Total shareholders’ equity (deficit) 2,451,667 (1,601,819 ) 21,815,169 (20,177,461 ) 2,487,556 Total liabilities and shareholders’ equity $ 12,381,098 $ 10,876,981 $ 36,613,271 $ (47,771,170 ) $ 12,100,180 Condensed Consolidating Balance Sheets as of March 31, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated (in thousands) ASSETS Current assets: Cash and cash equivalents $ 608,971 $ 168,272 $ 851,165 $ — $ 1,628,408 Accounts receivable — 1,193,491 1,144,024 — 2,337,515 Inventories — 1,729,593 1,759,159 — 3,488,752 Inter company receivable 6,417,410 4,774,526 10,218,788 (21,410,724 ) — Other current assets 8,143 200,476 1,077,606 — 1,286,225 Total current assets 7,034,524 8,066,358 15,050,742 (21,410,724 ) 8,740,900 Property and equipment, net — 471,052 1,621,115 — 2,092,167 Goodwill and other intangible assets, net 475 60,782 353,918 — 415,175 Other assets 2,223,402 155,172 2,131,523 (4,092,715 ) 417,382 Investment in subsidiaries 1,799,956 1,677,813 16,641,211 (20,118,980 ) — Total assets $ 11,058,357 $ 10,431,177 $ 35,798,509 $ (45,622,419 ) $ 11,665,624 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Bank borrowings and current portion of long-term debt $ 40,000 $ 917 $ 5,245 $ — $ 46,162 Accounts payable — 1,772,695 2,788,499 — 4,561,194 Accrued payroll — 112,692 227,047 — 339,739 Inter company payable 6,559,569 7,309,944 7,541,211 (21,410,724 ) — Other current liabilities 30,553 772,015 1,006,560 — 1,809,128 Total current liabilities 6,630,122 9,968,263 11,568,562 (21,410,724 ) 6,756,223 Long term liabilities 2,067,421 2,102,483 2,435,962 (4,092,715 ) 2,513,151 Flextronics International Ltd. shareholders’ equity (deficit) 2,360,814 (1,639,569 ) 21,758,549 (20,118,980 ) 2,360,814 Noncontrolling interests — — 35,436 — 35,436 Total shareholders’ equity (deficit) 2,360,814 (1,639,569 ) 21,793,985 (20,118,980 ) 2,396,250 Total liabilities and shareholders’ equity $ 11,058,357 $ 10,431,177 $ 35,798,509 $ (45,622,419 ) $ 11,665,624 Condensed Consolidating Statements of Operations for the Three -Month Period Ended June 26, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated (in thousands) Net sales $ — $ 3,834,526 $ 3,945,465 $ (2,213,743 ) $ 5,566,248 Cost of sales — 3,442,739 3,984,911 (2,213,743 ) 5,213,907 Gross profit — 391,787 (39,446 ) — 352,341 Selling, general and administrative expenses — 60,944 148,441 — 209,385 Intangible amortization 75 731 6,865 — 7,671 Interest and other, net (267,052 ) 331,716 (47,995 ) — 16,669 Income (loss) from continuing operations before income taxes 266,977 (1,604 ) (146,757 ) — 118,616 Provision for income taxes — 9,099 (1,333 ) — 7,766 Equity in earnings in subsidiaries (156,127 ) (18,807 ) 35,653 139,281 — Net income (loss) $ 110,850 $ (29,510 ) $ (109,771 ) $ 139,281 $ 110,850 Condensed Consolidating Statements of Operations for the Three -Month Period Ended June 27, 2014 Parent Guarantor Non-Guarantor Eliminations Consolidated (in thousands) Net sales $ — $ 4,511,228 $ 4,805,682 $ (2,674,165 ) $ 6,642,745 Cost of sales — 4,158,191 4,777,934 (2,674,165 ) 6,261,960 Gross profit — 353,037 27,748 — 380,785 Selling, general and administrative expenses — 54,494 154,783 — 209,277 Intangible amortization 75 623 6,253 — 6,951 Interest and other, net 16,531 259,751 (301,654 ) — (25,372 ) Income (loss) from continuing operations before income taxes (16,606 ) 38,169 168,366 — 189,929 Provision for income taxes — 6,648 9,394 — 16,042 Equity in earnings in subsidiaries 190,493 60,982 36,431 (287,906 ) — Net income $ 173,887 $ 92,503 $ 195,403 $ (287,906 ) $ 173,887 Condensed Consolidating Statements of Comprehensive Income (Loss) for the Three -Month Period Ended June 26, 2015 Parent Guarantor Non- Eliminations Consolidated (in thousands) Net income (loss) $ 110,850 $ (29,510 ) $ (109,771 ) $ 139,281 $ 110,850 Other comprehensive income (loss): Foreign currency translation adjustments, net of zero tax 2,783 (23,490 ) (20,897 ) 44,387 2,783 Unrealized gain on derivative instruments and other, net of zero tax 12,829 4,624 12,829 (17,453 ) 12,829 Comprehensive income (loss) $ 126,462 $ (48,376 ) $ (117,839 ) $ 166,215 $ 126,462 Condensed Consolidating Statements of Comprehensive Income for the Three -Month Period Ended June 27, 2014 Parent Guarantor Non- Eliminations Consolidated (in thousands) Net income $ 173,887 $ 92,503 $ 195,403 $ (287,906 ) $ 173,887 Other comprehensive income (loss): Foreign currency translation adjustments, net of zero tax (4,145 ) 15,950 5,726 (21,676 ) (4,145 ) Unrealized gain on derivative instruments and other, net of zero tax 10,725 1,830 10,725 (12,555 ) 10,725 Comprehensive income $ 180,467 $ 110,283 $ 211,854 $ (322,137 ) $ 180,467 Condensed Consolidating Statements of Cash Flows for the Three -Month Period Ended June 26, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated (In thousands) Net cash provided by (used in) operating activities $ 279,177 $ (6,637 ) $ 89,736 $ — 362,276 Cash flows from investing activities: Purchases of property and equipment, net of proceeds from disposal — (47,108 ) (89,728 ) — (136,836 ) Acquisition of businesses, net of cash acquired — (2,785 ) (15,795 ) — (18,580 ) Proceeds from divesture of business, net of cash held in divested business — — 1,000 — 1,000 Investing cash flows to affiliates (718,381 ) (263,348 ) (1,077,202 ) 2,058,931 — Other investing activities, net — (14,732 ) 7,152 — (7,580 ) Net cash used in investing activities (718,381 ) (327,973 ) (1,174,573 ) 2,058,931 (161,996 ) Cash flows from financing activities: Proceeds from bank borrowings and long-term debt 595,309 221 18 — 595,548 Repayments of bank borrowings, long-term debt and capital lease obligations (6,604 ) (493 ) (1,360 ) — (8,457 ) Payments for repurchases of ordinary shares (99,995 ) — — — (99,995 ) Net proceeds from issuance of ordinary shares 44,602 — — — 44,602 Financing cash flows from affiliates 619,970 377,012 1,061,949 (2,058,931 ) — Other financing activities, net — — (25,252 ) — (25,252 ) Net cash provided by financing activities 1,153,282 376,740 1,035,355 (2,058,931 ) 506,446 Effect of exchange rates on cash and cash equivalents 24,362 (961 ) (27,124 ) — (3,723 ) Net increase (decrease) in cash and cash equivalents 738,440 41,169 (76,606 ) — 703,003 Cash and cash equivalents, beginning of period 608,971 168,272 851,165 — 1,628,408 Cash and cash equivalents, end of period $ 1,347,411 $ 209,441 $ 774,559 $ — $ 2,331,411 Condensed Consolidating Statements of Cash Flows for the Three -Month Period Ended June 27, 2014 Parent Guarantor Non-Guarantor Eliminations Consolidated (In thousands) Net cash provided by (used in) operating activities $ (13,025 ) $ 231,140 $ (299,284 ) $ — $ (81,169 ) Cash flows from investing activities: Purchases of property and equipment, net of proceeds from disposal — (39,690 ) (33,227 ) — (72,917 ) Proceeds from divestiture of business, net of cash held in divested business — — (5,493 ) — (5,493 ) Investing cash flows from (to) affiliates (1,185,671 ) (532,104 ) 593,559 1,124,216 — Other investing activities, net — (959 ) (20,503 ) — (21,462 ) Net cash provided by (used in) investing activities (1,185,671 ) (572,753 ) 534,336 1,124,216 (99,872 ) Cash flows from financing activities: Proceeds from bank borrowings and long-term debt — — 26,615 — 26,615 Repayments of bank borrowings, long-term debt and capital lease obligations — (393 ) (466 ) — (859 ) Payments for repurchases of ordinary shares (105,568 ) — — — (105,568 ) Net proceeds from issuance of ordinary shares 9,329 — — — 9,329 Financing cash flows from (to) affiliates 931,635 347,775 (155,194 ) (1,124,216 ) — Other financing activities, net — — 300 — 300 Net cash provided by (used in) financing activities 835,396 347,382 (128,745 ) (1,124,216 ) (70,183 ) Effect of exchange rates on cash and cash equivalents (10,141 ) (504 ) 15,831 — 5,186 Net decrease (increase) in cash and cash equivalents (373,441 ) 5,265 122,138 — (246,038 ) Cash and cash equivalents, beginning of period 638,714 210,462 744,552 — 1,593,728 Cash and cash equivalents, end of period $ 265,273 $ 215,727 $ 866,690 $ — $ 1,347,690 |