BUSINESS ACQUISITIONS AND DIVESTITURE

9 Months Ended

Dec. 31, 2024

Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]

The Company completed two acquisitions in the third quarter of fiscal year 2025, accounted for as business combinations. The results of the acquired businesses are included in the Company’s condensed consolidated financial statements from their respective acquisition dates. The allocation of the purchase price to the tangible and identifiable intangible assets acquired and liabilities assumed was based on their estimated fair values as of the date of acquisition. The excess of the purchase price over the tangible and identifiable intangible assets acquired and liabilities assumed has been allocated to goodwill. Pro-forma results of operations have not been presented because the effects were not material to the Company’s condensed consolidated financial results for all periods presented. The Company is in the process of evaluating the fair value of the assets and liabilities related to these acquisitions. Additional information, which existed as of the acquisition date, may become known to the Company during the remainder of the measurement period, a period not to exceed 12 months from the date of acquisitions. Changes to amounts recorded as assets and liabilities may result in a corresponding adjustment to goodwill during the respective measurement periods.

Acquisition of Crown

On November 19, 2024, the Company completed the business acquisition of 100% ownership of Crown, a U.S. leader in critical power solutions for a total estimated purchase consideration of $317 million, including cash of $313 million and a $4 million estimate of customary closing adjustments. The acquisition adds complementary capabilities to our existing portfolio in the United States, primarily strengthening our industrial power solutions. Crown is included in the Industrial reporting unit

within the FRS segment. The following represents the Company's initial allocation of the total purchase price to the acquired assets and liabilities of Crown (in millions):


Current Assets:
Cash	$	5
Accounts receivable	23
Inventory	10
Other current assets	2
Total current assets	40
Property and equipment	1
Operating lease right-of-use assets	7
Intangible assets	127
Goodwill	170
Total assets	$	345

Current liabilities:
Accounts payable	$	4
Accrued liabilities & other current liabilities	18
Total current liabilities	22
Operating lease liabilities, non-current	6
Total aggregate purchase price	$	317

The intangible assets of $127 million is comprised of customer related intangible assets of $83 million and licenses and other intangible assets such as trade names and patented technology of $44 million. Customer related assets will be amortized over a weighted-average estimated useful life of 12.6 years while licensed and other intangibles will be amortized over a weighted-average estimated useful life of 10.0 years.

Acquisition of JetCool

On November 14, 2024, the Company acquired 100% ownership of JetCool, a provider of liquid cooling solutions tailored for the data center market, for approximately $42 million in cash, a deemed settled pre-existing loan from Flex of approximately $5 million, and $5 million of contingent consideration for a total estimated purchase price of $52 million. Assets acquired totaled $59 million (including approximately $21 million in intangibles and $30 million in goodwill), with $7 million in liabilities assumed in addition to an approximately $5 million estimated liability for contingent consideration. The intangible asset relates to developed technology and will be amortized over a weighted-average estimated useful life of 6.5 years. JetCool is included in the Communications, Enterprise and Cloud reporting unit within the FAS segment.

Divestiture

As of December 31, 2024, the Company has classified the assets and liabilities of one of its European sites as held for sale, following the execution of an agreement to sell the site during the third quarter of fiscal year 2025. The held for sale balances are reported in other current assets, other non-current assets, other current liabilities and other non-current liabilities on the condensed consolidated balance sheet. A loss of $5 million was recorded in other charges (income), net upon classification as held for sale, in order to reflect the carrying value of the disposed group at the level of expected proceeds. The held for sale balances and expected proceeds are not material to Flex. The transaction is anticipated to close within twelve months.