Flex sells $2B Axiom convertible preferred to General Catalyst, Koch at $37.5B enterprise value

FLEX LTD.

General Catalyst (GC Venture XIII), Koch Equity Development and co-investors to buy 200,000 Series A Convertible Preferred shares of Axiom at $10,000/share, $2.0B total.
Investment implies an initial enterprise value for Axiom of $37.5B; preferred pays 10.0% cash dividend pre-separation, stepping to 6.0% cash or 7.0% PIK after.
If the Spin-Off is not completed by Dec 31, 2027, Axiom must redeem shares at 115% of purchase price in cash or 125% in Flex shares; unpaid amounts accrue 12% interest.
Net proceeds fund part of Flex's pending EPC Power acquisition (announced Sept 3, 2026, expected to close Q4 2026); Flex secured committed term loan for the balance.
Spin-Off of the Cloud and Power Infrastructure segment into Axiom expected Q1 calendar 2027; General Catalyst gets the right to nominate one Axiom director after separation.

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