-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SBO0mZzTopooceT8kCCyJqI98BzFOAakHdRAv6do1oE+1EalAPW3hHAl3+5PjgWy Evg2YMnWZFa3pNgXAguXiw== 0000950134-07-021415.txt : 20071016 0000950134-07-021415.hdr.sgml : 20071016 20071016170317 ACCESSION NUMBER: 0000950134-07-021415 CONFORMED SUBMISSION TYPE: POS AM PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20071016 DATE AS OF CHANGE: 20071016 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOLECTRON CORP CENTRAL INDEX KEY: 0000835541 STANDARD INDUSTRIAL CLASSIFICATION: PRINTED CIRCUIT BOARDS [3672] IRS NUMBER: 942447045 STATE OF INCORPORATION: DE FISCAL YEAR END: 0825 FILING VALUES: FORM TYPE: POS AM SEC ACT: 1933 Act SEC FILE NUMBER: 333-75865 FILM NUMBER: 071174757 BUSINESS ADDRESS: STREET 1: 847 GIBRALTAR DR CITY: MILPITAS STATE: CA ZIP: 95035 BUSINESS PHONE: 4089578500 MAIL ADDRESS: STREET 1: 847 GIBRALTAR DR CITY: MILPITAS STATE: CA ZIP: 95035 POS AM 1 d50562qposam.htm POST-EFFECTIVE AMENDMENT TO FORM S-3 posam
 

As filed with the Securities and Exchange Commission on October 16, 2007
Registration No. 333-75865
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE
AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Solectron Corporation
(Exact name of Registrant as specified in its charter)
     
Delaware
(State or other jurisdiction of
incorporation or organization) 		  94-2447045
(I.R.S. Employer
Identification No.)
847 Gibraltar Drive, Milpitas, California 95035
(Address of Principal Executive Offices)
Carrie L. Schiff
Secretary and Treasurer
Solectron Corporation
847 Gibraltar Drive, Milpitas, California 95035
(408) 957-8500
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copy to:
Jeffrey N. Ostrager, Esq.
Curtis, Mallet-Prevost, Colt & Mosle LLP
101 Park Avenue
New York, New York 10178
(212) 696-6000
(Counsel to the Registrant)
 
 

 

 

TERMINATION OF REGISTRATION
     This Post-Effective Amendment No. 1 relates to the Registration Statement on Form S-3 (Registration No. 333-75865), (the “Registration Statement”) of Solectron Corporation, a Delaware corporation (the “Company”), filed on April 7, 1999, as amended by Amendment No. 1 to Form S-3, filed on June 11, 1999.
     On October 1, 2007, Saturn Merger Corp. (“Merger Sub”), a Delaware corporation and a wholly-owned subsidiary of Flextronics International Ltd., a Singapore corporation (“Flextronics”), merged with and into the Company (the “First Step Merger”) pursuant to the Agreement and Plan of Merger, dated as of June 4, 2007 (the “Merger Agreement”), among Flextronics, the Company and Merger Sub. Pursuant to the terms of the Merger Agreement, each share of the Company’s common stock outstanding at the effective time of the First Step Merger (the “Effective Time”) was converted into the right to receive either (i) 0.3450 shares of Flextronics or (ii) $3.89 in cash, subject to proration due to minimum and maximum limits on the amount of stock consideration and cash consideration. Immediately following the consummation of the First Step Merger, the Company, as survivor of the Merger, merged (the “Second Step Merger”) with and into Saturn Merger II Corp., a Delaware corporation and a wholly-owned subsidiary of Flextronics (“Merger Sub II”), and Merger Sub II was renamed Solectron Corporation. As a result of the Second Step Merger, there is no longer any common stock of the Company outstanding.
     In connection with the First Step Merger, the Company has terminated all offerings of Company securities pursuant to its existing registration statements, including the Registration Statement. In accordance with an undertaking made by the Company in the Registration Statement to remove from registration, by means of a post-effective amendment, any securities of the Company which remain unsold at the termination of the offering, the Company hereby removes from registration all securities registered under the Registration Statement which remained unsold as of the Effective Time.
SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, as amended and Rule 478 thereunder, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Broomfield, State of Colorado, on this 16th day of October, 2007.
         
  SOLECTRON CORPORATION
 		  
  By:   /s/ Carrie L. Schiff    
    Carrie L. Schiff   
    Secretary and Treasurer   
 

 

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