8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  February 13, 2013

FLEXTRONICS INTERNATIONAL LTD.

(Exact Name of Registrant as Specified in Its Charter)

Singapore	0-23354	Not Applicable
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2 Changi South Lane, Singapore	486123
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (65) 6890-7188

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01. Other Events.

On February 12, 2013, Flextronics International Ltd. (the “Company”) issued a press release announcing its intention to offer up to an aggregate principal amount of $1 billion of senior notes. A copy of the press release is attached as Exhibit 99.1.

On February 12, 2013, the Company issued a press release announcing the pricing of its $500,000,000 4.625% Senior Notes due 2020 and $500,000,000 5.0% Senior Notes due 2023. A copy of the press release is attached as Exhibit 99.2.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit
99.1	Press release issued by Flextronics International Ltd. on February 12, 2013.
99.2	Press release issued by Flextronics International Ltd. on February 12, 2013.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		FLEXTRONICS INTERNATIONAL LTD.
Date:  February 13, 2013	By:	/s/ Paul Read
		Name:  Paul Read Title:    Chief Financial Officer

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EXHIBIT INDEX

Exhibit Number	Description
99.1	Press release issued by Flextronics International Ltd. on February 12, 2013.
99.2	Press release issued by Flextronics International Ltd. on February 12, 2013.

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EX-99.1

Exhibit 99.1

	2 Changi South Lane	65.6299.8888 Main
	Singapore 486123	www.flextronics.com

PRESS RELEASE

Renee Brotherton	Kevin Kessel
Corporate Communications	Investor Relations
(408) 576-7189	(408) 576-7985
renee.brotherton@flextronics.com	kevin.kessel@flextronics.com

FLEXTRONICS ANNOUNCES INTENTION TO OFFER UP TO AN AGGREGATE PRINCIPAL
AMOUNT OF $1 BILLION OF SENIOR NOTES

Singapore, February 12, 2013 — Flextronics (NASDAQ: FLEX) announced today its intention to offer up to an aggregate principal amount of $1 billion of senior unsecured notes (the “Notes”) to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to non-U.S. persons outside the United States pursuant to Regulation S under the Securities Act, subject to market conditions.

Flextronics intends to use the net proceeds from the offering to repay outstanding borrowings under its 2007 term loan facility.

The Notes and the related guarantees have not been, and will not be, registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.

This announcement is neither an offer to sell nor a solicitation of an offer to buy the Notes and the related guarantees or any other securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Flextronics

Headquartered in Singapore (Singapore Reg. No. 199002645H), Flextronics is a leading Electronics Manufacturing Services (EMS) provider focused on delivering complete design, engineering and manufacturing services to aerospace and defense, automotive, computing, consumer, industrial, infrastructure, medical, energy, and mobile OEMs. Flextronics helps customers design, build, ship and service electronics products through a network of facilities in 30 countries on four continents. This global presence provides design and engineering solutions that are combined with core electronics manufacturing and logistics services, and are vertically integrated with components technologies, to optimize customer operations by lowering costs and reducing time to market. For more information, please visit www.flextronics.com or follow us on Twitter @flextronics.

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EX-99.2

Exhibit 99.2

	2 Changi South Lane	65.6299.8888 Main
	Singapore 486123	www.flextronics.com

PRESS RELEASE

Renee Brotherton	Kevin Kessel
Corporate Communications	Investor Relations
(408) 576-7189	(408) 576-7985
renee.brotherton@flextronics.com	kevin.kessel@flextronics.com

FLEXTRONICS ANNOUNCES PRICING OF
$500 MILLION 4.625% NOTES DUE 2020 AND $500 MILLION 5.0% NOTES DUE 2023

Singapore, February 12, 2013 — Flextronics (NASDAQ: FLEX) today announced that it has priced its offering of $500 million aggregate principal amount of 4.625% Notes due 2020 (the “2020 Notes”) and $500 million aggregate principal amount of 5.0% Notes due 2023 (the “2023 Notes” and, together with the 2020 Notes, the “Notes”).  The 2020 Notes will be issued at a price equal to 100% of their face value and the 2023 Notes will be issued at a price equal to 100% of their face value.  The 2020 Notes will mature on February 15, 2020 and the 2023 Notes will mature on February 15, 2023, unless repurchased or redeemed in accordance with their terms prior to such date.  The sale of the Notes is expected to close on February 20, 2013, subject to customary closing conditions.

Flextronics intends to use the net proceeds from the offering, together with cash on hand, to repay $1 billion of outstanding borrowings under its term loan facility due 2014.

The Notes and the related guarantees are being offered and sold to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to non-U.S. persons outside the United States pursuant to Regulation S under the Securities Act.  The Notes and the related guarantees have not been, and will not be, registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.

This announcement is neither an offer to sell nor a solicitation of an offer to buy the Notes and the related guarantees or any other securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Flextronics

Headquartered in Singapore (Singapore Reg. No. 199002645H), Flextronics is a leading Electronics Manufacturing Services (EMS) provider focused on delivering complete design, engineering and manufacturing services to aerospace and defense, automotive, computing, consumer, industrial, infrastructure, medical, energy, and mobile OEMs. Flextronics helps customers design, build, ship and service electronics products through a network of facilities in 30 countries on four continents. This global presence provides design and engineering solutions that are combined with core electronics manufacturing and logistics services, and are vertically integrated with components technologies, to optimize customer operations by lowering costs and reducing time to market.  For more information, please visit www.flextronics.com or follow us on Twitter @flextronics.

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