10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 26, 2014

Or

oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from            to           

Commission file number 0-23354

FLEXTRONICS INTERNATIONAL LTD.

(Exact name of registrant as specified in its charter)

Singapore	Not Applicable
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

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

Registrant’s telephone number, including area code

(65) 6876-9899

Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes x  No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes x  No o

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer x	Accelerated filer o
Non-accelerated filer o	Smaller reporting company o
(Do not check if a smaller reporting company)

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes o  No x

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date.

Class	Outstanding at October 24, 2014
Ordinary Shares, No Par Value	578,974,187

FLEXTRONICS INTERNATIONAL LTD.

INDEX

		Page
	PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements	3
	Report of Independent Registered Public Accounting Firm	3
	Condensed Consolidated Balance Sheets (unaudited) — September 26, 2014 and March 31, 2014	4
	Condensed Consolidated Statements of Operations (unaudited) — Three-Month and Six-Month Periods Ended September 26, 2014 and September 27, 2013	5
	Condensed Consolidated Statements of Comprehensive Income (unaudited) — Three-Month and Six-Month Periods Ended September 26, 2014 and September 27, 2013	6
	Condensed Consolidated Statements of Cash Flows (unaudited) — Six-Month Periods Ended September 26, 2014 and September 27, 2013	7
	Notes to Condensed Consolidated Financial Statements (unaudited)	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	31
Item 4.	Controls and Procedures	31
	PART II. OTHER INFORMATION	31
Item 1.	Legal Proceedings	31
Item 1A.	Risk Factors	31
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	32
Item 3.	Defaults Upon Senior Securities	33
Item 4.	Mine Safety Disclosures	33
Item 5.	Other Information	33
Item 6.	Exhibits	33
Signatures		34

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PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Shareholders of
Flextronics International Ltd.
Singapore

We have reviewed the accompanying condensed consolidated balance sheet of Flextronics International Ltd. and subsidiaries (the “Company”) as of September 26, 2014, and the related condensed consolidated statements of operations and of comprehensive income for the three-month and six-month periods ended September 26, 2014, and September 27, 2013, and the condensed consolidated statements of cash flows for the six-month periods ended September 26, 2014 and September 27, 2013. These interim financial statements are the responsibility of the Company’s management.

We conducted our reviews in accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States), the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our reviews, we are not aware of any material modifications that should be made to such condensed consolidated interim financial statements for them to be in conformity with accounting principles generally accepted in the United States of America.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet of Flextronics International Ltd. and subsidiaries as of March 31, 2014, and the related consolidated statements of operations, comprehensive income, shareholders’ equity, and cash flows for the year then ended (not presented herein); and in our report dated May 20, 2014, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of March 31, 2014 is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

/s/ DELOITTE & TOUCHE LLP

San Jose, California

October 30, 2014

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FLEXTRONICS INTERNATIONAL LTD.

CONDENSED CONSOLIDATED BALANCE SHEETS

	As of			As of
	September 26, 2014			March 31, 2014
	(In thousands,
	except share amounts)
	(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	1,514,352		$	1,593,728
Accounts receivable, net of allowance for doubtful accounts of $7,735 and $5,529 as of September 26, 2014 and March 31, 2014, respectively	2,526,880			2,697,985
Inventories	3,626,640			3,599,008
Other current assets	1,211,188			1,509,605
Total current assets	8,879,060			9,400,326
Property and equipment, net	2,193,966			2,288,656
Goodwill and other intangible assets, net	413,237			377,218
Other assets	433,610			433,950
Total assets	$	11,919,873		$	12,500,150
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Bank borrowings and current portion of long-term debt	$	45,579		$	32,575
Accounts payable	4,693,526			4,747,779
Accrued payroll	381,266			354,889
Other current liabilities	1,935,904			2,521,444
Total current liabilities	7,056,275			7,656,687
Long-term debt, net of current portion	2,062,926			2,070,020
Other liabilities	457,818			571,764
Commitments and contingencies (Note 13)
Shareholders’ equity
Flextronics International Ltd. shareholders’ equity
Ordinary shares, no par value; 630,671,476 and 641,666,347 issued, and 580,432,121 and 591,426,992 outstanding as of September 26, 2014 and March 31, 2014, respectively	7,444,765			7,614,515
Treasury shares, at cost; 50,239,355 shares as of September 26, 2014 and March 31, 2014	(388,215		)	(388,215		)
Accumulated deficit	(4,624,304		)	(4,937,094		)
Accumulated other comprehensive loss	(127,692		)	(126,156		)
Total Flextronics International Ltd. shareholders’ equity	2,304,554			2,163,050
Noncontrolling interests	38,300			38,629
Total shareholders’ equity	2,342,854			2,201,679
Total liabilities and shareholders’ equity	$	11,919,873		$	12,500,150

The accompanying notes are an integral part of these condensed consolidated financial statements.

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FLEXTRONICS INTERNATIONAL LTD.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

	Three-Month Periods Ended						Six-Month Periods Ended
	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(In thousands, except per share amounts)
	(Unaudited)
Net sales	$	6,528,517		$	6,410,106		$	13,171,262		$	12,201,231
Cost of sales	6,151,436			6,041,683			12,413,396			11,521,773
Gross profit	377,081			368,423			757,866			679,458
Selling, general and administrative expenses	204,590			218,500			413,867			442,119
Intangible amortization	8,232			7,718			15,183			15,920
Interest and other, net	12,506			14,601			31,143			27,174
Other charges (income), net	(2,584		)	(1,000		)	(46,593		)	6,111
Income before income taxes	154,337			128,604			344,266			188,134
Provision for income taxes	15,434			10,399			31,476			10,672
Net income	$	138,903		$	118,205		$	312,790		$	177,462
Earnings per share:
Basic	$	0.24		$	0.19		$	0.53		$	0.29
Diluted	$	0.23		$	0.19		$	0.52		$	0.28
Weighted-average shares used in computing per share amounts:
Basic	585,760			610,775			586,497			618,447
Diluted	595,871			623,620			598,586			631,760

The accompanying notes are an integral part of these condensed consolidated financial statements.

5

FLEXTRONICS INTERNATIONAL LTD.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

	Three-Month Periods Ended						Six-Month Periods Ended
	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(In thousands)
	(Unaudited)
Net income	$	138,903		$	118,205		$	312,790		$	177,462
Other comprehensive income (loss):
Foreign currency translation adjustments, net of zero tax	(5,683		)	(11,988		)	(9,828		)	(29,497		)
Unrealized gain (loss) on derivative instruments and other, net of zero tax	(2,433		)	9,553			8,292			(581		)
Comprehensive income	$	130,787		$	115,770		$	311,254		$	147,384

The accompanying notes are an integral part of these condensed consolidated financial statements.

6

FLEXTRONICS INTERNATIONAL LTD.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

	Six-Month Periods Ended
	September 26, 2014			September 27, 2013
	(In thousands)
	(Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	312,790		$	177,462
Depreciation, amortization and other impairment charges	260,328			227,407
Changes in working capital and other	(266,873		)	(51,111		)
Net cash provided by operating activities	306,245			353,758
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment	(167,204		)	(321,449		)
Proceeds from the disposition of property and equipment	28,809			10,468
Acquisition of businesses, net of cash acquired	(32,589		)	(187,543		)
Proceeds from divesture of business, net of cash held in divested business	(5,493		)	1,000
Other investing activities, net	(28,855		)	7,436
Net cash used in investing activities	(205,332		)	(490,088		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from bank borrowings and long-term debt	11,387			933,447
Repayments of bank borrowings, long-term debt and capital lease obligations	(9,185		)	(404,801		)
Payments for early retirement of long-term debt	—			(544,840		)
Payments for repurchases of ordinary shares	(206,771		)	(324,594		)
Net proceeds from issuance of ordinary shares	11,412			19,637
Other financing activities, net	3,382			14,743
Net cash used in financing activities	(189,775		)	(306,408		)
Effect of exchange rates on cash and cash equivalents	9,486			(17,283		)
Net decrease in cash and cash equivalents	(79,376		)	(460,021		)
Cash and cash equivalents, beginning of period	1,593,728			1,587,087
Cash and cash equivalents, end of period	$	1,514,352		$	1,127,066
Non-cash investing activity:
Accounts payable for fixed assets purchases	$	51,814		$	155,109

The accompanying notes are an integral part of these condensed consolidated financial statements.

7

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1.  ORGANIZATION OF THE COMPANY AND BASIS OF PRESENTATION

Organization of the Company

Flextronics International Ltd. (“Flextronics” or the “Company”) was incorporated in the Republic of Singapore in May 1990. The Company’s operations have expanded over the years through a combination of organic growth and acquisitions. The Company is a globally-recognized leading provider of supply chain solutions that span from concept through consumption. The Company designs, builds, ships and services a complete packaged electronic product for original equipment manufacturers (“OEMs”) in the following business groups: High Reliability Solutions (“HRS”), which is comprised of our medical, automotive, and defense and aerospace businesses; Consumer Technology Group (“CTG”), which includes our mobile devices business, including smart phones; our consumer electronics business, including game consoles and wearable electronics; and our high-volume computing business, including various supply chain solutions for notebook personal computing (“PC”), tablets, and printers; Industrial and Emerging Industries (“IEI”), which is comprised of our household appliances, semi-cap equipment, kiosks, energy and emerging industries businesses; and Integrated Network Solutions (“INS”), which includes our telecommunications infrastructure, data networking, connected home, and server and storage businesses. The Company’s strategy is to provide customers with a full range of cost competitive, vertically integrated global supply chain solutions through which the Company can design, build, ship and service complete packaged products for its OEM customers. This enables our OEM customers to leverage the Company’s supply chain solutions to meet their product requirements throughout the entire product life cycle.

The Company’s service offerings include a comprehensive range of value-added design and engineering services that are tailored to the various markets and needs of its customers. Other focused service offerings relate to manufacturing (including enclosures, metals, plastic injection molding, precision plastics, machining, and mechanicals), system integration and assembly and test services, materials procurement, inventory management, logistics and after-sales services (including product repair, warranty services, re-manufacturing and maintenance), supply chain management software solutions and component product offerings (including rigid and flexible printed circuit boards and power adapters and chargers).

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP” or “GAAP”) for interim financial information and in accordance with the requirements of Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements, and should be read in conjunction with the Company’s audited consolidated financial statements as of and for the fiscal year ended March 31, 2014 contained in the Company’s Annual Report on Form 10-K. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three and six-month periods ended September 26, 2014 are not necessarily indicative of the results that may be expected for the fiscal year ending March 31, 2015.

The first quarters for fiscal year 2015 and fiscal year 2014 ended on June 27, 2014, which is comprised of 88 days in the period, and June 28, 2013, which is comprised of 89 days in period, respectively. The second quarter for fiscal year 2015 and fiscal year 2014 ended on September 26, 2014 and September 27, 2013, which are comprised of 91 days in both periods, respectively.

The accompanying unaudited condensed consolidated financial statements include the financial position and results of operations of a majority owned subsidiary of the Company.  Non-controlling interests are presented as a separate component of total shareholders’ equity in the condensed consolidated balance sheets.  The operating results of the subsidiary attributable to the non-controlling interests are immaterial for all of the periods presented, and are included in interest and other, net in the condensed consolidated statements of operations.

Recent Accounting Pronouncements

In April 2014, the Financial Accounting Standards Board (“FASB”) issued guidance which requires an entity to report a disposal of a component of an entity in discontinued operations if the disposal represents a strategic shift that has a major effect on an entity’s operations and financial results when the component of an entity meets certain criteria to be classified as held for sale, or when the component of an entity is disposed of by a sale or disposed of other than by a sale. Further, additional disclosures about discontinued operations should include the following for the periods in which the results of operations of the discontinued operations are presented in the statement of operations: the major classes of line items constituting pretax profit or loss of discontinued operations; total

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operating and investing cash flows of discontinued operations; depreciation, amortization, capital expenditures, and significant operating and investing noncash items of discontinued operations; pretax profit or loss attributable to the parent if a discontinued operation includes a non-controlling interest; a reconciliation of major classes of assets, liabilities of the discontinued operation classified as held for sale; and a reconciliation of major classes of line items constituting the pretax profit or loss of the discontinued operation. The Company early adopted this accounting standard update in the first quarter of fiscal year 2015.  During the first quarter of fiscal 2015, the Company disposed of a manufacturing facility in Western Europe which did not meet the criteria of discontinued operations under this accounting standard, as further discussed in note 6 to the condensed consolidated financial statements.

In May 2014, the FASB issued new guidance related to revenue recognition which requires an entity to recognize revenue relating to contracts with customers that depicts the transfer of promised goods or services to customers in an amount reflecting the consideration to which the entity expects to be entitled in exchange for such goods or services.  In order to meet this requirement, the entity must apply the following steps: (i) identify the contracts with the customers; (ii) identify performance obligations in the contracts; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations per the contracts; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. Additionally, disclosures required for revenue recognition will include qualitative and quantitative information about contracts with customers, significant judgments and changes in judgments, and assets recognized from costs to obtain or fulfill a contract. This guidance is effective for the Company beginning in the first quarter of fiscal year 2018 and the Company is in the process of assessing the impact on its consolidated financial statements.

2.  BALANCE SHEET ITEMS

Inventories

The components of inventories, net of applicable lower of cost or market write-downs, were as follows:

	As of		As of
	September 26, 2014		March 31, 2014
	(In thousands)
Raw materials	$	2,422,415	$	2,349,278
Work-in-progress	578,211		608,284
Finished goods	626,014		641,446
	$	3,626,640	$	3,599,008

Goodwill and Other Intangibles

The following table summarizes the activity in the Company’s goodwill account during the six-month period ended September 26, 2014:

	Amount
	(In thousands)
Balance, beginning of the year	$	292,758
Additions (1)	21,707
Purchase accounting adjustments (2)	8,651
Foreign currency translation adjustments	(2,059		)
Balance, end of the period	$	321,057

(1)The goodwill generated from the Company’s business combinations completed during the six-month period ended September 26, 2014 is primarily related to value placed on the acquired employee workforces, service offerings and capabilities of the acquired businesses and expected synergies. The goodwill is not deductible for income tax purposes. See note 12 to the condensed consolidated financial statements for additional information.

(2)Fair value adjustment made to certain assets acquired in connection with the Company’s acquisition of Riwisa AG.

The components of acquired intangible assets are as follows:

9

	As of September 26, 2014							As of March 31, 2014
	Gross					Net		Gross					Net
	Carrying		Accumulated			Carrying		Carrying		Accumulated			Carrying
	Amount		Amortization			Amount		Amount		Amortization			Amount
	(In thousands)
Intangible assets:
Customer-related intangibles	$	211,852	$	(152,259	)	$	59,593	$	204,369	$	(140,713	)	$	63,656
Licenses and other intangibles	47,789		(15,202		)	32,587		32,564		(11,760		)	20,804
Total	$	259,641	$	(167,461	)	$	92,180	$	236,933	$	(152,473	)	$	84,460

The gross carrying amounts of intangible assets are removed when the recorded amounts have been fully amortized.  During the six-month period ended September 26, 2014, the value of customer-related intangible assets increased by $8.5 million in connection with the Company’s acquisitions, and licenses and other intangibles increased by $15.7 million primarily as a result of the purchase of certain technology rights.  The estimated future annual amortization expense for intangible assets is as follows:

Fiscal Year Ending March 31,	Amount
	(In thousands)
2015 (1)	$	15,741
2016	27,133
2017	18,786
2018	12,825
2019	8,498
Thereafter	9,197
Total amortization expense	$	92,180

(1)Represents estimated amortization for the remaining six-month period ending March 31, 2015.

Other Current Assets / Liabilities

Other current assets include certain assets purchased on behalf of a customer and financed by a third party banking institution of $267.5 million as of both September 26, 2014 and March 31, 2014, respectively, with a corresponding liability recorded to other current liabilities of $289.6 million and $286.5 million as of September 26, 2014 and March 31, 2014, respectively.

Other current liabilities also includes customer working capital advances of $213.2 million and $754.7 million as of September 26, 2014 and March 31, 2014, respectively. The customer working capital advances are not interest bearing, do not have fixed repayment dates and are generally reduced as the underlying working capital is consumed in production.

3.  SHARE-BASED COMPENSATION

The following table summarizes the Company’s share-based compensation expense:

	Three-Month Periods Ended				Six-Month Periods Ended
	September 26, 2014		September 27, 2013		September 26, 2014		September 27, 2013
	(In thousands)
Cost of sales	$	1,868	$	1,866	$	3,478	$	3,218
Selling, general and administrative expenses	9,051		6,851		19,122		14,088
Total stock-based compensation expense	$	10,919	$	8,717	$	22,600	$	17,306

Total unrecognized compensation expense related to share options is $0.3 million, net of estimated forfeitures, and will be recognized over a weighted-average remaining vesting period of one year. As of September 26, 2014, the number of options outstanding and exercisable was 18.3 million and 18.2 million, respectively, both at a weighted-average exercise price of $8.06 per share.

10

During the six-month period ended September 26, 2014, the Company granted 6.0 million unvested share bonus awards at an average grant date price of $11.75 per share, under its 2010 Equity Incentive Plan.  Of this amount, approximately 0.9 million represents the target amount of grants made to certain key employees whereby vesting is contingent on certain market conditions.  The number of shares that ultimately will vest range from zero up to a maximum of 1.8 million based on a measurement of the percentile rank of the Company’s total shareholder return over a certain specified period against the Standard and Poor’s (“S&P”) 500 Composite Index and will cliff vest after a period of three years, if such market conditions have been met.  The average grant-date fair value of these awards was estimated to be $15.81 per share and was calculated using a Monte Carlo simulation.

As of September 26, 2014, approximately 19.3 million unvested share bonus awards were outstanding, of which vesting for a targeted amount of 5.0 million is contingent primarily on meeting certain market conditions.  The number of shares that will ultimately be issued can range from zero to 9.7 million based on the achievement levels of the respective conditions.  During the six-month period ended September 26, 2014, 0.3 million shares vested in connection with the remaining number of share bonus awards with market conditions granted in fiscal 2011, and 0.4 million shares vested in connection with half of the share bonus awards with market conditions granted in fiscal 2012.

As of September 26, 2014, total unrecognized compensation expense related to unvested share bonus awards is $107.7 million, net of estimated forfeitures, and will be recognized over a weighted-average remaining vesting period of 2.8 years. Approximately $20.8 million of the total unrecognized compensation cost, net of estimated forfeitures, is related to awards whereby vesting is contingent on meeting certain market conditions.

4.  EARNINGS PER SHARE

The following table reflects the basic weighted-average ordinary shares outstanding and diluted weighted-average ordinary share equivalents used to calculate basic and diluted earnings per share:

	Three-Month Periods Ended				Six-Month Periods Ended
	September 26, 2014		September 27, 2013		September 26, 2014		September 27, 2013
	(In thousands, except per share amounts)
Basic earnings per share:
Net income	$	138,903	$	118,205	$	312,790	$	177,462
Shares used in computation:
Weighted-average ordinary shares outstanding	585,760		610,775		586,497		618,447
Basic earnings per share	$	0.24	$	0.19	$	0.53	$	0.29
Diluted earnings per share:
Net income	$	138,903	$	118,205	$	312,790	$	177,462
Shares used in computation:
Weighted-average ordinary shares outstanding	585,760		610,775		586,497		618,447
Weighted-average ordinary share equivalents from stock options and awards (1) (2)	10,111		12,845		12,089		13,313
Weighted-average ordinary shares and ordinary share equivalents outstanding	595,871		623,620		598,586		631,760
Diluted earnings per share	$	0.23	$	0.19	$	0.52	$	0.28

(1)Options to purchase ordinary shares of 7.0 million and 18.1 million during the three-month periods ended September 26, 2014 and September 27, 2013, respectively, and share bonus awards of 0.8 million and 1.0 million during the three-month periods ended September 26, 2014 and September 27, 2013, respectively, were excluded from the computation of diluted earnings per share due to their anti-dilutive impact on the weighted average ordinary share equivalents.

(2)Options to purchase ordinary shares of 12.1 million and 18.7 million during the six-month periods ended September 26, 2014 and September 27, 2013, respectively, and share bonus awards of 0.4 million and 2.4 million during the six-month periods ended September 26, 2014 and September 27, 2013, respectively, were excluded from the computation of diluted earnings per share due to their anti-dilutive impact on the weighted average ordinary share equivalents.

5.  INTEREST AND OTHER, NET

During the three-month and six-month periods ended September 26, 2014, the Company recognized interest expense of $19.0 million and $37.5 million, respectively, on its debt obligations outstanding during the period.  During the three-month and six-month periods ended September 27, 2013, the Company recognized interest expense of $20.3 million and $40.5 million, respectively.

The weighted average interest rates for the Company’s long-term debt were 3.2% and 3.3% for the six-month periods ended September 26, 2014 and September 27, 2013, respectively.

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During the three-month and six-month periods ended September 26, 2014, the Company recognized interest income of $4.8 million and $10.1 million, respectively.  During the three-month and six-month periods ended September 27, 2013, the Company recognized interest income of $4.0 million and $7.3 million, respectively.

During the three-month and six-month periods ended September 26, 2014, the Company recognized gains on foreign exchange transactions of $6.8 million and $5.4 million, respectively.  During the three-month and six-month periods ended September 27, 2013, the Company recognized gains on foreign exchange transactions of $3.4 million and $8.0 million, respectively.

6.  OTHER CHARGES (INCOME), NET

During the six-month period ended September 26, 2014, an amendment to a customer contract to reimburse a customer for certain performance provisions was executed which included the removal of a $55.0 million contractual obligation recognized during fiscal year 2014. Accordingly, the Company reversed this charge with a corresponding credit to other charges (income), net in the condensed consolidated statement of operations.

Further, during the six-month period ended September 26, 2014, the Company recognized a loss of $11.0 million in connection with the disposition of a manufacturing facility in Western Europe.  The Company received $11.5 million in cash for the sale of $27.2 million in net assets of the facility.  The loss also includes $4.6 million of estimated transaction costs, partially offset by a gain of $9.3 million for the release of cumulative foreign currency translation gains triggered by the disposition.

During the six-month period ended September 27, 2013, the Company recognized a loss of $7.1 million relating to the exercise of a warrant to purchase shares of a certain supplier and sale of the underlying shares for total proceeds of $67.3 million.

7.  FINANCIAL INSTRUMENTS

Foreign Currency Contracts

The Company enters into forward contracts and foreign currency swap contracts to manage the foreign currency risk associated with monetary accounts and anticipated foreign currency denominated transactions.  The Company hedges committed exposures and does not engage in speculative transactions.  As of September 26, 2014, the aggregate notional amount of the Company’s outstanding foreign currency forward and swap contracts was $5.2 billion as summarized below:

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	Foreign Currency Amount		Notional Contract Value in USD
Currency	Buy	Sell	Buy		Sell
	(In thousands)
Cash Flow Hedges
CNY	2,725,000	—	$	444,057	$	—
EUR	15,273	13,728	19,518		18,148
HUF	16,348,000	—	67,389		—
MXN	1,889,800	—	142,206		—
MYR	320,000	—	98,720		—
Other	N/A	N/A	131,629		—
			903,519		18,148
Other Forward/Swap Contracts
BRL	—	326,000	—		136,356
CAD	137,524	134,540	125,173		122,175
CNY	4,955,264	3,077,814	803,676		500,000
EUR	530,989	698,030	680,254		897,235
GBP	31,850	57,585	52,081		94,205
HUF	17,297,300	20,225,600	71,303		83,374
JPY	6,914,690	1,354,020	63,471		12,599
MXN	1,157,840	589,470	87,126		44,357
MYR	239,320	37,342	73,830		11,520
SEK	488,358	717,285	68,157		100,930
Other	N/A	N/A	166,590		120,356
			2,191,661		2,123,107
Total Notional Contract Value in USD			$	3,095,180	$	2,141,255

As of September 26, 2014, the fair value of the Company’s short-term foreign currency contracts was not material and is included in other current assets or other current liabilities, as applicable, in the condensed consolidated balance sheets. Certain of these contracts are designed to economically hedge the Company’s exposure to monetary assets and liabilities denominated in a non-functional currency and are not accounted for as hedges under the accounting standards.  Accordingly, changes in the fair value of these instruments are recognized in earnings during the period of change as a component of interest and other, net in the condensed consolidated statements of operations. As of September 26, 2014 and March 31, 2014, the Company also has included net deferred losses in accumulated other comprehensive loss, a component of shareholders’ equity in the condensed consolidated balance sheets, relating to the effective portion of changes in fair value of its foreign currency contracts that are accounted for as cash flow hedges. These deferred losses were not material as of September 26, 2014, and are expected to be recognized primarily as a component of cost of sales in the condensed consolidated statements of operations primarily over the next twelve-month period. The gains and losses recognized in earnings due to hedge ineffectiveness were not material for all fiscal periods presented and are included as a component of interest and other, net in the condensed consolidated statements of operations.

The following table presents the fair value of the Company’s derivative instruments utilized for foreign currency risk management purposes:

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	Fair Values of Derivative Instruments
	Asset Derivatives					Liability Derivatives
		Fair Value					Fair Value
	Balance Sheet Location	September 26, 2014		March 31, 2014		Balance Sheet Location	September 26, 2014		March 31, 2014
	(In thousands)
Derivatives designated as hedging instruments
Foreign currency contracts	Other current assets	$	6,135	$	3,464	Other current liabilities	$	8,016	$	10,457
Derivatives not designated as hedging instruments
Foreign currency contracts	Other current assets	$	19,816	$	4,722	Other current liabilities	$	10,896	$	6,949

The Company has financial instruments subject to master netting arrangements, which provides for the net settlement of all contracts with a single counterparty.  The Company does not offset fair value amounts for assets and liabilities recognized for derivative instruments under these arrangements, and as such, the asset and liability balances presented in the table above reflect the gross amounts of derivatives in the condensed consolidated balance sheets.  The impact of netting derivative assets and liabilities is not material to the Company’s financial position for any period presented.

8.  ACCUMULATED OTHER COMPREHENSIVE LOSS

The changes in accumulated other comprehensive loss by component, net of tax, are as follows:

	Three-Month Periods Ended
	September 26, 2014									September 27, 2013
	Unrealized gain (loss) on derivative instruments and other			Foreign currency translation adjustments			Total			Unrealized gain (loss) on derivative instruments and other			Foreign currency translation adjustments			Total
	(In thousands)
Beginning balance	$	(22,124	)	$	(97,452	)	$	(119,576	)	$	(28,991	)	$	(76,133	)	$	(105,124	)
Other comprehensive gain (loss) before reclassifications	(2,965		)	(3,099		)	(6,064		)	5,937			(11,988		)	(6,051		)
Net (gains) losses reclassified from accumulated other comprehensive loss	532			(2,584		)	(2,052		)	3,616			—			3,616
Net current-period other comprehensive gain (loss)	(2,433		)	(5,683		)	(8,116		)	9,553			(11,988		)	(2,435		)
Ending balance	$	(24,557	)	$	(103,135	)	$	(127,692	)	$	(19,438	)	$	(88,121	)	$	(107,559	)

	Six-Month Periods Ended
	September 26, 2014									September 27, 2013
	Unrealized gain (loss) on derivative instruments and other			Foreign currency translation adjustments			Total			Unrealized gain (loss) on derivative instruments and other			Foreign currency translation adjustments			Total
	(In thousands)
Beginning balance	$	(32,849	)	$	(93,307	)	$	(126,156	)	$	(18,857	)	$	(58,624	)	$	(77,481	)
Other comprehensive gain (loss) before reclassifications	(1,965		)	2,008			43			(308		)	(29,497		)	(29,805		)
Net (gains) losses reclassified from accumulated other comprehensive loss	10,257			(11,836		)	(1,579		)	(273		)	—			(273		)
Net current-period other comprehensive gain (loss)	8,292			(9,828		)	(1,536		)	(581		)	(29,497		)	(30,078		)
Ending balance	$	(24,557	)	$	(103,135	)	$	(127,692	)	$	(19,438	)	$	(88,121	)	$	(107,559	)

Net losses reclassified from accumulated other comprehensive loss during the six-month period ended September 26, 2014 relating to derivative instruments and other includes $5.8 million attributable to the Company’s cash flow hedge instruments which were recognized as a component of cost of sales in the condensed consolidated statement of operations.

During the six-month period ended September 26, 2014, the Company recognized a loss of $11.0 million in connection with the disposition of a manufacturing facility in Western Europe.  This loss includes the settlement of unrealized losses of $4.2 million on an insignificant defined benefit plan associated with the disposed facility offset by the release of cumulative foreign currency translation gains of $9.3 million, both of which have been reclassified from accumulated other comprehensive loss during the period.  The loss on sale is included in other charges (income), net in the condensed consolidated statement of operations.

Additionally, net gains reclassified from accumulated other comprehensive loss during the six-month period ended September 26, 2014 includes $2.6 million in connection with cumulative translation gains related to the liquidation of a foreign entity, which is included in other charges (income), net in the condensed consolidated statement of operations.

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Substantially all unrealized losses relating to derivative instruments and other, reclassified from accumulated other comprehensive loss for the three-month and six-month periods ended September 27, 2013, was recognized as a component of cost of sales in the condensed consolidated statement of operations, which primarily relate to the Company’s foreign currency contracts accounted for as cash flow hedges.

9.  TRADE RECEIVABLES SECURITIZATION

The Company sells trade receivables under two asset-backed securitization programs and under an accounts receivable factoring program.

Asset-Backed Securitization Programs

The Company continuously sells designated pools of trade receivables under its Global Asset-Backed Securitization Agreement (the “Global Program”) and its North American Asset-Backed Securitization Agreement (the “North American Program,” collectively, the “ABS Programs”) to affiliated special purpose entities, each of which in turn sells 100% of the receivables to unaffiliated financial institutions. These programs allow the operating subsidiaries to receive a cash payment and a deferred purchase price receivable for sold receivables.  Following the transfer of the receivables to the special purpose entities, the transferred receivables are isolated from the Company and its affiliates, and upon the sale of the receivables from the special purpose entities to the unaffiliated financial institutions effective control of the transferred receivables is passed to the unaffiliated financial institutions, which has the right to pledge or sell the receivables. Although the special purpose entities are consolidated by the Company, they are separate corporate entities and their assets are available first to satisfy the claims of their creditors. The investment limits set by the financial institutions are $500.0 million for the Global Program and $225.0 million for the North American Program. Both programs require a minimum level of deferred purchase price receivable to be retained by the Company in connection with the sales.

The Company services, administers and collects the receivables on behalf of the special purpose entities and receives a servicing fee of 0.1% to 0.5% of serviced receivables per annum.  Servicing fees recognized during the three-month and six-month periods ended September 26, 2014 and September 27, 2013 were not material and are included in interest and other, net within the condensed consolidated statements of operations.  As the Company estimates the fee it receives in return for its obligation to service these receivables is at fair value, no servicing assets and liabilities are recognized.

As of September 26, 2014, approximately $1.1 billion of accounts receivable had been sold to the special purpose entities under the ABS Programs for which the Company had received net cash proceeds of $673.6 million and deferred purchase price receivables of approximately $426.1 million.  As of March 31, 2014, approximately $1.2 billion of accounts receivable had been sold to the special purpose entities for which the Company had received net cash proceeds of $729.3 million and deferred purchase price receivables of approximately $470.9 million.  The portion of the purchase price for the receivables which is not paid by the unaffiliated financial institutions in cash is a deferred purchase price receivable, which is paid to the special purpose entity as payments on the receivables are collected from account debtors. The deferred purchase price receivable represents a beneficial interest in the transferred financial assets and is recognized at fair value as part of the sale transaction.  The deferred purchase price receivables are included in other current assets as of September 26, 2014 and March 31, 2014, and were carried at the expected recovery amount of the related receivables.  The difference between the carrying amount of the receivables sold under these programs and the sum of the cash and fair value of the deferred purchase price receivables received at time of transfer is recognized as a loss on sale of the related receivables and recorded in interest and other, net in the condensed consolidated statements of operations and were immaterial for all periods presented.

As of September 26, 2014 and March 31, 2014, the accounts receivable balances that were sold under the ABS Programs were removed from the condensed consolidated balance sheets and the net cash proceeds received by the Company were included as cash provided by operating activities in the condensed consolidated statements of cash flows.

For the six-month periods ended September 26, 2014 and September 27, 2013, cash flows from sales of receivables under the ABS Programs consisted of approximately $2.1 billion and $1.9 billion for transfers of receivables, respectively (of which approximately $76.5 million and $182.7 million, respectively, represented new transfers and the remainder proceeds from collections reinvested in revolving-period transfers).

The following table summarizes the activity in the deferred purchase price receivables account:

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	Three-Month Periods Ended						Six-Month Periods Ended
	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(In thousands)
Beginning balance	$	463,124		$	420,887		$	470,908		$	412,357
Transfers of receivables	720,921			983,623			1,499,781			1,866,540
Collections	(757,988		)	(846,199		)	(1,544,632		)	(1,720,586		)
Ending balance	$	426,057		$	558,311		$	426,057		$	558,311

Trade Accounts Receivable Sale Programs

The Company also sold accounts receivables to certain third-party banking institutions. The outstanding balance of receivables sold and not yet collected was approximately $571.5 million and $341.8 million as of September 26, 2014 and March 31, 2014, respectively. For the six-month periods ended September 26, 2014 and September 27, 2013, total accounts receivable sold to certain third party banking institutions was approximately $2.3 billion and $1.2 billion, respectively.  The receivables that were sold were removed from the condensed consolidated balance sheets and the cash received is reflected as cash provided by operating activities in the condensed consolidated statements of cash flows.

10.  FAIR VALUE MEASUREMENT OF ASSETS AND LIABILITIES

Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact, and it considers assumptions that market participants would use when pricing the asset or liability. The accounting guidance for fair value establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is as follows:

Level 1 - Applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

The Company has deferred compensation plans for its officers and certain other employees.  Amounts deferred under the plans are invested in hypothetical investments selected by the participant or the participant’s investment manager.  The Company’s deferred compensation plan assets are for the most part included in other noncurrent assets on the condensed consolidated balance sheets and primarily include investments in equity securities that are valued using active market prices.

Level 2 - Applies to assets or liabilities for which there are inputs other than quoted prices included within level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets) such as cash and cash equivalents and money market funds; or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

The Company values foreign exchange forward contracts using level 2 observable inputs which primarily consist of an income approach based on the present value of the forward rate less the contract rate multiplied by the notional amount.

The Company’s cash equivalents are comprised of bank deposits and money market funds, which are valued using level 2 inputs, such as interest rates and maturity periods. Due to their short-term nature, their carrying amount approximates fair value.

The Company’s deferred compensation plan assets also include money market funds, mutual funds, corporate and government bonds and certain convertible securities that are valued using prices obtained from various pricing sources.  These sources price these investments using certain market indices and the performance of these investments in relation to these indices.  As a result, the Company has classified these investments as level 2 in the fair value hierarchy.

Level 3 - Applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

The Company has accrued for certain contingent consideration in connection with its business acquisitions, which is measured at fair value based on internal cash flow models and other inputs. The following table summarizes the activities related to contingent consideration:

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	Three-Month Periods Ended					Six-Month Periods Ended
	September 26, 2014		September 27, 2013			September 26, 2014		September 27, 2013
	(In thousands)
Beginning balance	$	11,300	$	19,000		$	11,300	$	25,000
Additions to accrual	4,500		—			4,500		—
Fair value adjustments	—		(3,000		)	—		(9,000		)
Ending balance	$	15,800	$	16,000		$	15,800	$	16,000

The Company values deferred purchase price receivables relating to its asset-backed securitization program based on a discounted cash flow analysis using unobservable inputs (i.e., level 3 inputs), which are primarily risk free interest rates adjusted for the credit quality of the underlying creditor.  Due to its high credit quality and short term maturity the fair value approximates carrying value.  Significant increases in either of the major unobservable inputs (credit spread, risk free interest rate) in isolation would result in lower fair value estimates, however the impact is not meaningful.  The interrelationship between these inputs is also insignificant.  Refer to note 9 to the condensed consolidated financial statements for a reconciliation of the change in the deferred purchase price receivable during the three-month and six-month periods ended September 26, 2014 and September 27, 2013.

There were no transfers between levels in the fair value hierarchy during the three-month and six-month periods ended September 26, 2014 and September 27, 2013.

Financial Instruments Measured at Fair Value on a Recurring Basis

The following table presents the Company’s assets and liabilities measured at fair value on a recurring basis:

	Fair Value Measurements as of September 26, 2014
	Level 1		Level 2			Level 3			Total
	(In thousands)
Assets:
Money market funds and time deposits (included in cash and cash equivalents of the condensed consolidated balance sheet)	$	—	$	528,169		$	—		$	528,169
Deferred purchase price receivable (Note 9)	—		—			426,057			426,057
Foreign exchange forward contracts (Note 7)	—		25,951			—			25,951
Deferred compensation plan assets:
Mutual funds, money market accounts and equity securities	9,216		37,245			—			46,461
Liabilities:
Foreign exchange forward contracts (Note 7)	$	—	$	(18,912	)	$	—		$	(18,912	)
Contingent consideration in connection with business acquisitions	—		—			(15,800		)	(15,800		)

	Fair Value Measurements as of March 31, 2014
	Level 1		Level 2			Level 3			Total
	(In thousands)
Assets:
Money market funds and time deposits (included in cash and cash equivalents of the condensed consolidated balance sheet)	$	—	$	552,928		$	—		$	552,928
Deferred purchase price receivable (Note 9)	—		—			470,908			470,908
Foreign exchange forward contracts (Note 7)	—		8,186			—			8,186
Deferred compensation plan assets:
Mutual funds, money market accounts and equity securities	9,456		36,751			—			46,207
Liabilities:
Foreign exchange forward contracts (Note 7)	$	—	$	(17,406	)	$	—		$	(17,406	)
Contingent consideration in connection with business acquisitions	—		—			(11,300		)	(11,300		)

Assets Measured at Fair Value on a Nonrecurring Basis

Assets held for sale are recorded at the lesser of the carrying value or fair value, which is based on comparable sales from prevailing market data (level 2 inputs).  As of September 26, 2014 and March 31, 2014, the fair value of assets that were no longer in use and held for sale totaled approximately $3.6 million and $43.5 million, respectively. These assets primarily represent manufacturing facilities that have been closed as part of the Company’s historical facility consolidations and that met the criteria to be classified as held for sale. During the six-month period ended September 26, 2014, the Company sold $39.9 million of assets held for sale.

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There were no transfers between levels in the fair value hierarchy for assets held-for-sale during the three-month and six-month periods ended September 26, 2014 and September 27, 2013.

Other financial instruments

The following table presents the Company’s debt not carried at fair value:

	As of September 26, 2014				As of March 31, 2014
	Carrying		Fair		Carrying		Fair		Fair Value
	Amount		Value		Amount		Value		Hierarchy
	(In thousands)
Term Loan, including current portion, due in installments through August 2018	$	600,000	$	585,750	$	600,000	$	591,750	Level 1
Term Loan, including current portion, due in installments through March 2019	493,750		484,803		500,000		497,190		Level 1
4.625% Notes due February 2020	500,000		502,510		500,000		504,688		Level 1
5.000% Notes due February 2023	500,000		505,000		500,000		517,650		Level 1
Total	$	2,093,750	$	2,078,063	$	2,100,000	$	2,111,278

The term loans and Notes due February 2020 and February 2023 are valued based on broker trading prices in active markets.

11.  RESTRUCTURING CHARGES

The Company completed certain restructuring activities during fiscal year 2014 that were intended to improve its operational efficiencies by reducing excess workforce and capacity and realign the corporate cost structure. Restructuring charges are recorded based upon employee termination dates, site closure and consolidation plans.

During the six-month period ended September 27, 2013, the Company recognized restructuring charges of approximately $40.8 million, of which $35.1 million were recorded as a component of cost of sales and $5.6 million were recorded as a component of selling, general and administrative expenses.  Of the total restructuring charges, $32.2 million was associated with the terminations of 5,106 identified employees. The identified employee terminations by reportable geographic region amounted to approximately 3,947 in Asia, 1,105 in the Americas and 54 in Europe. The costs associated with these restructuring activities include employee severance, other personnel costs, non-cash impairment charges on equipment no longer in use and to be disposed of, and other exit related costs due to facility closures or rationalizations.  Of the total restructuring charges, $1.9 million were non-cash charges related to the impairment of long-lived assets, and were classified as a component of cost of sales.

The components of the restructuring charges by geographic region incurred during the six-month period ended September 27, 2013 were as follows:

	Americas		Asia		Europe		Total
	(In thousands)
Severance	$	11,331	$	16,205	$	4,631	$	32,167
Long-lived asset impairment	—		1,900		—		1,900
Other exit costs	2,248		3,157		1,288		6,693
Total restructuring charges	$	13,579	$	21,262	$	5,919	$	40,760

The majority of severance costs were classified as a component of cost of sales.

During the six-month period ended September 27, 2013, the Company recognized approximately $6.7 million of other exit costs, which was primarily comprised of $3.8 million related to personnel costs and $2.9 million of contractual obligations that resulted from facility closures. The majority of these costs were classified as a component of cost of sales.

During the six-month period ended September 26, 2014, the Company paid approximately $25.0 million for restructuring charges.  Total restructuring charges accrued as of September 26, 2014 were approximately $17.4 million, of which the majority was classified as a short-term obligation.

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12. BUSINESS AND ASSETS ACQUISITIONS

During the three-month period ended September 26, 2014, the Company completed two acquisitions that were not individually, nor in the aggregate, significant to the consolidated financial position, results of operations and cash flows of the Company.  Both of the acquired businesses expanded the Company’s capabilities in the medical devices market, particularly precision plastics.  The total consideration was paid in cash and amounted to $31.4 million net of $5.6 million of cash held by the acquirees.  The Company recorded goodwill of $21.7 million in connection with these acquisitions.  The results of operations were included in the Company’s consolidated financial results beginning on the date of these acquisitions. Pro-forma results of operations for these acquisitions have not been presented because the effects of the acquisitions were immaterial to the Company’s 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 business combinations completed during the recent periods. 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 acquisition.  Changes to amounts recorded as assets and liabilities may result in a corresponding adjustment to goodwill during the respective measurement periods.

13.  COMMITMENTS AND CONTINGENCIES

Litigation and other legal matters

On December 11, 2013, Xilinx, Inc. (plaintiff) filed a lawsuit in Santa Clara County, California, Superior Court against Flextronics International, Ltd.; Flextronics International USA, Inc.; and Flextronics Corporation (Case No. 113CV257431).  The complaint asserts various claims, including fraud, negligent misrepresentation, breach of contract, and unfair competition, based on specific alleged incidents concerning our purchases and sales of Xilinx products.  The plaintiff seeks an unspecified amount of compensatory, statutory, punitive, and other forms of damages, injunctive relief, and attorneys’ fees and costs.  The plaintiff also seeks a jury trial.  On June 25, 2014, we filed motions for Demurrer and to Strike asking the court to dismiss the claims against us.  The court has scheduled a hearing on the motions for December 19, 2014.  Although the outcome of this matter is currently not determinable, management expects that any losses that are probable or reasonably possible of being incurred as a result of this matter, which are in excess of amounts already accrued in the Company’s condensed consolidated balance sheets, would not be material to the financial statements.

During the six-month period ended September 26, 2014, one of our non-operating Brazilian subsidiaries received an assessment of approximately $100 million related to income and social contribution taxes, interest and penalties.  The Company believes there is no legal basis for the assessment and expects that any losses are remote.  The Company plans to vigorously defend itself through the administrative and judicial processes.

In addition, from time to time, the Company is subject to legal proceedings, claims, and litigation arising in the ordinary course of business. The Company defends itself vigorously against any such claims. Although the outcome of these matters is currently not determinable, management expects that any losses that are probable or reasonably possible of being incurred as a result of these matters, which are in excess of amounts already accrued in the Company’s condensed consolidated balance sheets would not be material to the financial statements as a whole.

14.  SHARE REPURCHASES

During the three-month and six-month periods ended September 26, 2014 the Company repurchased 9.3 million shares at an aggregate purchase price of $101.3 million and 19.8 million shares at an aggregate purchase price of $203.4 million, respectively, and retired all of these shares.

Under the Company’s current share repurchase program, the Board of Directors authorized repurchases of its outstanding ordinary shares for up to $500 million in accordance with the share repurchase mandate approved by the Company’s shareholders at the date of the most recent Extraordinary General Meeting held on August 28, 2014. As of September 26, 2014, shares in the aggregate amount of $456.7 million were available to be repurchased under the current plan.

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15.  SUPPLEMENTAL GUARANTOR AND NON-GUARANTOR CONDENSED CONSOLIDATING FINANCIAL STATEMENTS

Flextronics International Ltd. (“Parent”) has two tranches of Notes of $500 million each outstanding, which mature on February 15, 2020 and February 15, 2023, 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 September 26, 2014

	Parent		Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(in thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	470,139	$	321,665		$	722,548	$	—		$	1,514,352
Accounts receivable	—		1,189,969			1,336,911		—			2,526,880
Inventories	—		1,653,596			1,973,044		—			3,626,640
Inter company receivable	10,094,013		8,128,810			10,142,505		(28,365,328		)	—
Other current assets	6,577		202,559			1,002,052		—			1,211,188
Total current assets	10,570,729		11,496,599			15,177,060		(28,365,328		)	8,879,060
Property and equipment, net	—		504,883			1,689,083		—			2,193,966
Goodwill and other intangible assets, net	625		47,428			365,184		—			413,237
Other assets	2,495,053		108,349			2,196,815		(4,366,607		)	433,610
Investment in subsidiaries	930,357		1,372,617			16,077,482		(18,380,456		)	—
Total assets	$	13,996,764	$	13,529,876		$	35,505,624	$	(51,112,391	)	$	11,919,873
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Bank borrowings and current portion of long-term debt	$	40,000	$	35		$	5,544	$	—		$	45,579
Accounts payable	—		1,657,866			3,035,660		—			4,693,526
Accrued payroll	—		117,170			264,096		—			381,266
Inter company payable	9,532,897		11,370,249			7,462,182		(28,365,328		)	—
Other current liabilities	26,609		825,056			1,084,239		—			1,935,904
Total current liabilities	9,599,506		13,970,376			11,851,721		(28,365,328		)	7,056,275
Long term liabilities	2,092,704		2,091,422			2,703,225		(4,366,607		)	2,520,744
Flextronics International Ltd. shareholders’ equity	2,304,554		(2,531,922		)	20,912,378		(18,380,456		)	2,304,554
Noncontrolling interests	—		—			38,300		—			38,300
Total shareholders’ equity	2,304,554		(2,531,922		)	20,950,678		(18,380,456		)	2,342,854
Total liabilities and shareholders’ equity	$	13,996,764	$	13,529,876		$	35,505,624	$	(51,112,391	)	$	11,919,873

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Condensed Consolidating Balance Sheets as of March 31, 2014

	Parent		Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(in thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	638,714	$	210,462		$	744,552	$	—		$	1,593,728
Accounts receivable	—		1,203,600			1,494,385		—			2,697,985
Inventories	—		1,701,872			1,897,136		—			3,599,008
Inter company receivable	8,867,520		6,963,002			9,528,158		(25,358,680		)	—
Other current assets	246		383,590			1,125,769		—			1,509,605
Total current assets	9,506,480		10,462,526			14,790,000		(25,358,680		)	9,400,326
Property and equipment, net	—		490,166			1,798,490		—			2,288,656
Goodwill and other intangible assets, net	775		46,916			329,527		—			377,218
Other assets	2,585,169		120,739			4,692,156		(6,964,114		)	433,950
Investment in subsidiaries	3,350,690		822,528			15,965,981		(20,139,199		)	—
Total assets	$	15,443,114	$	11,942,875		$	37,576,154	$	(52,461,993	)	$	12,500,150
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Bank borrowings and current portion of long-term debt	$	32,500	$	60		$	15	$	—		$	32,575
Accounts payable	—		1,614,384			3,133,395		—			4,747,779
Accrued payroll	—		106,046			248,843		—			354,889
Inter company payable	8,607,486		10,126,691			6,624,503		(25,358,680		)	—
Other current liabilities	24,868		756,767			1,739,809		—			2,521,444
Total current liabilities	8,664,854		12,603,948			11,746,565		(25,358,680		)	7,656,687
Long term liabilities	4,615,210		2,140,985			2,849,703		(6,964,114		)	2,641,784
Flextronics International Ltd. shareholders’ equity	2,163,050		(2,802,058		)	22,941,257		(20,139,199		)	2,163,050
Noncontrolling interest	—		—			38,629		—			38,629
Total shareholders’ equity	2,163,050		(2,802,058		)	22,979,886		(20,139,199		)	2,201,679
Total liabilities and shareholders’ equity	$	15,443,114	$	11,942,875		$	37,576,154	$	(52,461,993	)	$	12,500,150

Condensed Consolidating Statements of Operations for the Three-Month Period Ended September 26, 2014

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net sales	$	—		$	4,456,995		$	5,219,767		$	(3,148,245	)	$	6,528,517
Cost of sales	—			4,139,945			5,159,736			(3,148,245		)	6,151,436
Gross profit	—			317,050			60,031			—			377,081
Selling, general and administrative expenses	—			57,525			147,065			—			204,590
Intangible amortization	75			605			7,552			—			8,232
Interest and other, net	(68,309		)	277,193			(198,962		)	—			9,922
Income (loss) from continuing operations before income taxes	68,234			(18,273		)	104,376			—			154,337
Provision for income taxes	—			8,142			7,292			—			15,434
Equity in earnings in subsidiaries	70,669			(49,086		)	50,147			(71,730		)	—
Net income (loss)	$	138,903		$	(75,501	)	$	147,231		$	(71,730	)	$	138,903

Condensed Consolidating Statements of Operations for the Three-Month Period Ended September 27, 2013

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net sales	$	—		$	4,325,352		$	5,239,450		$	(3,154,696	)	$	6,410,106
Cost of sales	—			3,965,291			5,231,088			(3,154,696		)	6,041,683
Gross profit	—			360,061			8,362			—			368,423
Selling, general and administrative expenses	—			57,999			160,501			—			218,500
Intangible amortization	75			955			6,688			—			7,718
Interest and other, net	(163,869		)	284,155			(106,685		)	—			13,601
Income (loss) from continuing operations before income taxes	163,794			16,952			(52,142		)	—			128,604
Provision for income taxes	—			2,188			8,211			—			10,399
Equity in earnings in subsidiaries	(45,589		)	(85,198		)	41,901			88,886			—
Net income (loss)	$	118,205		$	(70,434	)	$	(18,452	)	$	88,886		$	118,205

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Condensed Consolidating Statements of Operations for the Six-Month Period Ended September 26, 2014

	Parent			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net sales	$	—		$	8,968,224	$	10,025,449		$	(5,822,411	)	$	13,171,262
Cost of sales	—			8,298,137		9,937,670			(5,822,411		)	12,413,396
Gross profit	—			670,087		87,779			—			757,866
Selling, general and administrative expenses	—			112,019		301,848			—			413,867
Intangible amortization	150			1,229		13,804			—			15,183
Interest and other, net	(51,777		)	536,944		(500,617		)	—			(15,450		)
Income from continuing operations before income taxes	51,627			19,895		272,744			—			344,266
Provision for income taxes	—			14,790		16,686			—			31,476
Equity in earnings in subsidiaries	261,163			12,774		86,579			(360,516		)	—
Net income (loss)	$	312,790		$	17,879	$	342,637		$	(360,516	)	$	312,790

Condensed Consolidating Statements of Operations for the Six-Month Period Ended September 27, 2013

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net sales	$	—		$	8,066,344		$	9,582,043		$	(5,447,156	)	$	12,201,231
Cost of sales	—			7,360,905			9,608,024			(5,447,156		)	11,521,773
Gross profit (loss)	—			705,439			(25,981		)	—			679,458
Selling, general and administrative expenses	800			118,448			322,871			—			442,119
Intangible amortization	150			2,036			13,734			—			15,920
Interest and other, net	(213,203		)	550,750			(304,262		)	—			33,285
Income (loss) from continuing operations before income taxes	212,253			34,205			(58,324		)	—			188,134
Provision for income taxes	10			6,582			4,080			—			10,672
Equity in earnings in subsidiaries	(34,781		)	(95,847		)	34,748			95,880			—
Net income (loss)	$	177,462		$	(68,224	)	$	(27,656	)	$	95,880		$	177,462

Condensed Consolidating Statements of Comprehensive Income (Loss) for the Three-Month Period Ended September 26, 2014

	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net income (loss)	$	138,903		$	(75,501	)	$	147,231		$	(71,730	)	$	138,903
Other comprehensive income (loss):
Foreign currency translation adjustments, net of zero tax	(5,683		)	75,966			65,611			(141,577		)	(5,683		)
Unrealized gain (loss) on derivative instruments and other, net of zero tax	(2,433		)	(2,058		)	(2,433		)	4,491			(2,433		)
Comprehensive income (loss)	$	130,787		$	(1,593	)	$	210,409		$	(208,816	)	$	130,787

Condensed Consolidating Statements of Comprehensive Income (Loss) for the Three-Month Period Ended September 27, 2013

	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net income (loss)	$	118,205		$	(70,434	)	$	(18,452	)	$	88,886		$	118,205
Other comprehensive income (loss):
Foreign currency translation adjustments, net of zero tax	(11,988		)	(38,084		)	(39,132		)	77,216			(11,988		)
Unrealized gain (loss) on derivative instruments and other, net of zero tax	9,553			4,668			9,553			(14,221		)	9,553
Comprehensive income (loss)	$	115,770		$	(103,850	)	$	(48,031	)	$	151,881		$	115,770

Condensed Consolidating Statements of Comprehensive Income (Loss) for the Six-Month Period Ended September 26, 2014

	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries		Eliminations			Consolidated
	(in thousands)
Net income (loss)	$	312,790		$	17,879		$	342,637	$	(360,516	)	$	312,790
Other comprehensive income (loss):
Foreign currency translation adjustments, net of zero tax	(9,828		)	91,618			71,337		(162,955		)	(9,828		)
Unrealized gain (loss) on derivative instruments and other, net of zero tax	8,292			(228		)	8,292		(8,064		)	8,292
Comprehensive income (loss)	$	311,254		$	109,269		$	422,266	$	(531,535	)	$	311,254

Condensed Consolidating Statements of Comprehensive Income (Loss) for the Six-Month Period Ended September 27, 2013

	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net income (loss)	$	177,462		$	(68,224	)	$	(27,656	)	$	95,880		$	177,462
Other comprehensive income (loss):
Foreign currency translation adjustments, net of zero tax	(29,497		)	(64,165		)	(66,413		)	130,578			(29,497		)
Unrealized gain (loss) on derivative instruments and other, net of zero tax	(581		)	3,424			(582		)	(2,842		)	(581		)
Comprehensive income (loss)	$	147,384		$	(128,965	)	$	(94,651	)	$	223,616		$	147,384

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Condensed Consolidating Statements of Cash Flows for the Six-Month Period Ended September 26, 2014

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net cash provided by operating activities	$	24,949		$	217,745		$	63,551		$	—		306,245
Cash flows from investing activities:
Purchases of property and equipment, net of proceeds from disposal	—			(73,455		)	(64,929		)	(11		)	(138,395		)
Acquisition of businesses, net of cash acquired	—			—			(32,589		)	—			(32,589		)
Proceeds from divesture of business, net of cash held in divested business	—			—			(5,493		)	—			(5,493		)
Investing cash flows from (to) affiliates	(833,951		)	(1,064,718		)	351,146			1,547,523			—
Other investing activities, net	—			(6,134		)	(22,721		)	—			(28,855		)
Net cash provided by (used in) investing activities	(833,951		)	(1,144,307		)	225,414			1,547,512			(205,332		)
Cash flows from financing activities:
Proceeds from bank borrowings and long-term debt	—			—			11,387			—			11,387
Repayments of bank borrowings, long-term debt and capital lease obligations	(6,250		)	(888		)	(2,047		)	—			(9,185		)
Payments for repurchases of ordinary shares	(206,771		)	—			—			—			(206,771		)
Net proceeds from issuance of ordinary shares	11,412			—			—			—			11,412
Financing cash flows from (to) affiliates	925,410			1,039,792			(417,690		)	(1,547,512		)	—
Other financing activities, net	—			—			3,382			—			3,382
Net cash provided by (used in) financing activities	723,801			1,038,904			(404,968		)	(1,547,512		)	(189,775		)
Effect of exchange rates on cash and cash equivalents	(83,374		)	(1,139		)	93,999			—			9,486
Net increase (decrease) in cash and cash equivalents	(168,575		)	111,203			(22,004		)	—			(79,376		)
Cash and cash equivalents, beginning of period	638,714			210,462			744,552			—			1,593,728
Cash and cash equivalents, end of period	$	470,139		$	321,665		$	722,548		$	—		$	1,514,352

Condensed Consolidating Statements of Cash Flows for the Six-Month Period Ended September 27, 2013

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net cash provided by (used in) operating activities	$	199,101		$	(729,765	)	$	884,283		$	139		$	353,758
Cash flows from investing activities:
Purchases of property and equipment, net of proceeds from disposal	—			(175,791		)	(135,190		)	—			(310,981		)
Acquisition of businesses, net of cash acquired	—			(61,587		)	(125,956		)	—			(187,543		)
Proceeds from divestiture of business, net of cash held in divested business	—			—			1,000			—			1,000
Investing cash flows from (to) affiliates	(345,190		)	110,985			(2,108,241		)	2,342,446			—
Other investing activities, net	—			1,165			6,271			—			7,436
Net cash provided by (used in) investing activities	(345,190		)	(125,228		)	(2,362,116		)	2,342,446			(490,088		)
Cash flows from financing activities:
Proceeds from bank borrowings and long-term debt	933,000			278			169			—			933,447
Repayments of bank borrowings, long-term debt and capital lease obligations	(403,821		)	(979		)	(1		)	—			(404,801		)
Payments for early retirement of long-term debt	(503,422		)	(41,418		)	—			—			(544,840		)
Payments for repurchases of ordinary shares	(324,594		)	—			—			—			(324,594		)
Net proceeds from issuance of ordinary shares	19,637			—			—			—			19,637
Financing cash flows from (to) affiliates	(90,262		)	823,930			1,608,917			(2,342,585		)	—
Other financing activities, net	—			—			14,743			—			14,743
Net cash provided by (used in) financing activities	(369,462		)	781,811			1,623,828			(2,342,585		)	(306,408		)
Effect of exchange rates on cash and cash equivalents	38,541			1,502			(57,326		)	—			(17,283		)
Net decrease (increase) in cash and cash equivalents	(477,010		)	(71,680		)	88,669			—			(460,021		)
Cash and cash equivalents, beginning of period	740,515			226,372			620,200			—			1,587,087
Cash and cash equivalents, end of period	$	263,505		$	154,692		$	708,869		$	—		$	1,127,066

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Unless otherwise specifically stated, references in this report to “Flextronics,” “the Company,” “we,” “us,” “our” and similar terms mean Flextronics International Ltd. and its subsidiaries.

This report on Form 10-Q contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. The words “expects,” “anticipates,” “believes,” “intends,” “plans” and similar expressions identify forward-looking statements. In addition, any statements which refer to expectations, projections or other characterizations of future events or circumstances are forward-looking statements. We undertake no obligation to publicly disclose any revisions to these forward-looking statements to reflect events or circumstances occurring subsequent to filing this Form 10-Q with the Securities and Exchange Commission. These forward-looking statements are subject to risks and uncertainties, including, without limitation, those risks and uncertainties discussed in this section, as well as any risks and uncertainties discussed in Part II, Item 1A, “Risk Factors” of this report on Form 10-Q, and in Part I, Item 1A, “Risk Factors” and in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended March 31, 2014. In addition, new risks emerge from time to time and it is not possible for management to predict all such risk factors or to assess the impact of such risk factors on our business. Accordingly, our future results may differ materially from historical results or from those discussed or implied by these forward-looking statements. Given these risks and uncertainties, the reader should not place undue reliance on these forward-looking statements.

OVERVIEW

We are a globally-recognized leading provider of supply chain solutions that span from concept through consumption. We design, build, ship and service complete packaged electronic products for original equipment manufacturers (“OEMs”) in the following business groups: High Reliability Solutions (“HRS”), which is comprised of our medical, automotive, and defense and aerospace businesses; Consumer Technology Group (“CTG”), which includes our mobile devices business, including smart phones; our consumer electronics business, including game consoles and wearable electronics; and our high-volume computing business, including various supply chain solutions for notebook personal computing (“PC”), tablets, and printers; Industrial and Emerging Industries (“IEI”), which is comprised of our household appliances, semi-cap equipment, kiosks, energy and emerging industries businesses; and Integrated Network Solutions (“INS”), which includes our telecommunications infrastructure, data networking, connected home, and server and storage businesses.

Our strategy is to provide customers with a full range of cost competitive, vertically integrated global supply chain solutions through which we can design, build, ship and service a complete packaged product for our OEM customers. This enables our OEM customers to leverage our supply chain solutions to meet their product requirements throughout the entire product life cycle.

Over the past few years, we have seen an increased level of diversification by many companies, primarily in the technology sector. Some companies that have historically identified themselves as software providers, internet service providers or e-commerce retailers have started to enter the highly competitive and rapidly evolving technology hardware markets, such as mobile devices, home entertainment and wearable devices. This trend has resulted in a significant change in the manufacturing and supply chain solutions requirements of such companies. While the products have become more complex, the supply chain solutions required by such companies have become more customized and demanding, and it has changed the manufacturing and supply chain landscape significantly.

We use a portfolio management approach to manage our extensive service offerings. As our OEM customers change the way they go to market, we are able to reorganize and rebalance our business portfolio in order to align with our customers’ needs and requirements in an effort to optimize operating results. The objective of our business model is to allow us to be flexible and redeploy and reposition our assets and resources as necessary to meet specific customer’s supply chain solutions across all of the markets we serve and earn a return on our invested capital above the weighted average cost of that capital.

During fiscal year 2014, we launched multiple programs broadly across our portfolio of services and, in some instances, we deployed certain new technologies.  We expect that these new programs will continue to increase in complexity in order to provide competitive advantages to our customers.  We anticipate these programs will continue ramping with an increase in volume production during fiscal year 2015 and beyond.  Until we achieve such higher levels of revenue, we expect that our gross margin and operating margin may be negatively impacted as profitability normally lags revenue growth due to incremental start-up costs, operational inefficiencies, under-absorbed overhead costs and lower manufacturing program volumes while in the ramp phase.  We expect that our margins for these programs will improve over time as the revenue increases due to increased volumes and certain cost control measures.

24

We are one of the world’s largest providers of global supply chain solutions, with revenues of $13.2 billion for the six-month period ended September 26, 2014 and $26.1 billion in fiscal year 2014.  We have established an extensive network of manufacturing facilities in the world’s major electronics markets (Asia, the Americas and Europe) in order to serve the growing outsourcing needs of both multinational and regional OEMs. We design, build, ship and service electronics products for our customers through a network of facilities in approximately 30 countries across four continents.  As of September 26, 2014, our total manufacturing capacity was approximately 25.0 million square feet.  The following tables set forth the relative percentages and dollar amounts of net sales and net property and equipment, by country, based on the location of our manufacturing sites:

	Three-Month Periods Ended								Six-Month Periods Ended
Net sales:	September 26, 2014				September 27, 2013				September 26, 2014				September 27, 2013
	(In thousands)								(In thousands)
China	$	2,476,736	38	%	$	2,513,539	39	%	$	5,026,967	38	%	$	4,648,581	38	%
Mexico	876,339		13	%	899,752		14	%	1,725,937		13	%	1,777,225		15	%
U.S	689,737		11	%	706,346		11	%	1,444,457		11	%	1,347,132		11	%
Malaysia	560,849		9	%	562,071		9	%	1,101,961		8	%	1,097,690		9	%
Brazil	545,384		8	%	388,956		6	%	1,142,031		9	%	719,550		6	%
Other	1,379,472		21	%	1,339,442		21	%	2,729,909		21	%	2,611,053		21	%
	$	6,528,517			$	6,410,106			$	13,171,262			$	12,201,231

	As of				As of
Property and equipment, net:	September 26, 2014				March 31, 2014
	(In thousands)
China	$	835,028	38	%	$	941,850	41	%
U.S	360,479		16	%	362,199		16	%
Mexico	290,525		13	%	326,287		14	%
Malaysia	156,803		7	%	153,194		7	%
Brazil	98,502		4	%	88,867		4	%
Other	452,629		22	%	416,259		18	%
	$	2,193,966			$	2,288,656

We believe that the combination of our extensive open innovation platform solutions, design and engineering services, advanced supply chain management solutions and services, significant scale and global presence, and industrial campuses in low-cost geographic areas provide us with a competitive advantage and strong differentiation in the market for designing, manufacturing and servicing electronics products for leading multinational and regional OEMs. Specifically, we have launched multiple product innovation centers (“PIC”) focused exclusively on offering our OEM customers the ability to simplify their global product development, manufacturing process, and after sales services, and enable them to meaningfully accelerate their time to market and cost savings.

Our operating results are affected by a number of factors, including the following:

·changes in the macro-economic environment and related changes in consumer demand;

·the mix of the manufacturing services we are providing, the number and size of new manufacturing programs, the degree to which we utilize our manufacturing capacity, seasonal demand, shortages of components and other factors;

·the effects on our business when our customers are not successful in marketing their products, or when their products do not gain widespread commercial acceptance;

·our ability to achieve commercially viable production yields and to manufacture components in commercial quantities to the performance specifications demanded by our OEM customers;

·the effects on our business due to our customers’ products having short product life cycles;

·our customers’ ability to cancel or delay orders or change production quantities;

·our customers’ decision to choose internal manufacturing instead of outsourcing for their product requirements;

·our exposure to financially troubled customers;

·integration of acquired businesses and facilities;

·increased labor costs due to adverse labor conditions in the markets we operate; and

25

·changes in tax legislation.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP” or “GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results may differ from those estimates and assumptions.

Refer to the accounting policies under Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the fiscal year ended March 31, 2014, where we discuss our more significant judgments and estimates used in the preparation of the condensed consolidated financial statements.

RESULTS OF OPERATIONS

The following table sets forth, for the periods indicated, certain statements of operations data expressed as a percentage of net sales. The financial information and the discussion below should be read in conjunction with the condensed consolidated financial statements and notes thereto included in this document. In addition, reference should be made to our audited consolidated financial statements and notes thereto and related Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our 2014 Annual Report on Form 10-K.

	Three-Month Periods Ended				Six-Month Periods Ended
	September 26, 2014		September 27, 2013		September 26, 2014		September 27, 2013
Net sales	100.0	%	100.0	%	100.0	%	100.0	%
Cost of sales	94.2		94.3		94.2		94.4
Gross profit	5.8		5.7		5.8		5.6
Selling, general and administrative expenses	3.1		3.4		3.1		3.6
Intangible amortization	0.1		0.1		0.1		0.1
Interest and other, net	0.2		0.2		0.2		0.2
Other charges (income), net	—		—		(0.3	)	0.1
Income before income taxes	2.4		2.0		2.7		1.6
Provision for income taxes	0.2		0.2		0.2		0.1
Net income	2.2	%	1.8	%	2.5	%	1.5	%

Net sales

The following table sets forth our net sales by business group and their relative percentages. Historical information has been recast to reflect realignment of customers and/or products between business groups to ensure comparability:

	Three-Month Periods Ended								Six-Month Periods Ended
Business groups:	September 26, 2014				September 27, 2013				September 26, 2014				September 27, 2013
	(In thousands)								(In thousands)
Integrated Network Solutions	$	2,408,899	37	%	$	2,587,528	40	%	$	4,911,394	37	%	$	5,119,673	42	%
Consumer Technology Group	2,141,444		33	%	2,097,495		33	%	4,301,577		33	%	3,643,978		30	%
Industrial & Emerging Industries	1,103,040		17	%	939,979		15	%	2,237,219		17	%	1,846,206		15	%
High Reliability Solutions	875,134		13	%	785,104		12	%	1,721,072		13	%	1,591,374		13	%
	$	6,528,517			$	6,410,106			$	13,171,262			$	12,201,231

Net sales during the three-month and six-month periods ended September 26, 2014 totaled $6.5 billion and $13.2 billion, respectively.  Sales increased by approximately $0.1 billion, or 2%, and $1.0 billion, or 8% from $6.4 billion and $12.2 billion during the three-month and six-month periods ended September 27, 2013, respectively.  Revenue increased across all of our business groups, except for INS, which experienced a marginal decrease.

The increase in revenue from our IEI business group is primarily attributable to a broad increase across product categories, most notably in our energy business and in our household appliances businesses. The increased revenue from our HRS business group is primarily due to higher sales to our automotive customers as a result of an increased use of electronics throughout vehicles in areas such as in-car connectivity, LED lighting, and power management.  The increased revenue from our CTG business group is primarily as a result of our acquisition of certain manufacturing operations from Google’s Motorola Mobility LLC (Motorola) during the first quarter of fiscal 2014 and the business ramping up during the mid to latter part of fiscal 2014. These increases were offset by a

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decrease in revenue in our INS business group amounting to $0.2 billion for both the three-month and six-month periods ended September 26, 2014 primarily attributable to broad softness in our connected home and telecom businesses.

For the three-month and six-month periods ended September 26, 2014, net sales increased $100.1 million to $2.1 billion and $450.4 million to $4.3 billion in the Americas, respectively, and increased $46.6 million to $1.1 billion and $115.1 million to $2.1 billion in Europe, respectively. Net sales in Asia decreased $28.3 million to $3.3 billion for the three-month period ended September 26, 2014, while increasing $404.6 million to $6.7 billion for the six-month period then ended.

Our ten largest customers during the three-month and six-month periods ended September 26, 2014 accounted for approximately 51% and 52% of net sales, respectively. Google (including Motorola) accounted for more than 10% of net sales during the three-month and six-month periods ended September 26, 2014. Our ten largest customers during the three-month and six-month periods ended September 27, 2013 accounted for approximately 52% and 50% of net sales, respectively. Google (including Motorola) accounted for more than 10% of net sales during the three-month period ended September 27, 2013. No single customer accounted for greater than 10% of our net sales during the six-month period ended September 27, 2013.

Gross profit

Gross profit is affected by a number of factors, including the number and size of new manufacturing programs, product mix, component costs and availability, product life cycles, unit volumes, pricing, competition, new product introductions, capacity utilization and the expansion and consolidation of manufacturing facilities. The flexible design of our manufacturing processes allows us to build a broad range of products in our facilities and better utilize our manufacturing capacity. In the cases of new programs, profitability normally lags revenue growth due to product start-up costs, lower manufacturing program volumes in the start-up phase, operational inefficiencies, and under-absorbed overhead. Gross margin for these programs often improves over time as manufacturing volumes increase, as our utilization rates and overhead absorption improve, and as we increase the level of manufacturing services content. As a result of these various factors, our gross margin varies from period to period.

Gross profit during the three-month period ended September 26, 2014 increased $8.7 million to $377.1 million, or 5.8% of net sales from $368.4 million, or 5.7% of net sales, during the three-month period ended September 27, 2013. Gross profit during the six-month period ended September 26, 2014 increased $78.4 million to $757.9 million, or 5.8% of net sales from $679.5 million, or 5.6% of net sales, during the six-month period ended September 27, 2013.  Gross margins improved 10 basis points and 20 basis points in the three-month and six-month periods ended September 26, 2014 compared to that of the three-month and six-month periods ended September 27, 2013 primarily as a result of increased revenues and favorable product mix from our higher margin business groups such as IEI and HRS coupled with benefits of an improved cost structure following our restructuring activities completed in fiscal year 2014.

Selling, general and administrative expenses

Selling, general and administrative expenses (“SG&A”) amounted to $204.6 million, or 3.1% of net sales, during the three-month period ended September 26, 2014, decreasing $13.9 million from $218.5 million, or 3.4% of net sales, during the three-month period ended September 27, 2013. SG&A was $413.9 million, or 3.1% of net sales, during the six-month period ended September 26, 2014, decreasing $28.3 million from $442.1 million, or 3.6% of net sales, during the six-month period ended September 27, 2013.  Our SG&A expenses decreased in the current year periods, both in dollars and as a percentage of revenue, primarily as a result of certain cost reduction and rationalization measures that we undertook in the prior fiscal year.

Intangible amortization

Amortization of intangible assets increased by $0.5 million during the three-month period ended September 26, 2014 to $8.2 million from $7.7 million for the three-month period ended September 27, 2013 primarily due to incremental amortization expenses on intangible assets relating to our acquisitions completed during the latter part of fiscal 2014 and during fiscal 2015, as well as the purchase of certain technology rights during fiscal 2015 as further discussed in note 2 to the condensed consolidated financial statements.

Amortization of intangible assets decreased by $0.7 million during the six-month period ended September 26, 2014 to $15.2 million from $15.9 million for the six-month period ended September 27, 2013 primarily due to certain high value intangible assets that were fully amortized during fiscal year 2014, resulting in lower amortization expense during the current fiscal year. The decrease was offset by incremental intangible amortization expense in connection with our recent acquisitions, as well as the purchase of certain technology rights as discussed above.

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Interest and other, net

Interest and other, net was $12.5 million during the three-month period ended September 26, 2014 compared to $14.6 million during the three-month period ended September 27, 2013. The decrease in interest and other, net of $2.1 million was primarily due to an increase in foreign currency gains in the current period mainly associated with the strength of the Chinese renminbi (“RMB”) combined with lower interest on our debt facilities that were refinanced during the period ended September 27, 2013 and in the later part of fiscal 2014.

Interest and other, net was $31.1 million during the six-month period ended September 26, 2014 compared to $27.2 million during the six-month period ended September 27, 2013. The increase in interest and other, net of $3.9 million was primarily due to a decrease in foreign currency gains as a result of losses incurred during the first quarter of fiscal 2015 associated with the weakened Chinese RMB during that period, partially offset by an increase in income of $6.0 million during the six-month period ended September 27, 2013 relating to the fair value adjustment of contingent consideration in connection with certain insignificant business acquisitions, and a decrease in interest expense as a result of refinancing of certain debt facilities as described above.

Refer to note 5 to the condensed consolidated financial statements for further discussion of our interest and other, net activities.

Other charges (income), net

Other income, net remained relatively consistent for the three-month periods ended September 26, 2014 and September 27, 2013, respectively.

Other income, net was $46.6 million during the six-month period ended September 26, 2014 principally as a result of the reversal of a contractual obligation with a certain customer recognized during the fourth quarter of fiscal 2014 in the amount of $55.0 million.  We executed an amendment to the customer contract during the first quarter of fiscal year 2015 which relieved us of this contractual commitment.  This was partially offset by an $11.0 million loss in connection with the disposition of a manufacturing facility in Western Europe.

During the six-month period ended September 27, 2013, we recognized a loss of $7.1 million relating to the exercise of a warrant to purchase shares of a certain supplier and sale of the underlying shares for total proceeds of $67.3 million.

Income taxes

Certain of our subsidiaries have, at various times, been granted tax relief in their respective countries, resulting in lower income taxes than would otherwise be the case under ordinary tax rates. Refer to note 13, “Income Taxes,” of the notes to the consolidated financial statements in our Annual Report on Form 10-K for the fiscal year ended March 31, 2014 for further discussion.

Our policy is to provide a valuation allowance against deferred tax assets that in our estimation are not more likely than not to be realized.

The consolidated effective tax rate was 10.0% and 9.1% for the three and six-month periods ended September 26, 2014, respectively, and 8.1% and 5.7% for the three and six-month periods ended September 27, 2013, respectively.  The consolidated effective tax rate varies from the Singapore statutory rate of 17.0% as a result of recognition of earnings in different jurisdictions, operating loss carryforwards, income tax credits, previously established valuation allowances for deferred tax assets, liabilities for uncertain tax positions, as well as the effect of certain tax holidays and incentives granted to our subsidiaries primarily in China, Malaysia and Israel. We generate most of our revenues and profits from operations outside of Singapore. The effective tax rate for the six-month period ended September 26, 2014 is higher than the effective tax rate for the six-month period ended September 27, 2013 primarily as a result of changes in various valuation allowance positions and a shift in jurisdictional mix of income to higher tax jurisdictions, partially offset by a net decrease in the liabilities for uncertain tax positions.

LIQUIDITY AND CAPITAL RESOURCES

As of September 26, 2014, we had cash and cash equivalents of approximately $1.5 billion and bank and other borrowings of approximately $2.1 billion. We also have a $1.5 billion revolving credit facility that expires in March 2019, under which there were no borrowings outstanding as of the end of the quarter.  As of September 26, 2014, we were in compliance with the covenants under each of our existing credit facilities and indentures.

Cash provided by operating activities was $306.2 million during the six-month period ended September 26, 2014. This resulted primarily from $312.8 million of net income for the period plus $260.3 million of non-cash charges such as depreciation, amortization, and other impairment charges, offset by $266.9 million from changes in our operating assets and liabilities, which was mainly related

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to reductions in customer deposits that were received in prior periods to support increased working capital requirements in those periods.

For the quarterly periods indicated, certain key liquidity metrics were as follows:

	Three-Month Periods Ended
	September 26, 2014	June 27, 2014	March 31, 2014	December 31, 2013	September 27, 2013
Days in trade accounts receivable	44 days	45 days	42 days	38 days	42 days
Days in inventory	53 days	52 days	54 days	53 days	53 days
Days in accounts payable	70 days	69 days	70 days	68 days	71 days
Cash conversion cycle	27 days	28 days	26 days	23 days	24 days

Days in trade accounts receivable was calculated as average accounts receivable for the current and prior quarters, adding back the reduction in accounts receivable resulting from non-cash accounts receivable sales, divided by annualized sales for the current quarter by day. During the three-month period ended September 26, 2014, days in trade accounts receivable increased by 2 days compared to the three-month period ended September 27, 2013 largely due to timing of invoicing customers during the current period.  Non-cash accounts receivable sales or deferred purchase price receivables included for the purposes of the calculation were $426.1 million, $463.1 million, $470.9 million, $528.8 million and $558.3 million for the quarters ended September 26, 2014, June 27, 2014, March 31, 2014, December 31, 2013 and September 27, 2013, respectively. Deferred purchase price receivables are recorded in other current assets in the condensed consolidated balance sheets. For further information regarding deferred purchase price receivables see note 9 to the condensed consolidated financial statements.

Days in inventory was calculated as the average inventory for the current and prior quarters divided by annualized cost of sales for the respective quarter by day.  Days in inventory remained consistent at 53 days for both the three-month periods ended September 26, 2014 and September 27, 2013.

Days in accounts payable was calculated as the average accounts payable for the current and prior quarters divided by annualized cost of sales for the respective quarter by day. Days in accounts payable decreased by 1 day during the three-month period ended September 26, 2014, compared to the three-month period ended September 27, 2013 primarily due to timing of payments.

Our cash conversion cycle was calculated as the sum of days of inventory and days of accounts receivables outstanding less days payable outstanding.  During the three-month period ended September 26, 2014, our cash conversion cycle increased by 3 days compared to the three-month period ended September 27, 2013, due to the factors for each of the components in the calculation discussed above.

Cash used by investing activities amounted to $205.3 million during the six-month period ended September 26, 2014.  This resulted primarily from $138.4 million in net capital expenditures for property and equipment to support certain programs and the payment of $32.6 million primarily for the acquisition of two businesses completed during the six-month period ended September 26, 2014.  Other investing activities also includes $15.7 million paid for the purchase of certain technology rights as further discussed in note 2 to the condensed consolidated financial statements.

We believe free cash flow is an important liquidity metric because it measures, during a given period, the amount of cash generated that is available to repay debt obligations, make investments, fund acquisitions, repurchase company shares and for certain other activities. Our free cash flow is calculated as cash from operations less net purchases of property and equipment. Our free cash flows for the six-month period ended September 26, 2014 was $167.9 million compared to $42.8 million for the six-month period ended September 27, 2013. Free cash flow is not a measure of liquidity under U.S. GAAP, and may not be defined and calculated by other companies in the same manner. Free cash flow should not be considered in isolation or as an alternative to net cash provided by operating activities.  Free cash flows reconcile to the most directly comparable GAAP financial measure of cash flows from operations as follows:

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	Six-Month Periods Ended
	September 26, 2014			September 27, 2013
	(In thousands)
Net cash provided by operating activities	$	306,245		$	353,758
Purchases of property and equipment	(167,204		)	(321,449		)
Proceeds from the disposition of property and equipment	28,809			10,468
Free cash flow	$	167,850		$	42,777

Cash used in financing activities was $189.8 million during the six-month period ended September 26, 2014, which was primarily the result of cash paid for the repurchase of our ordinary shares in the amount of $206.8 million partially offset by proceeds from the issuance of our shares for option exercises amounting to $11.4 million and net proceeds from bank borrowings and long-term debt of $2.2 million.

Our cash balances are held in numerous locations throughout the world. Liquidity is affected by many factors, some of which are based on normal ongoing operations of the business and some of which arise from fluctuations related to global economics and markets. Local government regulations may restrict our ability to move cash balances to meet cash needs under certain circumstances; however, any current restrictions are not material. We do not currently expect such regulations and restrictions to impact our ability to pay vendors and conduct operations throughout the global organization. We believe that our existing cash balances, together with anticipated cash flows from operations and borrowings available under our credit facilities, will be sufficient to fund our operations through at least the next twelve months. As of September 26, 2014 and March 31, 2014, over half of our cash and cash equivalents was held by foreign subsidiaries outside of Singapore.  Although substantially all of the amounts held outside of Singapore could be repatriated, under current laws, a significant amount could be subject to income tax withholdings. We provide for tax liabilities on these amounts for financial statement purposes, except for certain of our foreign earnings that are considered indefinitely reinvested outside of Singapore (approximately $779.0 million as of March 31, 2014). Repatriation could result in an additional income tax payment, however, our intent is to permanently reinvest these funds outside of Singapore and our current plans do not demonstrate a need to repatriate them to fund our operations in jurisdictions outside of where they are held. Where local restrictions prevent an efficient intercompany transfer of funds, our intent is that cash balances would remain outside of Singapore and we would meet our liquidity needs through ongoing cash flows, external borrowings, or both.

Future liquidity needs will depend on fluctuations in levels of inventory, accounts receivable and accounts payable, the timing of capital expenditures for new equipment, the extent to which we utilize operating leases for new facilities and equipment, the levels of shipments and changes in the volumes of customer orders, and our targeted business and asset acquisitions.

Historically, we have funded operations from cash and cash equivalents generated from operations, proceeds from public offerings of equity and debt securities, bank debt and lease financings.  We also sell a designated pool of trade receivables under asset-backed securitization programs and sell certain trade receivables, which are in addition to the trade receivables sold in connection with these securitization agreements.

We anticipate that we will enter into debt and equity financings, sales of accounts receivable and lease transactions to fund acquisitions and growth. The sale or issuance of equity or convertible debt securities could result in dilution to current shareholders. Further, we may issue debt securities that have rights and privileges senior to those of holders of ordinary shares, and the terms of this debt could impose restrictions on operations and could increase debt service obligations. This increased indebtedness could limit our flexibility as a result of debt service requirements and restrictive covenants, potentially affect our credit ratings, and may limit our ability to access additional capital or execute our business strategy. Any downgrades in credit ratings could adversely affect our ability to borrow as a result of more restrictive borrowing terms. We continue to assess our capital structure and evaluate the merits of redeploying available cash to reduce existing debt or repurchase ordinary shares.

Under our current share repurchase program, our Board of Directors authorized repurchases of our outstanding ordinary shares for up to $500 million in accordance with the share purchase mandate approved by our shareholders at the date of the most recent Extraordinary General Meeting which was held on August 28, 2014.  During the six-month period ended September 26, 2014, we paid $206.8 million to repurchase shares (under the current and prior repurchase plans) at an average price of $10.20 per share.  As of September 26, 2014, shares in the aggregate amount of $456.7 million were available to be repurchased under the current plan.

CONTRACTUAL OBLIGATIONS AND COMMITMENTS

Information regarding our long-term debt payments, operating lease payments, capital lease payments and other commitments is provided in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report

30

on our Form 10-K for the fiscal year ended March 31, 2014.  There have been no material changes in our contractual obligations and commitments since March 31, 2014, except for the reversal of a contractual obligation during the first quarter of fiscal 2015 with a certain customer that was recognized during the fourth quarter of fiscal 2014 in the amount of $55.0 million discussed in note 6 to the condensed consolidated financial statements.

OFF-BALANCE SHEET ARRANGEMENTS

We sell designated pools of trade receivables to unaffiliated financial institutions under our ABS programs, and in addition to cash, we receive a deferred purchase price receivable for each pool of the receivables sold. Each of these deferred purchase price receivables serves as additional credit support to the financial institutions and is recorded at its estimated fair value. As of September 26, 2014 and March 31, 2014, the fair values of our deferred purchase price receivable were approximately $426.1 million and $470.9 million, respectively. As of September 26, 2014 and March 31, 2014, the outstanding balances on receivables sold for cash were $1.2 billion and $1.1 billion, respectively, under all our accounts receivable sales programs, which are not included in our condensed consolidated balance sheets. For further information see note 9 of our notes to the condensed consolidated financial statements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There were no material changes in our exposure to market risks for changes in interest and foreign currency exchange rates for the six-month period ended September 26, 2014 as compared to the fiscal year ended March 31, 2014.

ITEM 4. CONTROLS AND PROCEDURES

(a) Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) of the Exchange Act) as of September 26, 2014, the end of the quarterly fiscal period covered by this quarterly report. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of September 26, 2014, such disclosure controls and procedures were effective in ensuring that information required to be disclosed by us in reports that we file or submit under the Securities Exchange Act of 1934, as amended, is (i) recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and (ii) accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

(b) Changes in Internal Control Over Financial Reporting

There were no changes in our internal controls over financial reporting that occurred during our second quarter of fiscal year 2015 that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

For a description of our material legal proceedings, see note 13 “Commitments and Contingencies” in the notes to the condensed consolidated financial statements, which is incorporated herein by reference.

ITEM 1A. RISK FACTORS

In addition to the other information set forth in this report, you should carefully consider the risks and uncertainties discussed in Part I, “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended March 31, 2014, which could materially affect our business, financial condition or future results.  The risks described in our Annual Report on Form 10-K are not the only risks facing our Company.  Additional risks and uncertainties not currently known to us or that we currently deem to be not material also may materially and adversely affect our business, financial condition and/or operating results.

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ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Issuer Purchases of Equity Securities

The following table provides information regarding purchases of our ordinary shares made by us for the period from June 28, 2014 through September 26, 2014:

Period	Total Number of Shares Purchased	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs
June 28 - August 1, 2014 (1) (2)	1,843,436	$	10.84	1,843,436	$	266,981,068
August 2 - August 29, 2014 (1) (2)	3,553,064	$	10.71	3,553,064	$	225,601,517
August 30 - September 26, 2014 (1) (3)	3,942,562	$	10.97	3,942,562	$	456,732,288
Total	9,339,062			9,339,062

(1)During the period from June 28, 2014 through September 26, 2014, all purchases were made pursuant to the programs discussed below in open market transactions.  All purchases were made in accordance with Rule 10b-18 under the Securities Exchange Act of 1934.

(2)On July 24, 2013, our Board of Directors authorized the repurchase of up to 10% of our outstanding ordinary shares which was subsequently approved by our shareholders at the Extraordinary General Meeting held on July 29, 2013. As of June 27, 2014, we had 26.5 million shares available to be repurchased under this plan, of which 5.4 million shares we repurchased prior to August 28, 2014 (after which authorization under this plan terminated).

(3)On August 28, 2014, our Board of Directors authorized the repurchase of our outstanding ordinary shares for up to $500 million. This is in accordance with the share purchase mandate whereby our shareholders approved a repurchase limit of 20% of our issued ordinary shares outstanding at the Extraordinary General Meeting held on the same date as the Board authorization.  As of September 26, 2014, shares in the aggregate amount of $456.7 million were available to be repurchased under the current plan.

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ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable

ITEM 5. OTHER INFORMATION

None

ITEM 6. EXHIBITS

Exhibits — See Index to Exhibits below.

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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 thereunto duly authorized.

	FLEXTRONICS INTERNATIONAL LTD.
	(Registrant)
	/s/ Michael M. McNamara
	Michael M. McNamara
	Chief Executive Officer
	(Principal Executive Officer)
Date: October 30, 2014
	/s/ Christopher Collier
	Christopher Collier
	Chief Financial Officer
	(Principal Financial Officer)
Date: October 30, 2014

34

EXHIBIT INDEX

Exhibit No.	Exhibit
4.01	Second Supplemental Indenture, dated as of August 25, 2014, among the Company, the Guarantor party thereto and U.S. Bank National Association, as Trustee, to the Indenture, dated as of February 20, 2013, by and between the Company, the Guarantors party thereto and U.S. Bank National Association, as Trustee, related to the Company’s 4.625% Notes due 2020 and 5.000% Notes due 2023.
10.01	Form of Restricted Share Unit Award Agreement under the 2010 Equity Incentive Plan for certain executive fiscal year 2015 performance-based awards.
10.02	Form of Restricted Share Unit Award Agreement under the 2010 Equity Incentive Plan for CEO FY15 performance-based award.
15.01	Letter in lieu of consent of Deloitte & Touche LLP.
31.01	Certification of Principal Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.02	Certification of Principal Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.01	Certification of Chief Executive Officer pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
32.02	Certification of Chief Financial Officer pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document

* This exhibit is furnished with this Quarterly Report on Form 10-Q, is not deemed filed with the Securities and Exchange Commission, and is not incorporated by reference into any filing of Flextronics International Ltd. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date hereof and irrespective of any general incorporation language contained in such filing.

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EX-4.01

EXHIBIT 4.01

EXECUTION VERSION

SECOND SUPPLEMENTAL INDENTURE

dated as of August 25, 2014

among

FLEXTRONICS INTERNATIONAL LTD.

The Guarantor Party Hereto

and

U.S. BANK NATIONAL ASSOCIATION,

as Trustee

4.625% Notes due 2020

5.000% Notes due 2023

THIS SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), entered into as of August 25, 2014, among Flextronics International Ltd., a Singapore company acting through its Bermuda branch (the “Company”), Flextronics International Tecnologia Ltda., a company formed under the laws of the Federative Republic of Brazil (the “Subsidiary Guarantor”), and U.S. Bank National Association, as trustee (the “Trustee”).

RECITALS

WHEREAS, the Company, the Guarantors party thereto and the Trustee entered into the Indenture, dated as of February 20, 2013 (as amended and supplemented, the “Indenture”), relating to the Company’s 4.625% Notes due 2020 and 5.000% Notes due 2023 (the “Notes”); and

WHEREAS, as a condition to the Trustee entering into the Indenture and the purchase of the Notes by the Holders, the Company agreed pursuant to the Indenture to cause Subsidiaries to provide Guaranties in certain circumstances.

AGREEMENT

NOW, THEREFORE, in consideration of the premises and mutual covenants herein contained and intending to be legally bound, the parties to this Supplemental Indenture hereby agree as follows:

Section 1.  Capitalized terms used herein and not otherwise defined herein are used as defined in the Indenture.

Section 2.  The Subsidiary Guarantor, by its execution of this Supplemental Indenture, agrees to be a Guarantor under the Indenture and to be bound by the terms of the Indenture applicable to Guarantors, including, but not limited to, Article 10 thereof.

Section 3.  This Supplemental Indenture shall be governed by and construed in accordance with the laws of the State of New York.

Section 4.  This Supplemental Indenture may be signed in various counterparts which together will constitute one and the same instrument.

Section 5.  This Supplemental Indenture is an amendment supplemental to the Indenture and the Indenture and this Supplemental Indenture will henceforth be read together.

Section 6.  The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Indenture, the Subsidiary Guarantee or for or in respect of the recitals contained herein, all of which recitals are made by the Subsidiary Guarantor and the Company.

[Remainder of page intentionally left blank]

IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed as of the date first above written.

FLEXTRONICS INTERNATIONAL LTD.,
as Issuer
By:	/s/ Manny Marimuthu
	Name:	Manny Marimuthu
	Title:	Authorized Signatory

FLEXTRONICS INTERNATIONAL
TECNOLOGIA LTDA., as Guarantor
By:	/s/ Flávio Magalhães
	Name:	Flávio Magalhães
	Title:	Manager

U.S. BANK NATIONAL ASSOCIATION,
as Trustee
By:	/s/ Paula Oswald
	Name:	Paula Oswald
	Title:	Vice President

[Signature Page to Second Supplemental Indenture to Flextronics International Ltd. 2013 Indenture]

EX-10.01

EXHIBIT 10.01

No. «GrantID»

FLEXTRONICS INTERNATIONAL LTD.
2010 EQUITY INCENTIVE PLAN

FORM OF RESTRICTED SHARE UNIT AWARD AGREEMENT

This Restricted Share Unit Award Agreement (the “Agreement”) is made and entered into as of [<<Grant Date>>], (the “Effective Date”) by and between Flextronics International Ltd., a Singapore corporation (the “Company”), and the participant named below (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Flextronics International Ltd. 2010 Equity Incentive Plan (the “Plan”). The Participant understands and agrees that this Restricted Share Unit Award (the “RSU Award”) is granted subject to and in accordance with the express terms and conditions of the Plan and this Agreement including any country-specific terms set forth in Exhibit A to this Agreement. The Participant further agrees to be bound by the terms and conditions of the Plan and the terms and conditions of this Agreement. The Participant acknowledges receipt of a copy of Plan and the official prospectus for the Plan. A copy of the Plan and the official prospectus for the Plan are available in the UBS OneSource Library and at the offices of the Company and the Participant hereby agrees that the Plan and the official prospectus for the Plan are deemed delivered to the Participant.

PRIMARY INFORMATION
Participant:	«First» «Last»,
Target Shares:	«Target Shares»
Maximum Shares:	«Max Shares» (at 200% of Target)
Date of Grant:	«Grant Date»
Performance Criteria:	Vesting is based on the percentile rank of the Company’s Total Shareholder Return (TSR) in S&P 500 Index Companies.

Payout Table:	Payouts can range from 0 – 200% of the Target Shares based on the achievement levels set forth in the chart below:
		Percentile Rank of Flextronics TSR in S&P 500 Index Companies	Awards Earned as a % of the Target
	Maximum	>75th Percentile	200	%
		50th – 75th Percentile	Interpolate
	Target Shares	50th Percentile	100	%
		30th – 50th Percentile	Interpolate
	Threshold	30th Percentile	25	%
		<30th Percentile	0	%
Performance Period:	Vesting is contingent on achieving the Performance Criteria at the 3rd anniversary of              20    , as set forth more specifically in the definition of “Measurement Period” below. 100% of the Maximum Shares are available for vesting based on achievement of the Performance Criteria on the 3rd anniversary.

DEFINITIONS AND ADDITIONAL INFORMATION

S&P 500 Index:	The S&P 500 is a capitalization-weighted index operated by Standard and Poor’s and used as a “Leading Indicator” of United States economy. The Index trades with the ticker symbol of $SPX or ^GSPC.
Total Shareholder Return:	Total Shareholder Return (TSR) is used to represent the cumulative return of an investment and includes both the change in the stock price as well as Dividend Value from a specified start and ending period.  The formula for the calculation is as follows:
	TSR = (Price End - Price Begin + Dividend Value) / Price Begin

Payout Calculation:	The Payout is determined by calculating the Total Shareholder Return of every company within the S&P 500 Index Companies Group and determining the percentile rank of Flextronics’ Total Shareholder Return as compared to the S&P 500 Index Companies Group (that is, the number of members of the S&P 500 Index Companies with Total Shareholder Returns at or below the Total Shareholder Return of Flextronics). The formula for this calculation is as follows: (B + .5E)/N * 100 Where B = Number of S&P 500 Index Companies TSRs below Flextronics TSR E = Number of TSRs Equal to Company TSR N = The number of Companies in the S&P 500 Index
		Percentile Rank of Flextronics TSR in S&P 500 Index Companies	Awards Earned as a % of the Target
	Maximum	>75th Percentile	200	%
		50th – 75th Percentile	Interpolate
	Target Shares	50th Percentile	100	%
		30th – 50th Percentile	Interpolate
	Threshold	30th Percentile	25	%
		<30th Percentile	0	%
Payout Interpolation:	If the minimum payout is not reached, then the shares will be forfeited. If performance payouts are reached, shares will be rewarded on an interpolated basis between 20% and 200% of the target shares per the Payout Table above. Fractional percentage points will be rounded to nearest % point and fractional shares awarded will be rounded down the nearest whole share.

90-Day Trading Average for Measuring Performance:	To avoid the effects of short-term price fluctuations, a 90-Day Trading Average will be used for measuring the Performance Criteria, and will be calculated using a basic average of Flextronics’s and the S&P 500 Index Companies’ Closing Prices on the previous 90 trading days prior to         , 20     and Measurement Ending Dates.
	90-Day Trading Average = (Sum of Prior 90 day Closing Prices) / 90
Measurement Period:	The Measurement Period used to calculate the TSR will start on           , 20     and end on         , 20.
Vesting / Release Date:	If the Performance Criteria is met, shares will vest or be released on the next business day following the 3rd anniversary of              th. Therefore, the Release Date will be         , 20. Applicable tax withholding and reporting will be contingent on the Closing Price of Flextronics Stock on the Release Date.
Closing Price Methodology:	Only the Daily Closing Price will be used to determine Total Shareholder Return values as by reported by the Wall Street Journal or any other reputable financial services information provider.
Dividend Value and Stock Splits:	Dividends will be assumed reinvested at the Closing Price on the Payout Date and all calculations will be adjusted for Stock Splits.
EXAMPLES
Assumptions:

The examples below assume that 90,000 Target Shares / 180,000 Maximum Shares are awarded.

Maximum Target:

Percentile Rank: 85th percentile

Target Awarded: 85th Percentile is above the 75th Maximum Target so Maximum Payout of 200% of the Target Shares, or 180,000 shares is achieved

Interpolated Target:

Percentile Rank:	60th percentile
Target Awarded:	60th Percentile is above the Minimum and below the Maximum Targets so an interpolated Payout of 140% of the Target Shares or 126,000 shares is achieved.

Forfeited:

Percentile Rank:	15th percentile
Target Awarded:	15th percentile is below the 30th Percentile Minimum Target so no Payout is achieved

1. Grant of RSU Award.

1.1 Grant of RSU Award. Subject to the terms and conditions of the Plan and this Agreement, including any country-specific terms set forth in Exhibit A to this Agreement, the Company hereby grants to the Participant an RSU Award for the number of ordinary shares set forth above under “RSU Award” (the “Shares”).

(a) Vesting Criteria. The RSU Award shall vest, and the Shares shall be issuable to the Participant, according to the Vesting Criteria set forth above. If application of the Vesting Criteria causes vesting of a fractional Share, such Share shall be rounded down to the nearest whole Share. Shares that vest and are issuable pursuant to the Vesting Criteria are “Vested Shares.”

(b) Termination of Service. The RSU Award, all of the Company’s obligations and the Participant’s rights under this Agreement, shall terminate on the earlier of the Participant’s Termination Date (as defined in the Plan) or the date when all the Shares that are subject to the RSU Award have been allotted and issued, or forfeited in the case of any portion of the RSU Award that fails to vest; provided, however, that if the Participant has a Termination of Service due to Retirement, then (i) the RSU Award and all rights and obligations hereunder will not terminate and (ii) a pro-rata number of vested Shares shall be issued to the Participant upon the vesting of the RSU Award pursuant to the Performance Criteria, with the number of Shares that vest determined by multiplying the full number of Shares subject to the RSU Award by a fraction, which shall be (x) the number of complete months of continuous service as an Employee from

the grant date of the RSU Award to the date of Retirement, divided by (y) the number of months from the grant date to the vesting date; provided, further, that if within twelve months of Retirement, the Participant violates the terms of a non-disclosure agreement with, or other confidentiality obligation owed to, the Company or any Parent, Subsidiary or Affiliate, then the RSU Award and all of the Company’s obligations and the Participant’s rights under this Agreement shall terminate.

For purposes of this Agreement, “Retirement” shall mean the Participant’s voluntary Termination of Service after the Participant has attained age sixty (60) and completed at least ten (10) years of service as an Employee of the Company or any Parent, Subsidiary or Affiliate.

(c) Allotment and Issuance of Vested Shares. The Company shall allot and issue the Vested Shares as soon as practicable after such Shares have vested pursuant to the Vesting Criteria. The Company shall have no obligation to allot and issue, and the Participant will have no right or title to, any Shares, and no Shares will be allotted and issued to the Participant, until satisfaction of the Vesting Criteria.

(d) No Obligation to Employ. Nothing in the Plan or this Agreement shall confer on the Participant any right to continue in the employ of, or other relationship with, the Company or any Parent, Subsidiary or Affiliate or limit in any way the right of the Company or any Parent, Subsidiary or Affiliate to terminate the Participant’s employment or service relationship at any time, with or without cause.

(e) Nontransferability of RSU Award. None of the Participant’s rights under this Agreement or under the RSU Award may be transferred in any manner other than by will or by the laws of descent and distribution. Notwithstanding the foregoing, the Participants in the U.S. may transfer or assign the RSU Award to Family Members (as defined in the Plan) through a gift or a domestic relations order (and not in a transfer for value), or as otherwise allowed by the Plan. The terms of this Agreement shall be binding upon the executors, administrators, successors and assigns of the Participant.

(f) Privileges of Share Ownership. The Participant shall not have any of the rights of a shareholder until the Vested Shares are allotted and issued after the applicable vest date.

(g) Interpretation. Any dispute regarding the interpretation of the terms and provisions with respect to the RSU Award and this Agreement shall be submitted by the Participant or the Company to the Committee for review. The resolution of such a dispute by the Committee shall be final and binding on the Company and on the Participant.

1.2 Title to Shares. Title will be provided in the Participant’s individual name on the Company’s records unless the Participant otherwise notifies Stock Administration of an alternative designation in compliance with the terms of this Agreement and applicable laws.

2. Delivery.

2.1 Deliveries by Participant. The Participant hereby delivers to the Company this Agreement.

2.2 Deliveries by the Company. The Company will issue a duly executed share certificate or other documentation evidencing the Vested Shares in the name specified in Section 1.2 above upon vesting, provided the Participant has delivered and executed this Agreement prior to the applicable vesting date and has remained continuously employed by the Company or a Parent, Subsidiary, or Affiliate through each applicable vesting date.

3. Compliance with Laws and Regulations. The issuance and transfer of the Shares to the Participant shall be subject to and conditioned upon compliance by the Company and the Participant with all applicable requirements of any share exchange or automated quotation system on which the Company’s Ordinary Shares may be listed at the time of such issuance or transfer. The Participant understands that the Company is under no obligation to register or qualify the Shares with the U.S. Securities and Exchange Commission, any state, local or foreign securities commission or any share exchange to effect such compliance.

4. Rights as Shareholder. Subject to the terms and conditions of this Agreement, the Participant will have all of the rights of a shareholder of the Company with respect to the Vested Shares which have been allotted and issued to the Participant until such time as the Participant disposes of such Vested Shares.

5. Stop-Transfer Orders.

5.1 Stop-Transfer Instructions. The Participant agrees that, to ensure compliance with the restrictions imposed by this Agreement, the Company may issue appropriate “stop-transfer” instructions to its transfer agent, if any, and if the Company administers transfers of its own securities, it may make appropriate notations to the same effect in its own records.

5.2 Refusal to Transfer. The Company will not be required (i) to register in its books any Shares that have been sold or otherwise transferred in violation of any of the provisions of this Agreement or (ii) to treat as owner of such Shares, or to accord the right to vote or pay dividends to any Participant or other transferee to whom such Shares have been so transferred.

6. Taxes and Disposition of Shares.

6.1 Tax Obligations.

(a) Regardless of any action the Company or the Participant’s employer (the “Employer”) takes with respect to any or all income tax, social insurance, payroll tax, payment on account or other tax-related items arising out of the Participant’s participation in the Plan and legally applicable to the Participant (“Tax-Related Items”), the Participant acknowledges that the ultimate liability for all Tax-Related Items is and remains the Participant’s responsibility and may exceed the amount actually withheld by the Company and/or the Employer. The Participant further acknowledges that the Company and/or the Employer (a) make no representations or undertakings regarding the treatment of any Tax-Related Items in connection with any aspect of the RSU Award, including but not limited to, the grant, vesting or issuance of Vested Shares underlying the RSU Award, the subsequent sale of Vested Shares acquired upon vesting and the receipt of any dividends; and (b) do not commit and are under no obligation to structure the terms of the grant or any

aspect of the RSU Award to reduce or eliminate the Participant’s liability for Tax-Related Items or achieve any particular tax result. Furthermore, if the Participant has become subject to tax in more than one jurisdiction between the Date of Grant and the date of any relevant taxable event, the Participant acknowledges that the Company and/or the Employer (or former employer, as applicable) may be required to withhold or account for Tax-Related Items in more than one jurisdiction.

(b) Prior to the relevant taxable or tax withholding event, as applicable, the Participant shall pay or make arrangements satisfactory to the Company and/or the Employer to satisfy all Tax-Related Items. In this regard, the Participant authorizes the Company and/or the Employer, or their respective agents, at their discretion, to satisfy the Tax-Related Items by one or a combination of the following (1) withholding from the Participant’s wages or other cash compensation paid to the Participant by the Company, the Employer, or any Parent or Subsidiary of the Company; or (2) withholding from the proceeds of the sale of Vested Shares either through a voluntary sale or through a mandatory sale arranged by the Company (on the Participant’s behalf pursuant to this authorization); or (3) withholding in Shares to be issued at vesting of the RSU Award.

(c) To avoid any negative accounting treatment, the Company may withhold or account for Tax-Related Items by considering applicable minimum statutory withholding amounts or other applicable withholding rates. If the obligation for the Tax-Related Items is satisfied by withholding in Shares, for tax purposes, the Participant is deemed to have been issued the full number of Vested Shares, notwithstanding that a number of Shares are held back solely for the purpose of paying the Tax-Related Items due as a result of the Participant’s participation in the Plan.

(d) The Participant shall pay to the Company or the Employer any amount of Tax-Related Items that the Company or the Employer may be required to withhold or account for as a result of the Participant’s participation in the Plan that cannot be satisfied by the means previously described in this section. The Company may refuse to issue or deliver the Vested Shares or the proceeds from the sale of Shares, if the Participant fails to comply with his or her obligations in connection with the Tax-Related Items.

6.2 Disposition of Shares. Participant hereby agrees that the Participant shall make no disposition of the Shares (other than as permitted by this Agreement) unless and until the Participant shall have complied with all requirements of this Agreement applicable to the disposition of the Shares.

7. Nature of Grant. In accepting the RSU Award, the Participant acknowledges and agrees that:

(a) the Plan is established voluntarily by the Company, is discretionary in nature and may be amended, suspended or terminated by the Company at any time;

(b) the grant of the RSU Award is voluntary and occasional and does not create any contractual or other right to receive future RSU Awards, or benefits in lieu of RSU Awards, even if RSU Awards have been granted repeatedly in the past;

(d) all decisions with respect to future RSU Awards, if any, will be at the sole discretion of the Company;

(e) the Participant’s participation in the Plan is voluntary;

(f) the future value of the Shares underlying the RSU Award is unknown and cannot be predicted with certainty;

(g) no claim or entitlement to compensation or damages shall arise from the forfeiture of the RSU Award resulting from a Termination of Service (for any reason whatsoever and whether or not in breach of local labor laws), and in consideration of the RSU Award to which the Participant is otherwise not entitled, the Participant irrevocably agrees never to institute any claim against the Company and/or the Employer, waives the Participant’s ability, if any, to bring any such claim, and releases the Company and/or the Employer from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the Plan, the Participant shall be deemed irrevocably to have agreed not to pursue such claim and agrees to execute any and all documents necessary to request dismissal or withdrawal of such claims; and

(h) for the Participants residing outside of the U.S.A.:

(A) the RSU Award and any Shares acquired under the Plan are not intended to replace any pension rights or compensation;

(B) the RSU Award is not part of normal or expected compensation or salary for any purposes, including, but not limited to, calculating any severance, resignation, termination, redundancy, end of service payments, dismissal, bonuses, long-service awards, pension or retirement or welfare benefits or similar payments and in no event should be considered as compensation for, or relating in any way to past services for the Employer, the Company or any Parent, Subsidiary or Affiliate; and

(C) in the event of the Participant’s Termination of Service (whether or not in breach of local labor laws), the Participant’s right to vest in the RSU Award under the Plan, if any, will terminate effective as of the date of Termination of Service and; the Committee shall have the exclusive discretion to determine when the Participant is no longer actively providing service for purposes of this RSU Award.

8. No Advice Regarding Grant. The Company is not providing any tax, legal or financial advice, nor is the Company making any recommendations regarding the Participant’s participation in the Plan, or the sale of the Shares acquired upon vesting of the RSU Award. The Participant is hereby advised to consult with his or her own personal tax, legal and financial advisors regarding his or her participation in the Plan before taking any action related to the Plan.

9. Data Privacy.

(a) The Participant hereby explicitly and unambiguously consents to the collection, use and transfer, in electronic or other form, of the Participant’s personal data as described in this Agreement and any other

RSU Award materials by and among, as applicable, the Employer, the Company and its Parent, Subsidiaries and Affiliates for the exclusive purpose of implementing, administering and managing the Participant’s participation in the Plan.

(b) The Participant understands that the Company and the Employer may hold certain personal information about the Participant, including, but not limited to, the Participant’s name, home address and telephone number, date of birth, social insurance number or other identification number, salary, nationality, job title, any Shares or directorships held in the Company, details of all RSU Awards or any other entitlement to Shares awarded, canceled, exercised, vested, unvested or outstanding in the Participant’s favor, for the exclusive purpose of implementing, administering and managing the Plan (“Data”).

(c) The Participant understands that Data will be transferred to the Company stock plan service provider as may be selected by the Company in the future, which is assisting the Company with the implementation, administration and management of the Plan. The Participant understands that the recipients of the Data may be located in the United States or elsewhere, and that the recipients’ country (e.g., the United States) may have different data privacy laws and protections from the Participant’s country. The Participant understands that he or she may request a list with the names and addresses of any potential recipients of the Data by contacting his or her local human resources representative. The Participant authorizes the Company, the Company stock plan service provider and any other possible recipients which may assist the Company (presently or in the future) with implementing, administering and managing the Plan to receive, possess, use, retain and transfer the Data, in electronic or other form, for the sole purpose of implementing, administering and managing his or her participation in the Plan. The Participant understands that Data will be held only as long as is necessary to implement, administer and manage the Participant’s participation in the Plan. The Participant understands that he or she may, at any time, view Data, request additional information about the storage and processing of Data, require any necessary amendments to Data or refuse or withdraw the consents herein, in any case without cost, by contacting in writing his or her local human resources representative. The Participant understands, however, that refusing or withdrawing his or her consent may affect the Participant’s ability to participate in the Plan. For more information on the consequences of the Participant’s refusal to consent or withdrawal of consent, the Participant understands that he or she may contact his or her local human resources representative.

10. Successors and Assigns. The Company may assign any of its rights under this Agreement. This Agreement shall be binding upon and inure to the benefit of the successors and assigns of the Company. Subject to the restrictions on transfer set forth in this Agreement and in the Plan, this Agreement will be binding upon the Participant and the Participant’s heirs, executors, administrators, legal representatives, successors and assigns.

11. Governing Law; Venue; Severability. This Agreement shall be governed by and construed in accordance with the internal laws of the State of California as such laws are applied to agreements between California residents entered into and to be performed entirely within California, excluding that body of laws pertaining to conflict of laws. For purposes of litigating any dispute that arises directly or indirectly from the relationship of the parties evidenced by the RSU Award or this Agreement, the parties hereby submit to and

consent to the exclusive jurisdiction of the State of California and agree that such litigation shall be conducted only in the courts of Santa Clara County, California, or the federal courts for the United States for the Northern District of California, and no other courts, where this Agreement is made and/or to be performed. If any provision of this Agreement is determined by a court of law to be illegal or unenforceable, then such provision will be enforced to the maximum extent possible and the other provisions will remain fully effective and enforceable.

12. Notices. Any notice required to be given or delivered to the Company shall be in writing and addressed to the Vice President of Finance of the Company at its corporate offices at 847 Gibraltar Drive, Milpitas, California 95035. Any notice required to be given or delivered to the Participant shall be in writing and addressed to the Participant at the address indicated on the signature page hereto or to such other address as the Participant may designate in writing from time to time to the Company. All notices shall be deemed effectively given upon personal delivery, three (3) days after deposit in the United States mail by certified or registered mail (return receipt requested), one (1) business day after its deposit with any return receipt express courier (prepaid), or one (1) business day after transmission by facsimile.

13. Headings. The captions and headings of this Agreement are included for ease of reference only and will be disregarded in interpreting or construing this Agreement. All references herein to Sections will refer to Sections of this Agreement.

14. Language. If the Participant has received this Agreement or any other document related to the Plan translated into a language other than English and if the meaning of the translated version is different from the English version, the English version will control.

15. Electronic Delivery. The Company may, in its sole discretion, decide to deliver any documents related to current or future participation in the Plan by electronic means. The Participant hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system established and maintained by the Company or a third party designated by the Company.

16. Exhibit A. Notwithstanding any provision in this Agreement to the contrary, the RSU Award shall be subject to any special terms and provisions as set forth in Exhibit A to this Agreement for the Participant’s country. Moreover, if the Participant relocates to one of the countries included in Exhibit A, the special terms and conditions for such country will apply to the Participant, to the extent the Company determines that the application of such terms and conditions is necessary or advisable in order to comply with local law or facilitate the administration of the Plan. Exhibit A constitutes part of this Agreement.

17. Code Section 409A. With respect to U.S. taxpayers, it is intended that the terms of the RSU Award will comply with the provisions of Section 409A of the Code and the Treasury Regulations relating thereto so as not to subject the Participant to the payment of additional taxes and interest under Section 409A of the Code, and this Agreement will be interpreted, operated and administered in a manner that is consistent with this intent. In furtherance of this intent, the Committee may adopt such amendments to this Agreement or adopt other policies and procedures (including amendments, policies and procedures with retroactive effect), or take any other actions, in each case, without the consent of the Participant, that the Committee determines

are reasonable, necessary or appropriate to comply with the requirements of Section 409A of the Code and related U.S. Department of Treasury guidance. In that light, the Company makes no representation or covenant to ensure that the RSU Awards that are intended to be exempt from, or compliant with, Section 409A of the Code are not so exempt or compliant or for any action taken by the Committee with respect thereto.

18. Imposition of Other Requirements. The Company reserves the right to impose other requirements on the Participant’s participation in the Plan, on the RSU Award and on any Shares acquired under the Plan, to the extent the Company determines it is necessary or advisable in order to comply with local law or facilitate the administration of the Plan, and to require the Participant to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing.

19. Entire Agreement. The Plan and this Agreement, together with all its Exhibits, constitute the entire agreement and understanding of the parties with respect to the subject matter of this Agreement, and supersede all prior understandings and agreements, whether oral or written, between the parties hereto with respect to the specific subject matter hereof.

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the Effective Date.

FLEXTRONICS INTERNATIONAL LTD.		PARTICIPANT
By:		By:
	Name:		Name:
	Title:		Address:

FLEXTRONICS INTERNATIONAL LTD. 2010 EQUITY INCENTIVE PLAN

EXHIBIT A TO THE
RESTRICTED SHARE UNIT AWARD AGREEMENT
FOR NON-U.S. PARTICIPANTS

Terms and Conditions

This Exhibit A includes additional terms and conditions that govern the RSU Award granted to the Participant under the Plan if the Participant resides in one of the countries listed below. Certain capitalized terms used but not defined in this Exhibit A have the meanings set forth in the Plan and/or the Agreement.

Notifications

This Exhibit A also includes information regarding exchange controls and certain other issues of which the Participant should be aware with respect to his or her participation in the Plan. The information is based on the securities, exchange control and other laws in effect in the respective countries as of July 2010. Such laws are often complex and change frequently. As a result, the Company strongly recommends that the Participant not rely on the information in this Exhibit A as the only source of information relating to the consequences of the Participant’s participation in the Plan because the information may be out of date at the time that the RSU Award vests and Shares are issued to the Participant or the Participant sells Shares acquired upon vesting of the RSU Award under the Plan.

In addition, the information contained herein is general in nature and may not apply to the Participant’s particular situation, and the Company is not in a position to assure the Participant of a particular result. Accordingly, the Participant is advised to seek appropriate professional advice as to how the relevant laws in the Participant’s country may apply to his or her situation.

Finally, if the Participant is a citizen or resident of a country other than the one in which he or she is currently working or transfers employment after the Date of Grant, the information contained herein may not be applicable to the Participant.

AUSTRIA

Notifications

Exchange Control Information. If the Participant holds Shares acquired under the Plan outside of Austria, the Participant must submit a report to the Austrian National Bank. An exemption applies if the value of the shares as of any given quarter does not exceed €30,000,000 or as of December 31 does not exceed €5,000,000. If the former threshold is exceeded, quarterly obligations are imposed, whereas if the latter threshold is exceeded, annual reports must be given. The annual reporting date is December 31 and the deadline for filing the annual report is March 31 of the following year.

When the Participant sells Vested Shares issued under the Plan, there may be exchange control obligations if the cash received is held outside Austria. If the transaction volume of all the Participant’s accounts abroad exceeds €3,000,000, the movements and balances of all accounts must be reported monthly, as of the last day of the month, on or before the fifteenth day of the following month.

Consumer Protection Information. To the extent that the provisions of the Austrian Consumer Protection Act are applicable to the Agreement and the Plan, the Participant may be entitled to revoke his or her acceptance of the Agreement if the conditions listed below are met:

(i) If the Participant accepts the RSU Award outside of the business premises of the Company, the Participant may be entitled to revoke his or her acceptance of the Agreement, provided the revocation is made within one week after the Participant accepts the Agreement.

(ii) The revocation must be in written form to be valid. It is sufficient if the Participant returns the Agreement to the Company or the Company’s representative with language that can be understood as the Participant’s refusal to conclude or honor the Agreement, provided the revocation is sent within the period set forth above.

BRAZIL

Notifications

Compliance with Law. By accepting the RSU Award, the Participant acknowledges his or her agreement to comply with applicable Brazilian laws and to pay any and all applicable taxes associated with the RSU Award, the receipt of any dividends, and the sale of Vested Shares issued under the Plan.

Exchange Control Information. If the Participant is a resident or domiciled in Brazil, he or she will be required to submit an annual declaration of assets and rights held outside of Brazil to the Central Bank of Brazil if the aggregate value of such assets and rights is equal to or greater than US$100,000 (approximately BRL175,950 as of July 2010). Foreign individuals holding Brazilian visas are considered Brazilian residents for purposes of this reporting requirement and must declare at least the assets held abroad that were acquired subsequent to the Participant’s date of admittance as a resident of Brazil. Assets and rights that must be reported include Shares issued upon vesting of the RSU Award under the Plan.

CANADA

Terms and Conditions

French Language Provision. The following provision will apply if the Participant is a resident of Quebec:

The parties acknowledge that it is their express wish that the Agreement, as well as all documents, notices and legal proceedings entered into, given or instituted pursuant hereto or relating directly or indirectly hereto, be drawn up in English.

Les parties reconnaissent avoir exigé la rédaction en anglais de cette convention, ainsi que de tous documents, avis et procédures judiciaires, exécutés, donnés ou intentés en vertu de, ou liés directement ou indirectement à, la présente convention.

Termination of Service. This provision supplements Section 1.1(c) of the Agreement:

In the event of involuntary Termination of Service (whether or not in breach of local labor laws), the Participant’s right to receive and vest in the RSU Award under the Plan, if any, will terminate effective as of the date that is the earlier of: (1) the date the Participant receives notice of Termination of Service from the Company or the Employer, or (2) the date the Participant is no longer actively providing service by the Company or his or her Employer regardless of any notice period or period of pay in lieu of such notice required under local law (including, but not limited to, statutory law, regulatory law and/or common law); the Committee shall have the exclusive discretion to determine when the Participant no longer actively providing service for purposes of the RSU Award.

Data Privacy. This provision supplements Section 9 of the Agreement:

The Participant hereby authorizes the Company and the Company’s representatives to discuss with and obtain all relevant information from all personnel, professional or not, involved in the administration and operation of the Plan. The Participant further authorizes the Company, any Parent, Subsidiary or Affiliate and the Committee to disclose and discuss the Plan with their advisors. The Participant further authorizes the Company and any Parent, Subsidiary or Affiliate to record such information and to keep such information in the Participant’s employee file.

Notifications

Grant of RSU Award. The RSU Award does not constitute compensation nor is in any way related to the Participant’s past services and/or employment to the Company, the Employer, and/or a Parent, Subsidiary or Affiliate of the Company.

CHINA

Terms and Conditions

Issuance of Vested Shares and Sale of Shares. This provision supplements Section 1.1(d) of the Agreement:

Due to local regulatory requirements, upon the vesting of the RSU Award, the Participant agrees to the immediate sale of any Vested Shares to be issued to the Participant upon vesting and settlement of the RSU Award. The Participant further agrees that the Company is authorized to instruct its designated broker to assist with the mandatory sale of such Vested Shares (on the Participant’s behalf pursuant to this authorization) and the Participant expressly authorizes the Company’s designated broker to complete the sale of such Vested Shares. The Participant acknowledges that the Company’s designated broker is under no obligation to arrange for the sale of the Vested Shares at any particular price. Upon the sale of the Vested

Shares, the Company agrees to pay the Participant the cash proceeds from the sale, less any brokerage fees or commissions and subject to any obligation to satisfy Tax-Related Items.

Exchange Control Requirements. The Participant understands and agrees that, pursuant to local exchange control requirements, the Participant will be required to immediately repatriate the cash proceeds from the sale of Vested Shares underlying the RSU Award to China. The Participant further understands that, under local law, such repatriation of his or her cash proceeds may need to be effectuated through a special exchange control account established by the Company, any Parent, Subsidiary, Affiliate or the Employer, and the Participant hereby consents and agrees that any proceeds from the sale of Vested Shares may be transferred to such special account prior to being delivered to the Participant. The Company is under no obligation to secure any exchange conversion rate, and the Company may face delays in converting the proceeds to local currency due to exchange control restrictions in China. The Participant agrees to bear any currency fluctuation risk between the time the Vested Shares are sold and the time the sale proceeds are distributed through any such special exchange account. The Participant further agrees to comply with any other requirements that may be imposed by the Company in the future in order to facilitate compliance with exchange control requirements in China. These requirements will not apply to non-PRC citizens.

CZECH REPUBLIC

Notifications

Exchange Control Information. Upon request of the Czech National Bank, the Participant may need to file a notification within 15 days of the end of the calendar quarter in which he or she acquires Shares pursuant to the Plan.

DENMARK

Notifications

Danish Stock Options Act. The Participant will receive an Employer Statement pursuant to the Danish Act on Stock Options.

Exchange Control/Tax Reporting Information. If the Participant holds Shares acquired under the Plan in a brokerage account with a broker or bank outside Denmark, the Participant is required to inform the Danish Tax Administration about the account. For this purpose, the Participant must file a Form V (Erklaering V) with the Danish Tax Administration. The Form V must be signed both by the Participant and by the applicable broker or bank where the account is held. By signing the Form V, the broker or bank undertakes to forward information to the Danish Tax Administration concerning the Vested Shares in the account without further request each year. By signing the Form V, the Participant authorizes the Danish Tax Administration to examine the account. A sample of the Form V can be found at the following website: www.skat.dk.

In addition, if the Participant opens a brokerage account (or a deposit account with a U.S. bank) for the purpose of holding cash outside Denmark, the Participant is also required to inform the Danish Tax

Administration about this account. To do so, the Participant must also file a Form K (Erklaering K) with the Danish Tax Administration. The Form K must be signed both by the Participant and by the applicable broker or bank where the account is held. By signing the Form K, the broker/bank undertakes an obligation, without further request each year, to forward information to the Danish Tax Administration concerning the content of the account. By signing the Form K, the Participant authorizes the Danish Tax Administration to examine the account. A sample of Form K can be found at the following website: www.skat.dk.

FINLAND

There are no country specific provisions.

FRANCE

Term and Conditions

Language Consent. By accepting the RSU Award, the Participant confirms having read and understood the documents relating to this grant (the Plan, the Agreement and this Exhibit A) which were provided in English language. The Participant accepts the terms of those documents accordingly.

En acceptant l’attribution, vous confirmez ainsi avoir lu et compris les documents relatifs à cette attribution (le Plan, le contrat et cette Annexe) qui ont été communiqués en langue anglaise. Vous acceptez les termes en connaissance de cause.

GERMANY

Notifications

Exchange Control Information. Cross-border payments in excess of €12,500 must be reported monthly to the German Federal Bank. If the Participant uses a German bank to effect a cross-border payment in excess of €12,500 in connection with the sale of Shares acquired under the Plan, the bank will make the report for the Participant. In addition, the Participant must report any receivables or payables or debts in foreign currency exceeding an amount of €5,000,000 on a monthly basis. Finally, the Participant must report Shares on an annual basis that exceeds 10% of the total voting capital of the Company.

HONG KONG

Terms and Conditions

Warning: The RSU Award and Shares acquired upon vesting of the RSU Award do not constitute a public offering of securities under Hong Kong law and are available only to employees of the Company, its Parent, Subsidiary or Affiliates. The Agreement, including this Exhibit A, the Plan and other incidental communication materials have not been prepared in accordance with and are not intended to constitute a “prospectus” for a public offering of securities under the applicable securities legislation in Hong Kong. Nor have the documents been reviewed by any regulatory authority in Hong Kong. The RSU Award is intended only for the personal use of each eligible Employee of the Employer, the Company or any Parent,

Subsidiary or Affiliate and may not be distributed to any other person. If the Participant is in any doubt about any of the contents of the Agreement, including this Exhibit A, or the Plan, the Participant should obtain independent professional advice.

Sale Restriction. Notwithstanding anything contrary in the Notice, the Agreement or the Plan, in the event the Participant’s RSU Award vests such that Vested Shares are issued to the Participant or his or her heirs and representatives within six months of the Date of Grant, the Participant agrees that the Participant or his or her heirs and representatives will not dispose of any Vested Shares acquired prior to the six-month anniversary of the Date of Grant.

Notifications

Nature of Scheme. The Company specifically intends that the Plan will not be an occupational retirement scheme for purposes of the Occupational Retirement Schemes Ordinance.

HUNGARY

There are no country specific provisions.

INDIA

Notifications

Exchange Control Information. The Participant must repatriate the proceeds from the sale of Vested Shares acquired under the Plan within 90 days after receipt. The Participant must maintain the foreign inward remittance certificate received from the bank where the foreign currency is deposited in the event that the Reserve Bank of India or the Employer requests proof of repatriation. It is the Participant’s responsibility to comply with applicable exchange control laws in India.

IRELAND

Notifications

Director Notification Obligation. Directors, shadow directors and secretaries of the Company’s Irish Subsidiary or Affiliate are subject to certain notification requirements under the Irish Companies Act. Directors, shadow directors and secretaries must notify the Irish Subsidiary or Affiliate in writing of their interest in the Company and the number and class of Shares or rights to which the interest relates within five days of the issuance or disposal of Shares or within five days of becoming aware of the event giving rise to the notification. This disclosure requirement also applies to any rights or Shares acquired by the director’s spouse or children (under the age of 18).

ISRAEL

There are no country specific provisions.

ITALY

Terms and Conditions

Data Privacy. This provision replaces Section 9 of the Agreement:

The Participant understands that the Company and the Employer as the Privacy Representative of the Company in Italy, may hold certain personal information about the Participant, including, but not limited to, the Participant’s name, home address and telephone number, date of birth, social insurance or other identification number, salary, nationality, job title, any Shares or directorships held in the Company or any Parent, Subsidiary or Affiliate, details of all RSU Awards or any other entitlement to Shares awarded, canceled, exercised, vested, unvested or outstanding in the Participant’s favor, and that the Company and the Employer will process said data and other data lawfully received from third party (“Personal Data”) for the exclusive purpose of managing and administering the Plan and complying with applicable laws, regulations and Community legislation. The Participant also understands that providing the Company with Personal Data is mandatory for compliance with laws and is necessary for the performance of the Plan and that the Participant’s denial to provide Personal Data would make it impossible for the Company to perform its contractual obligations and may affect the Participant’s ability to participate in the Plan. The Participant understands that Personal Data will not be publicized, but it may be accessible by the Employer as the Privacy Representative of the Company and within the Employer’s organization by its internal and external personnel in charge of processing, and by the data Processor, if appointed. The updated list of Processors and of the subjects to which Data are communicated will remain available upon request at the Employer. Furthermore, Personal Data may be transferred to banks, other financial institutions or brokers involved in the management and administration of the Plan. The Participant understands that Personal Data may also be transferred to the independent registered public accounting firm engaged by the Company, and also to the legitimate addressees under applicable laws. The Participant further understands that the Company and any Parent, Subsidiary or Affiliate will transfer Personal Data amongst themselves as necessary for the purpose of implementation, administration and management of the Participant’s participation in the Plan, and that the Company and any Parent, Subsidiary or Affiliate may each further transfer Personal Data to third parties assisting the Company in the implementation, administration and management of the Plan, including any requisite transfer of Personal Data to a broker or other third party with whom the Participant may elect to deposit any Vested Shares acquired under the Plan or any proceeds from the sale of such Shares. Such recipients may receive, possess, use, retain and transfer Personal Data in electronic or other form, for the purposes of implementing, administering and managing the Participant’s participation in the Plan. The Participant understands that these recipients may be acting as Controllers, Processors or persons in charge of processing, as the case may be, according to applicable privacy laws, and that they may be located in or outside the European Economic Area, such as in the United States or elsewhere, in countries that do not provide an adequate level of data protection as intended under Italian privacy law.

Should the Company exercise its discretion in suspending all necessary legal obligations connected with the management and administration of the Plan, it will delete Personal Data as soon as it has

accomplished all the necessary legal obligations connected with the management and administration of the Plan.

The Participant understands that Personal Data processing related to the purposes specified above shall take place under automated or non-automated conditions, anonymously when possible, that comply with the purposes for which Personal Data is collected and with confidentiality and security provisions as set forth by applicable laws and regulations, with specific reference to Legislative Decree no. 196/2003.

The processing activity, including communication, the transfer of Personal Data abroad, including outside of the European Economic Area, as specified herein and pursuant to applicable laws and regulations, does not require the Participant’s consent thereto as the processing is necessary to performance of law and contractual obligations related to implementation, administration and management of the Plan. The Participant understands that, pursuant to section 7 of the Legislative Decree no. 196/2003, he or she has the right at any moment to, including, but not limited to, obtain confirmation that Personal Data exists or not, access, verify its contents, origin and accuracy, delete, update, integrate, correct, blocked or stop, for legitimate reason, the Personal Data processing. To exercise privacy rights, the Participant should contact the Employer. Furthermore, the Participant is aware that Personal Data will not be used for direct marketing purposes. In addition, Personal Data provided can be reviewed and questions or complaints can be addressed by contacting the Participant’s human resources department.

Plan Document Acknowledgement. The Participant acknowledges that the Participant has read and specifically and expressly approves the following sections of the Agreement: Section 1: Grant of RSU Award; Section 2: Delivery; Section 3: Compliance with Laws and Regulations; Section 4: Rights as Shareholder; Section 5: Stop-Transfer Orders; Section 6: Taxes and Disposition of Shares; Section 7: Nature of Grant; Section 8: No advice Regarding Grant; Section 11: Governing Law; Venue; Section 15: Electronic Delivery; Section 16: Exhibit A; Section 18: Imposition of Other Requirements; and the Data Privacy section of this Exhibit A.

Notifications

Exchange Control Information. To participate in the Plan, the Participant must comply with exchange control regulations in Italy. The Participant is required to report in his or her annual tax return: (a) any transfers of cash or Vested Shares to or from Italy exceeding €10,000; (b) any foreign investments or investments held outside of Italy at the end of the calendar year exceeding €10,000 if such investments (Vested Shares) that may give rise to taxable income in Italy that combined with other foreign assets exceeds €10,000; and (c) the amount of the transfers to and from Italy which have had an impact during the calendar year on the Participant’s foreign investments or investments held outside of Italy. The Participant may be exempt from the requirement in (a) if the transfer or investment is made through an authorized broker resident in Italy, as the broker will generally comply with the reporting obligation on his or her behalf.

JAPAN

There are no country specific provisions.

KOREA

Notifications

Exchange Control Information. If the Participant realizes US$500,000 (approximately KRW 601,975,000 as of July 2010) or more from the sale of Shares, Korean exchange laws require the Participant to repatriate the proceeds to Korea within eighteen months of the sale.

MALAYSIA

Notifications

Malaysian Insider Trading Notification. The Participant should be aware of the Malaysian insider-trading rules, which may impact his or her acquisition or disposal of Shares or rights to Shares under the Plan. Under the Malaysian insider-trading rules, the Participant is prohibited from selling Shares when he or she is in possession of information which is not generally available and which he or she knows or should know will have a material effect on the value of the Shares once such information is generally available.

Director Notification Obligation. If the Participant is a director of the Company’s Malaysian Subsidiary, he or she is subject to certain notification requirements under the Malaysian Companies Act. Among these requirements is an obligation to notify the Malaysian Subsidiary in writing when the Participant receives or disposes of an interest (e.g., RSU Award, Shares) in the Company or any related company. Such notifications must be made within 14 days of receiving or disposing of any interest in the Company or any related company.

MEXICO

Terms and Conditions

No Entitlement for Claims or Compensation. The following section supplements Section 7 of the Agreement:

Modification. By accepting the RSU Award, the Participant understands and agrees that any modification of the Plan or the Agreement or its termination shall not constitute a change or impairment of the terms and conditions of employment.

Policy Statement. The RSU Award grant the Company is making under the Plan is unilateral and discretionary and, therefore, the Company reserves the absolute right to amend it and discontinue it at any time without any liability.

The Company, with registered offices at One Marina Boulevard, #28-00, Singapore 018989, is solely responsible for the administration of the Plan, and participation in the Plan and the grant of the RSU Award do not, in any way, establish an employment relationship between the Participant and the Company since he

or she is participating in the Plan on a wholly commercial basis and the sole employer is Availmed Servicios S.A. de C.V., Grupo Flextronics S.A. de C.V., Flextronics Servicios Guadalajara S.A. de C.V., Flextronics Servicios Mexico S. de R.L. de C.V. and Flextronics Aguascalientes Servicios S.A. de C.V., nor does it establish any rights between the Participant and the Employer.

Plan Document Acknowledgment. By accepting the RSU Award, the Participant acknowledges that he or she has received copies of the Plan, has reviewed the Plan and the Agreement in their entirety, and fully understands and accepts all provisions of the Plan and the Agreement.

In addition, the Participant further acknowledges that he or she has read and specifically and expressly approves the terms and conditions in the Nature of Grant section of the Agreement, in which the following is clearly described and established: (i) participation in the Plan does not constitute an acquired right; (ii) the Plan and participation in the Plan is offered by the Company on a wholly discretionary basis; (iii) participation in the Plan is voluntary; and (iv) the Company and any Parent, Subsidiary or Affiliates are not responsible for any decrease in the value of the Shares acquired upon vesting of the RSU Award.

Finally, the Participant hereby declares that he or she does not reserve any action or right to bring any claim against the Company for any compensation or damages as a result of his or her participation in the Plan and therefore grants a full and broad release to the Employer, the Company and any Parent, Subsidiary or Affiliates with respect to any claim that may arise under the Plan.

Spanish Translation

Condiciones y duración

Sin derecho a reclamo o compensación: La siguiente sección complementa la sección 7 de este Acuerdo:

Modificación: Al aceptar el Otorgamiento de Acciones por Bonificación, el Participante entiende y acuerda que cualquier modificación del Plan o del Acuerdo o su extinción, no constituirá un cambio o disminución de los términos y condiciones de empleo.

Declaración de Política: El Otorgamiento de Acciones por Bonificación por parte de la Compañía es efectuada bajo el Plan en forma unilateral y discrecional y por lo tanto, la Compañía se reserva el derecho absoluto de modificar y discontinuar el Otorgamiento de Acciones en cualquier momento sin responsabilidad alguna hacia la Compañía.

La Compañía, con oficinas registradas en One Marina Boulevard, #28-00, Singapore 018989 es la única responsable de la administración de los Planes y de la participación en los mismos y el otorgamamiento de el Otorgamiento de Acciones por Bonificación no establece de forma alguna una relación de trabajo entre el Participante y la Compañía, ya que su participación en el Plan es completamente comercial y el único empleador es Availmed Servicios S.A. de C.V., Grupo Flextronics S.A. de C.V., Flextronics Servicios Guadalajara S.A. de C.V., Flextronics Servicios Mexico S. de R.L. de C.V. and Flextronics Aguascalientes, así como tampoco establece ningún derecho entre el Participante y el Empleador.

Reconocimiento del Documento del Plan. Al aceptar la el Otorgamiento de Acciones por Bonificación, el Participante reconoce que ha recibido copias de los Planes, ha revisado los mismos, al igual que la totalidad del Acuerdo y, que ha entendido y aceptado completamente todas las disposiciones contenidas en los Planes y en el Acuerdo.

Además, el Partcipante reconoce que ha leído, y que aprueba específica y expresamente los términos y condiciones contenidos en la sección Naturaleza del Orotgamiento en el cual se encuentra claramente descripto y establecido lo siguiente: (i) la participación en los Planes no constituye un derecho adquirido; (ii) los Planes y la participación en los mismos es ofrecida por la Compañía de forma enteramente discrecional; (iii) la participación en los Planes es voluntaria; y (iv) la Compañía, así como su Sociedad controlante, Subsidiaria o Filiales no son responsables por cualquier disminución en el valor de las Acciones adquiridas a través del conferimiento del Otorgamiento de Acciones por Bonificación.

Finalmente, el Partcipante declara que no se reserva ninguna acción o derecho para interponer una demanda en contra de la Compañía por compensación, daño o perjuicio alguno como resultado de su participación en el Plan y, en consecuencia, otorga el más amplio finiquito al Empleador, así como a la Compañía, a su Sociedad controlante, Subsidiaria o Filiales con respecto a cualquier demanda que pudiera originarse en virtud de los Planes.

NETHERLANDS

Notifications

Securities Law Information. The Participant should be aware of the Dutch insider-trading rules, which may impact the sale of Shares acquired under the Plan. In particular, the Participant may be prohibited from effectuating certain transactions if the Participant has inside information about the Company.

Under Article 5:56 of the Dutch Financial Supervision Act, anyone who has “insider information” related to an issuing company is prohibited from effectuating a transaction in securities in or from the Netherlands. “Inside information” is defined as knowledge of specific information concerning the issuing company to which the securities relate or the trade in securities issued by such company, which has not been made public and which, if published, would reasonably be expected to affect the share price, regardless of the development of the price. The insider could be any Employee in the Netherlands who has inside information as described herein.

Given the broad scope of the definition of inside information, certain Employees working at a Parent, Subsidiary or Affiliate in the Netherlands may have inside information and, thus, would be prohibited from effectuating a transaction in securities in the Netherlands at a time when the Participant has such inside information.

If the Participant is uncertain whether the insider-trading rules apply to him or her, he or she should consult his or her personal legal advisor.

NORWAY

There are no country specific provisions.

POLAND

Terms and Conditions

Restriction on Type of Shares Issued. Due to tax regulations in Poland, as necessary, the Participant’s Vested Shares will be settled in newly issued Shares only. Treasury Shares will not be used to satisfy the RSU Award upon vesting.

ROMANIA

Notifications

Exchange Control Information. If the Participant remits foreign currency into or out of Romania (e.g., the proceeds from the sale of his or her Vested Shares), the Participant may have to provide the Romanian bank assisting with the transaction with appropriate documentation explaining the source of the income. The Participant should consult his or her personal legal advisor to determine whether the Participant will be required to submit such documentation to the Romanian bank.

SINGAPORE

Notifications

Securities Law Information. The RSU Award is being granted to the Participant pursuant to the “Qualifying Person” exemption under section 273(1)(f) of the Singapore Securities and Futures Act (Chapter 289, 2006 Ed.) (“SFA”). The Plan have not been lodged or registered as a prospectus with the Monetary Authority of Singapore. The Participant should note that the RSU Award is subject to section 257 of the SFA and the Participant will not be able to make any subsequent sale in Singapore of the Shares acquired under the Plan, or any offer of such subsequent sale of the Shares acquired under the Plan unless such sale or offer in Singapore is made pursuant to the exemptions under Part XIII Division (1) Subdivision (4) (other than section 280) of the SFA (Cap 289, 2006 Ed.).

Director Notification Obligation. If the Participant is a director, associate director or shadow director of the Company or a Singapore Subsidiary or Affiliate, the Participant is subject to certain notification requirements under the Singapore Companies Act. Among these requirements is an obligation to notify the Company or the Singaporean Subsidiary or Affiliate in writing when the Participant receives an interest (e.g., RSU Award, Shares) in the Company or any related companies. Please contact the Company to obtain a copy of the notification form. In addition, the Participant must notify the Company or the Singapore Subsidiary or Affiliate when the Participant sells Shares of the Company or any related company (including when the Participant sell Shares acquired under the Plan). These notifications must be made within two days of acquiring or disposing of any interest in the Company or any related company. In addition, a notification must be made of the Participant’s interests in the Company or any related company within two days of becoming a director.

SLOVAK REPUBLIC

There are no country specific provisions.

SOUTH AFRICA

Terms and Conditions

Tax Obligations. The following provision supplements Section 6.1 of the Agreement:

By accepting the RSU Award, the Participant agrees to notify the Employer of the amount of any gain realized at vesting and settlement of the RSU Award. If the Participant fails to advise the Employer of the gain realized at vesting and settlement of the RSU Award, he or she may be liable for a fine.

Notifications

Exchange Control Information. The Participant should consult his or her personal advisor to ensure compliance with applicable exchange control regulations in South Africa, as such regulations are subject to frequent change. The Participant is solely responsible for complying with all exchange control laws in South Africa, and neither the Company nor the Employer will be liable for any fines or penalties resulting from the Participant’s failure to comply with South African exchange control laws.

SWEDEN

There are no country specific provisions.

SWITZERLAND

Notifications

Securities Law Information. The RSU Award is considered a private offering in Switzerland; therefore, it is not subject to registration.

TAIWAN

Notifications

Exchange Control Information. The Participant may acquire and remit foreign currency (including proceeds from the sale of Shares) into and out of Taiwan up to US$5,000,000 (approximately TWD 160,580,024 as of July 2010) per year. If the transaction amount is TWD 500,000 or more in a single transaction, the Participant must submit a Foreign Exchange Transaction Form and also provide supporting documentation to the satisfaction of the remitting bank.

TURKEY

Notifications

Securities Law Information. Under Turkish law, the Participant is not permitted to sell the Shares acquired under the Plan in Turkey.

UNITED KINGDOM

Terms and Conditions

Tax Obligations. The following provisions supplement Section 6.1 of the Agreement:

The Participant agrees that, if Participant does not pay or the Employer or the Company does not withhold from the Participant the full amount of Tax-Related Items that the Participant owes at vesting/settlement of the RSU Award, or the release or assignment of the RSU Award for consideration, or the receipt of any other benefit in connection with the RSU Award (the “Taxable Event”) within 90 days after the Taxable Event, or such other period specified in section 222(1)(c) of the U.K. Income Tax (Earnings and Pensions) Act 2003, then the amount that should have been withheld shall constitute a loan owed by the Participant to the Employer, effective 90 days after the Taxable Event. The Participant agrees that the loan will bear interest at the HMRC’s official rate and will be immediately due and repayable by the Participant, and the Company and/or the Employer may recover it at any time thereafter by withholding the funds from salary, bonus or any other funds due to the Participant by the Employer, by withholding in Shares issued upon vesting of the RSU Award or from the cash proceeds from the sale of Vested Shares or by demanding cash or a check from the Participant. The Participant also authorizes the Company to delay the issuance of any Vested Shares unless and until the loan is repaid in full.

Notwithstanding the foregoing, if the Participant is an officer or executive director (as within the meaning of section 13(k) of the U.S. Securities and Exchange Act of 1934, as amended), the terms of the immediately foregoing provision will not apply. In the event that the Participant is an officer or executive director and Tax-Related Items are not collected from or paid by Participant within 90 days of the Taxable Event, the amount of any uncollected Tax-Related Items may constitute a benefit to the Participant on which additional income tax and National Insurance Contributions may be payable. The Participant acknowledges that the Company or the Employer may recover any such additional income tax and National Insurance Contributions at any time thereafter by any of the means referred to in Section 6.1 Agreement, although the Participant acknowledges that he/she ultimately will be responsible for reporting any income tax or National Insurance Contributions due on this additional benefit directly to the HMRC under the self-assessment regime.

National Insurance Contributions Acknowledgment. As a condition of participation in the Plan and the vesting of the RSU Award, the Participant agrees to accept any liability for secondary Class 1 National Insurance Contributions which may be payable by the Company and/or the Employer in connection with the RSU Award and any event giving rise to Tax-Related Items (the “Employer NICs”). To accomplish the foregoing, the Participant agrees to execute a joint election with the Company, the form of such joint election being formally approved by HMRC (the “Joint Election”), and any other required consent or

election. The Participant further agrees to execute such other joint elections as may be required between the Participant and any successor to the Company and/or the Employer. The Participant further agrees that the Company and/or the Employer may collect the Employer NICs from the Participant by any of the means set forth in Section 6.1 of the Agreement.

If the Participant does not enter into a Joint Election prior to vesting of the RSU Award or if approval of the Joint Election has been withdrawn by HMRC, the RSU Award shall become null and void without any liability to the Company and/or the Employer and the Company may choose not to issue or deliver Shares upon vesting of the RSU Award.

EX-10.02

EXHIBIT 10.02

No. «GrantID»

FLEXTRONICS INTERNATIONAL LTD.
2010 EQUITY INCENTIVE PLAN

FORM OF RESTRICTED SHARE UNIT AWARD AGREEMENT

This Restricted Share Unit Award Agreement (the “Agreement”) is made and entered into as of [<<Grant Date>>], (the “Effective Date”) by and between Flextronics International Ltd., a Singapore corporation (the “Company”), and the participant named below (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Flextronics International Ltd. 2010 Equity Incentive Plan (the “Plan”). The Participant understands and agrees that this Restricted Share Unit Award (the “RSU Award”) is granted subject to and in accordance with the express terms and conditions of the Plan and this Agreement including any country-specific terms set forth in Exhibit A to this Agreement. The Participant further agrees to be bound by the terms and conditions of the Plan and the terms and conditions of this Agreement. The Participant acknowledges receipt of a copy of Plan and the official prospectus for the Plan. A copy of the Plan and the official prospectus for the Plan are available in the UBS OneSource Library and at the offices of the Company and the Participant hereby agrees that the Plan and the official prospectus for the Plan are deemed delivered to the Participant.

PRIMARY INFORMATION
Participant:	«First» «Last»,
Target Shares:	«Target Shares»
Maximum Shares:	«Max Shares» (at 200% of Target)
Date of Grant:	«Grant Date»
Performance Criteria:	Vesting is based on the cumulative three-year increase to the Free Cash Flow from operations of the Company over the Measurement Period.

Payout Table: Payouts can range from 50 – 200% of the Target Shares based on the achievement levels set forth in the chart below:

Cumulative 3-Year Company Free Cash Flow		Awards Earned as a % of the Target
Maximum	Above $2.619 billion	200	%
	Between $1.919 billion and $2.619 billion	Interpolate
Target Shares	$1.919 billion	100	%
	Between $1.319 billion and $1.919 billion	Interpolate
Threshold	$1.319 billion	50	%
	Below $1.319 billion	0	%

Performance Period: 100% of the Maximum Shares are available for vesting on the 3rd anniversary of             , 20    , based on achievement of the Performance Criteria.

DEFINITIONS AND ADDITIONAL INFORMATION

Free Cash Flow	Free Cash Flow is defined as net cash flows from operating activities less purchases of property and equipment, net of dispositions.
Payout Interpolation:	If the minimum payout is not reached, then the shares will be forfeited. If performance payouts are reached, shares will be rewarded on an interpolated basis between 50% and 200% of the target shares per the Payout Table above. Fractional percentage points will be rounded to nearest % point and fractional shares awarded will be rounded down the nearest whole share.

Measurement Period:	Free Cash Flow will be measured over the Company’s 2015, 2016 and 2017 Fiscal Years.
Vesting / Release Date:	If the Performance Criteria is met, shares will vest or be released on the next business day following the 3rd anniversary of         , 20       . Applicable tax withholding and reporting will be contingent on the Closing Price of Flextronics Stock on the Release Date.
Dividend Value and Stock Splits:	Dividends will be assumed reinvested at the Closing Price on the Vesting Date and all calculations will be adjusted for Stock Splits.
Examples

Maximum Target:

Free Cash Flow during the measurement period:

FY2015:	$850 million
FY2016:	$900 million
FY2017:	$925 million

Cumulative 3-Year Free Cash Flow: $2.675 billion

$2.675 billion is above the 200% Maximum Target so Maximum Payout of 200% or               shares is achieved.

Interpolated Target:

Free Cash Flow during the measurement period:

FY2015:	$675 million
FY2016:	$725 million
FY2017:	$750 million

Cumulative 3-Year Free Cash Flow: $2.150 billion

$2.150 billion is above the Target and below the Maximum so an interpolated Payout of 133% or                   shares is achieved.

Forfeited:

Free Cash Flow during the measurement period:

FY2015:	$400 million
FY2016:	$425 million
FY2017:	$475 million

Cumulative 3-Year Free Cash Flow: $1.300 billion

$1.300 billion is below the Threshold so no Payout is achieved.

1. Grant of RSU Award.

1.1 Grant of RSU Award. Subject to the terms and conditions of the Plan and this Agreement, including any country-specific terms set forth in Exhibit A to this Agreement, the Company hereby grants to the Participant an RSU Award for the number of ordinary shares set forth above under “RSU Award” (the “Shares”).

(a) Performance Criteria. The RSU Award shall vest, and the Shares shall be issuable to the Participant, according to the Performance Criteria set forth above. If application of the Performance Criteria causes vesting of a fractional Share, such Share shall be rounded down to the nearest whole Share. Shares that vest and are issuable pursuant to the Performance Criteria are “Vested Shares.”

(b) Termination of Service. The RSU Award, all of the Company’s obligations and the Participant’s rights under this Agreement, shall terminate on the earlier of the Participant’s Termination Date (as defined in the Plan) or the date when all the Shares that are subject to the RSU Award have been allotted and issued, or forfeited in the case of any portion of the RSU Award that fails to vest; provided, however, that if the Participant has a Termination of Service due to Retirement, then (i) the RSU Award and all rights and obligations hereunder will not terminate and (ii) a pro-rata number of vested Shares shall be issued to the Participant upon the vesting of the RSU Award pursuant to the Performance Criteria, with the number of Shares that vest determined by multiplying the full number of Shares subject to the RSU Award by a fraction, which shall be (x) the number of complete months of continuous service as an Employee from the grant date of the RSU Award to the date of Retirement, divided by (y) the number of months from the grant date to the vesting date; provided, further, that if within twelve months of Retirement, the Participant violates the terms of a non-disclosure agreement with, or other confidentiality obligation owed to, the

Company or any Parent, Subsidiary or Affiliate, then the RSU Award and all of the Company’s obligations and the Participant’s rights under this Agreement shall terminate.

For purposes of this Agreement, “Retirement” shall mean the Participant’s voluntary Termination of Service after the Participant has attained age sixty (60) and completed at least ten (10) years of service as an Employee of the Company or any Parent, Subsidiary or Affiliate.

(c) Allotment and Issuance of Vested Shares. The Company shall allot and issue the Vested Shares as soon as practicable after such Shares have vested pursuant to the Performance Criteria. The Company shall have no obligation to allot and issue, and the Participant will have no right or title to, any Shares, and no Shares will be allotted and issued to the Participant, until satisfaction of the Performance Criteria.

(d) No Obligation to Employ. Nothing in the Plan or this Agreement shall confer on the Participant any right to continue in the employ of, or other relationship with, the Company or any Parent, Subsidiary or Affiliate or limit in any way the right of the Company or any Parent, Subsidiary or Affiliate to terminate the Participant’s employment or service relationship at any time, with or without cause.

(e) Nontransferability of RSU Award. None of the Participant’s rights under this Agreement or under the RSU Award may be transferred in any manner other than by will or by the laws of descent and distribution. Notwithstanding the foregoing, the Participants in the U.S. may transfer or assign the RSU Award to Family Members (as defined in the Plan) through a gift or a domestic relations order (and not in a transfer for value), or as otherwise allowed by the Plan. The terms of this Agreement shall be binding upon the executors, administrators, successors and assigns of the Participant.

(f) Privileges of Share Ownership. The Participant shall not have any of the rights of a shareholder until the Vested Shares are allotted and issued after the applicable vest date.

(g) Interpretation. Any dispute regarding the interpretation of the terms and provisions with respect to the RSU Award and this Agreement shall be submitted by the Participant or the Company to the Committee for review. The resolution of such a dispute by the Committee shall be final and binding on the Company and on the Participant.

1.2 Title to Shares. Title will be provided in the Participant’s individual name on the Company’s records unless the Participant otherwise notifies Stock Administration of an alternative designation in compliance with the terms of this Agreement and applicable laws.

2. Delivery.

2.1 Deliveries by Participant. The Participant hereby delivers to the Company this Agreement.

2.2 Deliveries by the Company. The Company will issue a duly executed share certificate or other documentation evidencing the Vested Shares in the name specified in Section 1.2 above upon vesting, provided the Participant has delivered and executed this Agreement prior to the applicable vesting date and

has remained continuously employed by the Company or a Parent, Subsidiary, or Affiliate through each applicable vesting date.

3. Compliance with Laws and Regulations. The issuance and transfer of the Shares to the Participant shall be subject to and conditioned upon compliance by the Company and the Participant with all applicable requirements of any share exchange or automated quotation system on which the Company’s Ordinary Shares may be listed at the time of such issuance or transfer. The Participant understands that the Company is under no obligation to register or qualify the Shares with the U.S. Securities and Exchange Commission, any state, local or foreign securities commission or any share exchange to effect such compliance.

4. Rights as Shareholder. Subject to the terms and conditions of this Agreement, the Participant will have all of the rights of a shareholder of the Company with respect to the Vested Shares which have been allotted and issued to the Participant until such time as the Participant disposes of such Vested Shares.

5. Stop-Transfer Orders.

5.1 Stop-Transfer Instructions. The Participant agrees that, to ensure compliance with the restrictions imposed by this Agreement, the Company may issue appropriate “stop-transfer” instructions to its transfer agent, if any, and if the Company administers transfers of its own securities, it may make appropriate notations to the same effect in its own records.

5.2 Refusal to Transfer. The Company will not be required (i) to register in its books any Shares that have been sold or otherwise transferred in violation of any of the provisions of this Agreement or (ii) to treat as owner of such Shares, or to accord the right to vote or pay dividends to any Participant or other transferee to whom such Shares have been so transferred.

6. Taxes and Disposition of Shares.

6.1 Tax Obligations.

(a) Regardless of any action the Company or the Participant’s employer (the “Employer”) takes with respect to any or all income tax, social insurance, payroll tax, payment on account or other tax-related items arising out of the Participant’s participation in the Plan and legally applicable to the Participant (“Tax-Related Items”), the Participant acknowledges that the ultimate liability for all Tax-Related Items is and remains the Participant’s responsibility and may exceed the amount actually withheld by the Company and/or the Employer. The Participant further acknowledges that the Company and/or the Employer (a) make no representations or undertakings regarding the treatment of any Tax-Related Items in connection with any aspect of the RSU Award, including but not limited to, the grant, vesting or issuance of Vested Shares underlying the RSU Award, the subsequent sale of Vested Shares acquired upon vesting and the receipt of any dividends; and (b) do not commit and are under no obligation to structure the terms of the grant or any aspect of the RSU Award to reduce or eliminate the Participant’s liability for Tax-Related Items or achieve any particular tax result. Furthermore, if the Participant has become subject to tax in more than one jurisdiction between the Date of Grant and the date of any relevant taxable event, the Participant

acknowledges that the Company and/or the Employer (or former employer, as applicable) may be required to withhold or account for Tax-Related Items in more than one jurisdiction.

(b) Prior to the relevant taxable or tax withholding event, as applicable, the Participant shall pay or make arrangements satisfactory to the Company and/or the Employer to satisfy all Tax-Related Items. In this regard, the Participant authorizes the Company and/or the Employer, or their respective agents, at their discretion, to satisfy the Tax-Related Items by one or a combination of the following (1) withholding from the Participant’s wages or other cash compensation paid to the Participant by the Company, the Employer, or any Parent or Subsidiary of the Company; or (2) withholding from the proceeds of the sale of Vested Shares either through a voluntary sale or through a mandatory sale arranged by the Company (on the Participant’s behalf pursuant to this authorization); or (3) withholding in Shares to be issued at vesting of the RSU Award.

(c) To avoid any negative accounting treatment, the Company may withhold or account for Tax-Related Items by considering applicable minimum statutory withholding amounts or other applicable withholding rates. If the obligation for the Tax-Related Items is satisfied by withholding in Shares, for tax purposes, the Participant is deemed to have been issued the full number of Vested Shares, notwithstanding that a number of Shares are held back solely for the purpose of paying the Tax-Related Items due as a result of the Participant’s participation in the Plan.

(d) The Participant shall pay to the Company or the Employer any amount of Tax-Related Items that the Company or the Employer may be required to withhold or account for as a result of the Participant’s participation in the Plan that cannot be satisfied by the means previously described in this section. The Company may refuse to issue or deliver the Vested Shares or the proceeds from the sale of Shares, if the Participant fails to comply with his or her obligations in connection with the Tax-Related Items.

6.2 Disposition of Shares. Participant hereby agrees that the Participant shall make no disposition of the Shares (other than as permitted by this Agreement) unless and until the Participant shall have complied with all requirements of this Agreement applicable to the disposition of the Shares.

7. Nature of Grant. In accepting the RSU Award, the Participant acknowledges and agrees that:

(a) the Plan is established voluntarily by the Company, is discretionary in nature and may be amended, suspended or terminated by the Company at any time;

(b) the grant of the RSU Award is voluntary and occasional and does not create any contractual or other right to receive future RSU Awards, or benefits in lieu of RSU Awards, even if RSU Awards have been granted repeatedly in the past;

(d) all decisions with respect to future RSU Awards, if any, will be at the sole discretion of the Company;

(e) the Participant’s participation in the Plan is voluntary;

(f) the future value of the Shares underlying the RSU Award is unknown and cannot be predicted with certainty;

(g) no claim or entitlement to compensation or damages shall arise from the forfeiture of the RSU Award resulting from a Termination of Service (for any reason whatsoever and whether or not in breach of local labor laws), and in consideration of the RSU Award to which the Participant is otherwise not entitled, the Participant irrevocably agrees never to institute any claim against the Company and/or the Employer, waives the Participant’s ability, if any, to bring any such claim, and releases the Company and/or the Employer from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the Plan, the Participant shall be deemed irrevocably to have agreed not to pursue such claim and agrees to execute any and all documents necessary to request dismissal or withdrawal of such claims; and

(h) for the Participants residing outside of the U.S.A.:

(A) the RSU Award and any Shares acquired under the Plan are not intended to replace any pension rights or compensation;

(B) the RSU Award is not part of normal or expected compensation or salary for any purposes, including, but not limited to, calculating any severance, resignation, termination, redundancy, end of service payments, dismissal, bonuses, long-service awards, pension or retirement or welfare benefits or similar payments and in no event should be considered as compensation for, or relating in any way to past services for the Employer, the Company or any Parent, Subsidiary or Affiliate; and

(C) in the event of the Participant’s Termination of Service (whether or not in breach of local labor laws), the Participant’s right to vest in the RSU Award under the Plan, if any, will terminate effective as of the date of Termination of Service and; the Committee shall have the exclusive discretion to determine when the Participant is no longer actively providing service for purposes of this RSU Award.

8. No Advice Regarding Grant. The Company is not providing any tax, legal or financial advice, nor is the Company making any recommendations regarding the Participant’s participation in the Plan, or the sale of the Shares acquired upon vesting of the RSU Award. The Participant is hereby advised to consult with his or her own personal tax, legal and financial advisors regarding his or her participation in the Plan before taking any action related to the Plan.

9. Data Privacy.

(a) The Participant hereby explicitly and unambiguously consents to the collection, use and transfer, in electronic or other form, of the Participant’s personal data as described in this Agreement and any other RSU Award materials by and among, as applicable, the Employer, the Company and its Parent, Subsidiaries and Affiliates for the exclusive purpose of implementing, administering and managing the Participant’s participation in the Plan.

(b) The Participant understands that the Company and the Employer may hold certain personal information about the Participant, including, but not limited to, the Participant’s name, home address and telephone number, date of birth, social insurance number or other identification number, salary, nationality, job title, any Shares or directorships held in the Company, details of all RSU Awards or any other entitlement to Shares awarded, canceled, exercised, vested, unvested or outstanding in the Participant’s favor, for the exclusive purpose of implementing, administering and managing the Plan (“Data”).

(c) The Participant understands that Data will be transferred to the Company stock plan service provider as may be selected by the Company in the future, which is assisting the Company with the implementation, administration and management of the Plan. The Participant understands that the recipients of the Data may be located in the United States or elsewhere, and that the recipients’ country (e.g., the United States) may have different data privacy laws and protections from the Participant’s country. The Participant understands that he or she may request a list with the names and addresses of any potential recipients of the Data by contacting his or her local human resources representative. The Participant authorizes the Company, the Company stock plan service provider and any other possible recipients which may assist the Company (presently or in the future) with implementing, administering and managing the Plan to receive, possess, use, retain and transfer the Data, in electronic or other form, for the sole purpose of implementing, administering and managing his or her participation in the Plan. The Participant understands that Data will be held only as long as is necessary to implement, administer and manage the Participant’s participation in the Plan. The Participant understands that he or she may, at any time, view Data, request additional information about the storage and processing of Data, require any necessary amendments to Data or refuse or withdraw the consents herein, in any case without cost, by contacting in writing his or her local human resources representative. The Participant understands, however, that refusing or withdrawing his or her consent may affect the Participant’s ability to participate in the Plan. For more information on the consequences of the Participant’s refusal to consent or withdrawal of consent, the Participant understands that he or she may contact his or her local human resources representative.

10. Successors and Assigns. The Company may assign any of its rights under this Agreement. This Agreement shall be binding upon and inure to the benefit of the successors and assigns of the Company. Subject to the restrictions on transfer set forth in this Agreement and in the Plan, this Agreement will be binding upon the Participant and the Participant’s heirs, executors, administrators, legal representatives, successors and assigns.

11. Governing Law; Venue; Severability. This Agreement shall be governed by and construed in accordance with the internal laws of the State of California as such laws are applied to agreements between California residents entered into and to be performed entirely within California, excluding that body of laws pertaining to conflict of laws. For purposes of litigating any dispute that arises directly or indirectly from the relationship of the parties evidenced by the RSU Award or this Agreement, the parties hereby submit to and consent to the exclusive jurisdiction of the State of California and agree that such litigation shall be conducted only in the courts of Santa Clara County, California, or the federal courts for the United States for the Northern District of California, and no other courts, where this Agreement is made and/or to be performed. If any provision of this Agreement is determined by a court of law to be illegal or unenforceable,

then such provision will be enforced to the maximum extent possible and the other provisions will remain fully effective and enforceable.

12. Notices. Any notice required to be given or delivered to the Company shall be in writing and addressed to the Vice President of Finance of the Company at its corporate offices at 847 Gibraltar Drive, Milpitas, California 95035. Any notice required to be given or delivered to the Participant shall be in writing and addressed to the Participant at the address indicated on the signature page hereto or to such other address as the Participant may designate in writing from time to time to the Company. All notices shall be deemed effectively given upon personal delivery, three (3) days after deposit in the United States mail by certified or registered mail (return receipt requested), one (1) business day after its deposit with any return receipt express courier (prepaid), or one (1) business day after transmission by facsimile.

13. Headings. The captions and headings of this Agreement are included for ease of reference only and will be disregarded in interpreting or construing this Agreement. All references herein to Sections will refer to Sections of this Agreement.

14. Language. If the Participant has received this Agreement or any other document related to the Plan translated into a language other than English and if the meaning of the translated version is different from the English version, the English version will control.

15. Electronic Delivery. The Company may, in its sole discretion, decide to deliver any documents related to current or future participation in the Plan by electronic means. The Participant hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system established and maintained by the Company or a third party designated by the Company.

16. Exhibit A. Notwithstanding any provision in this Agreement to the contrary, the RSU Award shall be subject to any special terms and provisions as set forth in Exhibit A to this Agreement for the Participant’s country. Moreover, if the Participant relocates to one of the countries included in Exhibit A, the special terms and conditions for such country will apply to the Participant, to the extent the Company determines that the application of such terms and conditions is necessary or advisable in order to comply with local law or facilitate the administration of the Plan. Exhibit A constitutes part of this Agreement.

17. Code Section 409A. With respect to U.S. taxpayers, it is intended that the terms of the RSU Award will comply with the provisions of Section 409A of the Code and the Treasury Regulations relating thereto so as not to subject the Participant to the payment of additional taxes and interest under Section 409A of the Code, and this Agreement will be interpreted, operated and administered in a manner that is consistent with this intent. In furtherance of this intent, the Committee may adopt such amendments to this Agreement or adopt other policies and procedures (including amendments, policies and procedures with retroactive effect), or take any other actions, in each case, without the consent of the Participant, that the Committee determines are reasonable, necessary or appropriate to comply with the requirements of Section 409A of the Code and related U.S. Department of Treasury guidance. In that light, the Company makes no representation or covenant to ensure that the RSU Awards that are intended to be exempt from, or compliant with,

Section 409A of the Code are not so exempt or compliant or for any action taken by the Committee with respect thereto.

18. Imposition of Other Requirements. The Company reserves the right to impose other requirements on the Participant’s participation in the Plan, on the RSU Award and on any Shares acquired under the Plan, to the extent the Company determines it is necessary or advisable in order to comply with local law or facilitate the administration of the Plan, and to require the Participant to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing.

19. Entire Agreement. The Plan and this Agreement, together with all its Exhibits, constitute the entire agreement and understanding of the parties with respect to the subject matter of this Agreement, and supersede all prior understandings and agreements, whether oral or written, between the parties hereto with respect to the specific subject matter hereof.

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the Effective Date.

FLEXTRONICS INTERNATIONAL LTD.		PARTICIPANT
By:		By:
	Name:		Name:
	Title:		Address:

FLEXTRONICS INTERNATIONAL LTD. 2010 EQUITY INCENTIVE PLAN

EXHIBIT A TO THE
RESTRICTED SHARE UNIT AWARD AGREEMENT
FOR NON-U.S. PARTICIPANTS

Terms and Conditions

This Exhibit A includes additional terms and conditions that govern the RSU Award granted to the Participant under the Plan if the Participant resides in one of the countries listed below. Certain capitalized terms used but not defined in this Exhibit A have the meanings set forth in the Plan and/or the Agreement.

Notifications

This Exhibit A also includes information regarding exchange controls and certain other issues of which the Participant should be aware with respect to his or her participation in the Plan. The information is based on the securities, exchange control and other laws in effect in the respective countries as of July 2010. Such laws are often complex and change frequently. As a result, the Company strongly recommends that the Participant not rely on the information in this Exhibit A as the only source of information relating to the consequences of the Participant’s participation in the Plan because the information may be out of date at the time that the RSU Award vests and Shares are issued to the Participant or the Participant sells Shares acquired upon vesting of the RSU Award under the Plan.

In addition, the information contained herein is general in nature and may not apply to the Participant’s particular situation, and the Company is not in a position to assure the Participant of a particular result. Accordingly, the Participant is advised to seek appropriate professional advice as to how the relevant laws in the Participant’s country may apply to his or her situation.

Finally, if the Participant is a citizen or resident of a country other than the one in which he or she is currently working or transfers employment after the Date of Grant, the information contained herein may not be applicable to the Participant.

AUSTRIA

Notifications

Exchange Control Information. If the Participant holds Shares acquired under the Plan outside of Austria, the Participant must submit a report to the Austrian National Bank. An exemption applies if the value of the shares as of any given quarter does not exceed €30,000,000 or as of December 31 does not exceed €5,000,000. If the former threshold is exceeded, quarterly obligations are imposed, whereas if the latter threshold is exceeded, annual reports must be given. The annual reporting date is December 31 and the deadline for filing the annual report is March 31 of the following year.

When the Participant sells Vested Shares issued under the Plan, there may be exchange control obligations if the cash received is held outside Austria. If the transaction volume of all the Participant’s accounts abroad exceeds €3,000,000, the movements and balances of all accounts must be reported monthly, as of the last day of the month, on or before the fifteenth day of the following month.

Consumer Protection Information. To the extent that the provisions of the Austrian Consumer Protection Act are applicable to the Agreement and the Plan, the Participant may be entitled to revoke his or her acceptance of the Agreement if the conditions listed below are met:

(i) If the Participant accepts the RSU Award outside of the business premises of the Company, the Participant may be entitled to revoke his or her acceptance of the Agreement, provided the revocation is made within one week after the Participant accepts the Agreement.

(ii) The revocation must be in written form to be valid. It is sufficient if the Participant returns the Agreement to the Company or the Company’s representative with language that can be understood as the Participant’s refusal to conclude or honor the Agreement, provided the revocation is sent within the period set forth above.

BRAZIL

Notifications

Compliance with Law. By accepting the RSU Award, the Participant acknowledges his or her agreement to comply with applicable Brazilian laws and to pay any and all applicable taxes associated with the RSU Award, the receipt of any dividends, and the sale of Vested Shares issued under the Plan.

Exchange Control Information. If the Participant is a resident or domiciled in Brazil, he or she will be required to submit an annual declaration of assets and rights held outside of Brazil to the Central Bank of Brazil if the aggregate value of such assets and rights is equal to or greater than US$100,000 (approximately BRL175,950 as of July 2010). Foreign individuals holding Brazilian visas are considered Brazilian residents for purposes of this reporting requirement and must declare at least the assets held abroad that were acquired subsequent to the Participant’s date of admittance as a resident of Brazil. Assets and rights that must be reported include Shares issued upon vesting of the RSU Award under the Plan.

CANADA

Terms and Conditions

French Language Provision. The following provision will apply if the Participant is a resident of Quebec:

The parties acknowledge that it is their express wish that the Agreement, as well as all documents, notices and legal proceedings entered into, given or instituted pursuant hereto or relating directly or indirectly hereto, be drawn up in English.

Les parties reconnaissent avoir exigé la rédaction en anglais de cette convention, ainsi que de tous documents, avis et procédures judiciaires, exécutés, donnés ou intentés en vertu de, ou liés directement ou indirectement à, la présente convention.

Termination of Service. This provision supplements Section 1.1(c) of the Agreement:

In the event of involuntary Termination of Service (whether or not in breach of local labor laws), the Participant’s right to receive and vest in the RSU Award under the Plan, if any, will terminate effective as of the date that is the earlier of: (1) the date the Participant receives notice of Termination of Service from the Company or the Employer, or (2) the date the Participant is no longer actively providing service by the Company or his or her Employer regardless of any notice period or period of pay in lieu of such notice required under local law (including, but not limited to, statutory law, regulatory law and/or common law); the Committee shall have the exclusive discretion to determine when the Participant no longer actively providing service for purposes of the RSU Award.

Data Privacy. This provision supplements Section 9 of the Agreement:

The Participant hereby authorizes the Company and the Company’s representatives to discuss with and obtain all relevant information from all personnel, professional or not, involved in the administration and operation of the Plan. The Participant further authorizes the Company, any Parent, Subsidiary or Affiliate and the Committee to disclose and discuss the Plan with their advisors. The Participant further authorizes the Company and any Parent, Subsidiary or Affiliate to record such information and to keep such information in the Participant’s employee file.

Notifications

Grant of RSU Award. The RSU Award does not constitute compensation nor is in any way related to the Participant’s past services and/or employment to the Company, the Employer, and/or a Parent, Subsidiary or Affiliate of the Company.

CHINA

Terms and Conditions

Issuance of Vested Shares and Sale of Shares. This provision supplements Section 1.1(d) of the Agreement:

Due to local regulatory requirements, upon the vesting of the RSU Award, the Participant agrees to the immediate sale of any Vested Shares to be issued to the Participant upon vesting and settlement of the RSU Award. The Participant further agrees that the Company is authorized to instruct its designated broker to assist with the mandatory sale of such Vested Shares (on the Participant’s behalf pursuant to this authorization) and the Participant expressly authorizes the Company’s designated broker to complete the sale of such Vested Shares. The Participant acknowledges that the Company’s designated broker is under no obligation to arrange for the sale of the Vested Shares at any particular price. Upon the sale of the Vested

Shares, the Company agrees to pay the Participant the cash proceeds from the sale, less any brokerage fees or commissions and subject to any obligation to satisfy Tax-Related Items.

Exchange Control Requirements. The Participant understands and agrees that, pursuant to local exchange control requirements, the Participant will be required to immediately repatriate the cash proceeds from the sale of Vested Shares underlying the RSU Award to China. The Participant further understands that, under local law, such repatriation of his or her cash proceeds may need to be effectuated through a special exchange control account established by the Company, any Parent, Subsidiary, Affiliate or the Employer, and the Participant hereby consents and agrees that any proceeds from the sale of Vested Shares may be transferred to such special account prior to being delivered to the Participant. The Company is under no obligation to secure any exchange conversion rate, and the Company may face delays in converting the proceeds to local currency due to exchange control restrictions in China. The Participant agrees to bear any currency fluctuation risk between the time the Vested Shares are sold and the time the sale proceeds are distributed through any such special exchange account. The Participant further agrees to comply with any other requirements that may be imposed by the Company in the future in order to facilitate compliance with exchange control requirements in China. These requirements will not apply to non-PRC citizens.

CZECH REPUBLIC

Notifications

Exchange Control Information. Upon request of the Czech National Bank, the Participant may need to file a notification within 15 days of the end of the calendar quarter in which he or she acquires Shares pursuant to the Plan.

DENMARK

Notifications

Danish Stock Options Act. The Participant will receive an Employer Statement pursuant to the Danish Act on Stock Options.

Exchange Control/Tax Reporting Information. If the Participant holds Shares acquired under the Plan in a brokerage account with a broker or bank outside Denmark, the Participant is required to inform the Danish Tax Administration about the account. For this purpose, the Participant must file a Form V (Erklaering V) with the Danish Tax Administration. The Form V must be signed both by the Participant and by the applicable broker or bank where the account is held. By signing the Form V, the broker or bank undertakes to forward information to the Danish Tax Administration concerning the Vested Shares in the account without further request each year. By signing the Form V, the Participant authorizes the Danish Tax Administration to examine the account. A sample of the Form V can be found at the following website: www.skat.dk.

In addition, if the Participant opens a brokerage account (or a deposit account with a U.S. bank) for the purpose of holding cash outside Denmark, the Participant is also required to inform the Danish Tax

Administration about this account. To do so, the Participant must also file a Form K (Erklaering K) with the Danish Tax Administration. The Form K must be signed both by the Participant and by the applicable broker or bank where the account is held. By signing the Form K, the broker/bank undertakes an obligation, without further request each year, to forward information to the Danish Tax Administration concerning the content of the account. By signing the Form K, the Participant authorizes the Danish Tax Administration to examine the account. A sample of Form K can be found at the following website: www.skat.dk.

FINLAND

There are no country specific provisions.

FRANCE

Term and Conditions

Language Consent. By accepting the RSU Award, the Participant confirms having read and understood the documents relating to this grant (the Plan, the Agreement and this Exhibit A) which were provided in English language. The Participant accepts the terms of those documents accordingly.

En acceptant l’attribution, vous confirmez ainsi avoir lu et compris les documents relatifs à cette attribution (le Plan, le contrat et cette Annexe) qui ont été communiqués en langue anglaise. Vous acceptez les termes en connaissance de cause.

GERMANY

Notifications

Exchange Control Information. Cross-border payments in excess of €12,500 must be reported monthly to the German Federal Bank. If the Participant uses a German bank to effect a cross-border payment in excess of €12,500 in connection with the sale of Shares acquired under the Plan, the bank will make the report for the Participant. In addition, the Participant must report any receivables or payables or debts in foreign currency exceeding an amount of €5,000,000 on a monthly basis. Finally, the Participant must report Shares on an annual basis that exceeds 10% of the total voting capital of the Company.

HONG KONG

Terms and Conditions

Warning: The RSU Award and Shares acquired upon vesting of the RSU Award do not constitute a public offering of securities under Hong Kong law and are available only to employees of the Company, its Parent, Subsidiary or Affiliates. The Agreement, including this Exhibit A, the Plan and other incidental communication materials have not been prepared in accordance with and are not intended to constitute a “prospectus” for a public offering of securities under the applicable securities legislation in Hong Kong. Nor have the documents been reviewed by any regulatory authority in Hong Kong. The RSU Award is intended only for the personal use of each eligible Employee of the Employer, the Company or any Parent,

Subsidiary or Affiliate and may not be distributed to any other person. If the Participant is in any doubt about any of the contents of the Agreement, including this Exhibit A, or the Plan, the Participant should obtain independent professional advice.

Sale Restriction. Notwithstanding anything contrary in the Notice, the Agreement or the Plan, in the event the Participant’s RSU Award vests such that Vested Shares are issued to the Participant or his or her heirs and representatives within six months of the Date of Grant, the Participant agrees that the Participant or his or her heirs and representatives will not dispose of any Vested Shares acquired prior to the six-month anniversary of the Date of Grant.

Notifications

Nature of Scheme. The Company specifically intends that the Plan will not be an occupational retirement scheme for purposes of the Occupational Retirement Schemes Ordinance.

HUNGARY

There are no country specific provisions.

INDIA

Notifications

Exchange Control Information. The Participant must repatriate the proceeds from the sale of Vested Shares acquired under the Plan within 90 days after receipt. The Participant must maintain the foreign inward remittance certificate received from the bank where the foreign currency is deposited in the event that the Reserve Bank of India or the Employer requests proof of repatriation. It is the Participant’s responsibility to comply with applicable exchange control laws in India.

IRELAND

Notifications

Director Notification Obligation. Directors, shadow directors and secretaries of the Company’s Irish Subsidiary or Affiliate are subject to certain notification requirements under the Irish Companies Act. Directors, shadow directors and secretaries must notify the Irish Subsidiary or Affiliate in writing of their interest in the Company and the number and class of Shares or rights to which the interest relates within five days of the issuance or disposal of Shares or within five days of becoming aware of the event giving rise to the notification. This disclosure requirement also applies to any rights or Shares acquired by the director’s spouse or children (under the age of 18).

ISRAEL

There are no country specific provisions.

ITALY

Terms and Conditions

Data Privacy. This provision replaces Section 9 of the Agreement:

The Participant understands that the Company and the Employer as the Privacy Representative of the Company in Italy, may hold certain personal information about the Participant, including, but not limited to, the Participant’s name, home address and telephone number, date of birth, social insurance or other identification number, salary, nationality, job title, any Shares or directorships held in the Company or any Parent, Subsidiary or Affiliate, details of all RSU Awards or any other entitlement to Shares awarded, canceled, exercised, vested, unvested or outstanding in the Participant’s favor, and that the Company and the Employer will process said data and other data lawfully received from third party (“Personal Data”) for the exclusive purpose of managing and administering the Plan and complying with applicable laws, regulations and Community legislation. The Participant also understands that providing the Company with Personal Data is mandatory for compliance with laws and is necessary for the performance of the Plan and that the Participant’s denial to provide Personal Data would make it impossible for the Company to perform its contractual obligations and may affect the Participant’s ability to participate in the Plan. The Participant understands that Personal Data will not be publicized, but it may be accessible by the Employer as the Privacy Representative of the Company and within the Employer’s organization by its internal and external personnel in charge of processing, and by the data Processor, if appointed. The updated list of Processors and of the subjects to which Data are communicated will remain available upon request at the Employer. Furthermore, Personal Data may be transferred to banks, other financial institutions or brokers involved in the management and administration of the Plan. The Participant understands that Personal Data may also be transferred to the independent registered public accounting firm engaged by the Company, and also to the legitimate addressees under applicable laws. The Participant further understands that the Company and any Parent, Subsidiary or Affiliate will transfer Personal Data amongst themselves as necessary for the purpose of implementation, administration and management of the Participant’s participation in the Plan, and that the Company and any Parent, Subsidiary or Affiliate may each further transfer Personal Data to third parties assisting the Company in the implementation, administration and management of the Plan, including any requisite transfer of Personal Data to a broker or other third party with whom the Participant may elect to deposit any Vested Shares acquired under the Plan or any proceeds from the sale of such Shares. Such recipients may receive, possess, use, retain and transfer Personal Data in electronic or other form, for the purposes of implementing, administering and managing the Participant’s participation in the Plan. The Participant understands that these recipients may be acting as Controllers, Processors or persons in charge of processing, as the case may be, according to applicable privacy laws, and that they may be located in or outside the European Economic Area, such as in the United States or elsewhere, in countries that do not provide an adequate level of data protection as intended under Italian privacy law.

Should the Company exercise its discretion in suspending all necessary legal obligations connected with the management and administration of the Plan, it will delete Personal Data as soon as it has

accomplished all the necessary legal obligations connected with the management and administration of the Plan.

The Participant understands that Personal Data processing related to the purposes specified above shall take place under automated or non-automated conditions, anonymously when possible, that comply with the purposes for which Personal Data is collected and with confidentiality and security provisions as set forth by applicable laws and regulations, with specific reference to Legislative Decree no. 196/2003.

The processing activity, including communication, the transfer of Personal Data abroad, including outside of the European Economic Area, as specified herein and pursuant to applicable laws and regulations, does not require the Participant’s consent thereto as the processing is necessary to performance of law and contractual obligations related to implementation, administration and management of the Plan. The Participant understands that, pursuant to section 7 of the Legislative Decree no. 196/2003, he or she has the right at any moment to, including, but not limited to, obtain confirmation that Personal Data exists or not, access, verify its contents, origin and accuracy, delete, update, integrate, correct, blocked or stop, for legitimate reason, the Personal Data processing. To exercise privacy rights, the Participant should contact the Employer. Furthermore, the Participant is aware that Personal Data will not be used for direct marketing purposes. In addition, Personal Data provided can be reviewed and questions or complaints can be addressed by contacting the Participant’s human resources department.

Plan Document Acknowledgement. The Participant acknowledges that the Participant has read and specifically and expressly approves the following sections of the Agreement: Section 1: Grant of RSU Award; Section 2: Delivery; Section 3: Compliance with Laws and Regulations; Section 4: Rights as Shareholder; Section 5: Stop-Transfer Orders; Section 6: Taxes and Disposition of Shares; Section 7: Nature of Grant; Section 8: No advice Regarding Grant; Section 11: Governing Law; Venue; Section 15: Electronic Delivery; Section 16: Exhibit A; Section 18: Imposition of Other Requirements; and the Data Privacy section of this Exhibit A.

Notifications

Exchange Control Information. To participate in the Plan, the Participant must comply with exchange control regulations in Italy. The Participant is required to report in his or her annual tax return: (a) any transfers of cash or Vested Shares to or from Italy exceeding €10,000; (b) any foreign investments or investments held outside of Italy at the end of the calendar year exceeding €10,000 if such investments (Vested Shares) that may give rise to taxable income in Italy that combined with other foreign assets exceeds €10,000; and (c) the amount of the transfers to and from Italy which have had an impact during the calendar year on the Participant’s foreign investments or investments held outside of Italy. The Participant may be exempt from the requirement in (a) if the transfer or investment is made through an authorized broker resident in Italy, as the broker will generally comply with the reporting obligation on his or her behalf.

JAPAN

There are no country specific provisions.

KOREA

Notifications

Exchange Control Information. If the Participant realizes US$500,000 (approximately KRW 601,975,000 as of July 2010) or more from the sale of Shares, Korean exchange laws require the Participant to repatriate the proceeds to Korea within eighteen months of the sale.

MALAYSIA

Notifications

Malaysian Insider Trading Notification. The Participant should be aware of the Malaysian insider-trading rules, which may impact his or her acquisition or disposal of Shares or rights to Shares under the Plan. Under the Malaysian insider-trading rules, the Participant is prohibited from selling Shares when he or she is in possession of information which is not generally available and which he or she knows or should know will have a material effect on the value of the Shares once such information is generally available.

Director Notification Obligation. If the Participant is a director of the Company’s Malaysian Subsidiary, he or she is subject to certain notification requirements under the Malaysian Companies Act. Among these requirements is an obligation to notify the Malaysian Subsidiary in writing when the Participant receives or disposes of an interest (e.g., RSU Award, Shares) in the Company or any related company. Such notifications must be made within 14 days of receiving or disposing of any interest in the Company or any related company.

MEXICO

Terms and Conditions

No Entitlement for Claims or Compensation. The following section supplements Section 7 of the Agreement:

Modification. By accepting the RSU Award, the Participant understands and agrees that any modification of the Plan or the Agreement or its termination shall not constitute a change or impairment of the terms and conditions of employment.

Policy Statement. The RSU Award grant the Company is making under the Plan is unilateral and discretionary and, therefore, the Company reserves the absolute right to amend it and discontinue it at any time without any liability.

The Company, with registered offices at One Marina Boulevard, #28-00, Singapore 018989, is solely responsible for the administration of the Plan, and participation in the Plan and the grant of the RSU Award do not, in any way, establish an employment relationship between the Participant and the Company since he

or she is participating in the Plan on a wholly commercial basis and the sole employer is Availmed Servicios S.A. de C.V., Grupo Flextronics S.A. de C.V., Flextronics Servicios Guadalajara S.A. de C.V., Flextronics Servicios Mexico S. de R.L. de C.V. and Flextronics Aguascalientes Servicios S.A. de C.V., nor does it establish any rights between the Participant and the Employer.

Plan Document Acknowledgment. By accepting the RSU Award, the Participant acknowledges that he or she has received copies of the Plan, has reviewed the Plan and the Agreement in their entirety, and fully understands and accepts all provisions of the Plan and the Agreement.

In addition, the Participant further acknowledges that he or she has read and specifically and expressly approves the terms and conditions in the Nature of Grant section of the Agreement, in which the following is clearly described and established: (i) participation in the Plan does not constitute an acquired right; (ii) the Plan and participation in the Plan is offered by the Company on a wholly discretionary basis; (iii) participation in the Plan is voluntary; and (iv) the Company and any Parent, Subsidiary or Affiliates are not responsible for any decrease in the value of the Shares acquired upon vesting of the RSU Award.

Finally, the Participant hereby declares that he or she does not reserve any action or right to bring any claim against the Company for any compensation or damages as a result of his or her participation in the Plan and therefore grants a full and broad release to the Employer, the Company and any Parent, Subsidiary or Affiliates with respect to any claim that may arise under the Plan.

Spanish Translation

Condiciones y duración

Sin derecho a reclamo o compensación: La siguiente sección complementa la sección 7 de este Acuerdo:

Modificación: Al aceptar el Otorgamiento de Acciones por Bonificación, el Participante entiende y acuerda que cualquier modificación del Plan o del Acuerdo o su extinción, no constituirá un cambio o disminución de los términos y condiciones de empleo.

Declaración de Política: El Otorgamiento de Acciones por Bonificación por parte de la Compañía es efectuada bajo el Plan en forma unilateral y discrecional y por lo tanto, la Compañía se reserva el derecho absoluto de modificar y discontinuar el Otorgamiento de Acciones en cualquier momento sin responsabilidad alguna hacia la Compañía.

La Compañía, con oficinas registradas en One Marina Boulevard, #28-00, Singapore 018989 es la única responsable de la administración de los Planes y de la participación en los mismos y el otorgamamiento de el Otorgamiento de Acciones por Bonificación no establece de forma alguna una relación de trabajo entre el Participante y la Compañía, ya que su participación en el Plan es completamente comercial y el único empleador es Availmed Servicios S.A. de C.V., Grupo Flextronics S.A. de C.V., Flextronics Servicios Guadalajara S.A. de C.V., Flextronics Servicios Mexico S. de R.L. de C.V. and Flextronics Aguascalientes, así como tampoco establece ningún derecho entre el Participante y el Empleador.

Reconocimiento del Documento del Plan. Al aceptar la el Otorgamiento de Acciones por Bonificación, el Participante reconoce que ha recibido copias de los Planes, ha revisado los mismos, al igual que la totalidad del Acuerdo y, que ha entendido y aceptado completamente todas las disposiciones contenidas en los Planes y en el Acuerdo.

Además, el Partcipante reconoce que ha leído, y que aprueba específica y expresamente los términos y condiciones contenidos en la sección Naturaleza del Orotgamiento en el cual se encuentra claramente descripto y establecido lo siguiente: (i) la participación en los Planes no constituye un derecho adquirido; (ii) los Planes y la participación en los mismos es ofrecida por la Compañía de forma enteramente discrecional; (iii) la participación en los Planes es voluntaria; y (iv) la Compañía, así como su Sociedad controlante, Subsidiaria o Filiales no son responsables por cualquier disminución en el valor de las Acciones adquiridas a través del conferimiento del Otorgamiento de Acciones por Bonificación.

Finalmente, el Partcipante declara que no se reserva ninguna acción o derecho para interponer una demanda en contra de la Compañía por compensación, daño o perjuicio alguno como resultado de su participación en el Plan y, en consecuencia, otorga el más amplio finiquito al Empleador, así como a la Compañía, a su Sociedad controlante, Subsidiaria o Filiales con respecto a cualquier demanda que pudiera originarse en virtud de los Planes.

NETHERLANDS

Notifications

Securities Law Information. The Participant should be aware of the Dutch insider-trading rules, which may impact the sale of Shares acquired under the Plan. In particular, the Participant may be prohibited from effectuating certain transactions if the Participant has inside information about the Company.

Under Article 5:56 of the Dutch Financial Supervision Act, anyone who has “insider information” related to an issuing company is prohibited from effectuating a transaction in securities in or from the Netherlands. “Inside information” is defined as knowledge of specific information concerning the issuing company to which the securities relate or the trade in securities issued by such company, which has not been made public and which, if published, would reasonably be expected to affect the share price, regardless of the development of the price. The insider could be any Employee in the Netherlands who has inside information as described herein.

Given the broad scope of the definition of inside information, certain Employees working at a Parent, Subsidiary or Affiliate in the Netherlands may have inside information and, thus, would be prohibited from effectuating a transaction in securities in the Netherlands at a time when the Participant has such inside information.

If the Participant is uncertain whether the insider-trading rules apply to him or her, he or she should consult his or her personal legal advisor.

NORWAY

There are no country specific provisions.

POLAND

Terms and Conditions

Restriction on Type of Shares Issued. Due to tax regulations in Poland, as necessary, the Participant’s Vested Shares will be settled in newly issued Shares only. Treasury Shares will not be used to satisfy the RSU Award upon vesting.

ROMANIA

Notifications

Exchange Control Information. If the Participant remits foreign currency into or out of Romania (e.g., the proceeds from the sale of his or her Vested Shares), the Participant may have to provide the Romanian bank assisting with the transaction with appropriate documentation explaining the source of the income. The Participant should consult his or her personal legal advisor to determine whether the Participant will be required to submit such documentation to the Romanian bank.

SINGAPORE

Notifications

Securities Law Information. The RSU Award is being granted to the Participant pursuant to the “Qualifying Person” exemption under section 273(1)(f) of the Singapore Securities and Futures Act (Chapter 289, 2006 Ed.) (“SFA”). The Plan have not been lodged or registered as a prospectus with the Monetary Authority of Singapore. The Participant should note that the RSU Award is subject to section 257 of the SFA and the Participant will not be able to make any subsequent sale in Singapore of the Shares acquired under the Plan, or any offer of such subsequent sale of the Shares acquired under the Plan unless such sale or offer in Singapore is made pursuant to the exemptions under Part XIII Division (1) Subdivision (4) (other than section 280) of the SFA (Cap 289, 2006 Ed.).

Director Notification Obligation. If the Participant is a director, associate director or shadow director of the Company or a Singapore Subsidiary or Affiliate, the Participant is subject to certain notification requirements under the Singapore Companies Act. Among these requirements is an obligation to notify the Company or the Singaporean Subsidiary or Affiliate in writing when the Participant receives an interest (e.g., RSU Award, Shares) in the Company or any related companies. Please contact the Company to obtain a copy of the notification form. In addition, the Participant must notify the Company or the Singapore Subsidiary or Affiliate when the Participant sells Shares of the Company or any related company (including when the Participant sell Shares acquired under the Plan). These notifications must be made within two days of acquiring or disposing of any interest in the Company or any related company. In addition, a notification must be made of the Participant’s interests in the Company or any related company within two days of becoming a director.

SLOVAK REPUBLIC

There are no country specific provisions.

SOUTH AFRICA

Terms and Conditions

Tax Obligations. The following provision supplements Section 6.1 of the Agreement:

By accepting the RSU Award, the Participant agrees to notify the Employer of the amount of any gain realized at vesting and settlement of the RSU Award. If the Participant fails to advise the Employer of the gain realized at vesting and settlement of the RSU Award, he or she may be liable for a fine.

Notifications

Exchange Control Information. The Participant should consult his or her personal advisor to ensure compliance with applicable exchange control regulations in South Africa, as such regulations are subject to frequent change. The Participant is solely responsible for complying with all exchange control laws in South Africa, and neither the Company nor the Employer will be liable for any fines or penalties resulting from the Participant’s failure to comply with South African exchange control laws.

SWEDEN

There are no country specific provisions.

SWITZERLAND

Notifications

Securities Law Information. The RSU Award is considered a private offering in Switzerland; therefore, it is not subject to registration.

TAIWAN

Notifications

Exchange Control Information. The Participant may acquire and remit foreign currency (including proceeds from the sale of Shares) into and out of Taiwan up to US$5,000,000 (approximately TWD 160,580,024 as of July 2010) per year. If the transaction amount is TWD 500,000 or more in a single transaction, the Participant must submit a Foreign Exchange Transaction Form and also provide supporting documentation to the satisfaction of the remitting bank.

TURKEY

Notifications

Securities Law Information. Under Turkish law, the Participant is not permitted to sell the Shares acquired under the Plan in Turkey.

UNITED KINGDOM

Terms and Conditions

Tax Obligations. The following provisions supplement Section 6.1 of the Agreement:

The Participant agrees that, if Participant does not pay or the Employer or the Company does not withhold from the Participant the full amount of Tax-Related Items that the Participant owes at vesting/settlement of the RSU Award, or the release or assignment of the RSU Award for consideration, or the receipt of any other benefit in connection with the RSU Award (the “Taxable Event”) within 90 days after the Taxable Event, or such other period specified in section 222(1)(c) of the U.K. Income Tax (Earnings and Pensions) Act 2003, then the amount that should have been withheld shall constitute a loan owed by the Participant to the Employer, effective 90 days after the Taxable Event. The Participant agrees that the loan will bear interest at the HMRC’s official rate and will be immediately due and repayable by the Participant, and the Company and/or the Employer may recover it at any time thereafter by withholding the funds from salary, bonus or any other funds due to the Participant by the Employer, by withholding in Shares issued upon vesting of the RSU Award or from the cash proceeds from the sale of Vested Shares or by demanding cash or a check from the Participant. The Participant also authorizes the Company to delay the issuance of any Vested Shares unless and until the loan is repaid in full.

Notwithstanding the foregoing, if the Participant is an officer or executive director (as within the meaning of section 13(k) of the U.S. Securities and Exchange Act of 1934, as amended), the terms of the immediately foregoing provision will not apply. In the event that the Participant is an officer or executive director and Tax-Related Items are not collected from or paid by Participant within 90 days of the Taxable Event, the amount of any uncollected Tax-Related Items may constitute a benefit to the Participant on which additional income tax and National Insurance Contributions may be payable. The Participant acknowledges that the Company or the Employer may recover any such additional income tax and National Insurance Contributions at any time thereafter by any of the means referred to in Section 6.1 Agreement, although the Participant acknowledges that he/she ultimately will be responsible for reporting any income tax or National Insurance Contributions due on this additional benefit directly to the HMRC under the self-assessment regime.

National Insurance Contributions Acknowledgment. As a condition of participation in the Plan and the vesting of the RSU Award, the Participant agrees to accept any liability for secondary Class 1 National Insurance Contributions which may be payable by the Company and/or the Employer in connection with the RSU Award and any event giving rise to Tax-Related Items (the “Employer NICs”). To accomplish the foregoing, the Participant agrees to execute a joint election with the Company, the form of such joint election being formally approved by HMRC (the “Joint Election”), and any other required consent or

election. The Participant further agrees to execute such other joint elections as may be required between the Participant and any successor to the Company and/or the Employer. The Participant further agrees that the Company and/or the Employer may collect the Employer NICs from the Participant by any of the means set forth in Section 6.1 of the Agreement.

If the Participant does not enter into a Joint Election prior to vesting of the RSU Award or if approval of the Joint Election has been withdrawn by HMRC, the RSU Award shall become null and void without any liability to the Company and/or the Employer and the Company may choose not to issue or deliver Shares upon vesting of the RSU Award.

EX-15.01

Exhibit 15.01

LETTER IN LIEU OF CONSENT OF DELOITTE & TOUCHE LLP

October 30, 2014

Flextronics International Ltd.
2 Changi South Lane
Singapore 486123

We have reviewed, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the unaudited interim financial information of Flextronics International Ltd. and subsidiaries for the periods ended September 26, 2014 and September 27, 2013, and have issued our report dated October 30, 2014. As indicated in such report, because we did not perform an audit, we expressed no opinion on that information.

We are aware that our report referred to above, which is included in your Quarterly Report on Form 10-Q for the quarter ended September 26, 2014, is incorporated by reference in Registration Statement Nos. 333-189496 on Form S-4, 333-130253, 333-121814, 333-120291, 333-118499, 333-70492, 333-68238, 333-60968, 333-56230, 333-55530, 333-46200, and 333-41646 on Form S-3 and 333-157210, 333-146549, 333-146548, 333-143331, 333-143330, 333-55850, 333-34016, 333-95189, 333-71049, 333-42255, 333-126419, 333-121302, 333-120056, 333-119387, 333-103189, 333-75526, and 333-170710 on Form S-8.

We also are aware that the aforementioned report, pursuant to Rule 436(c) under the Securities Act of 1933, is not considered a part of the Registration Statement prepared or certified by an accountant or a report prepared or certified by an accountant within the meaning of Sections 7 and 11 of that Act.

/s/ DELOITTE & TOUCHE LLP

San Jose, California

EX-31.01

EXHIBIT 31.01

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO

SECTION 302

OF THE SARBANES-OXLEY ACT OF 2002

I, Michael M. McNamara, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Flextronics International Ltd.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:  October 30, 2014

/s/ Michael M. McNamara

Michael M. McNamara

Chief Executive Officer

EX-31.02

EXHIBIT 31.02

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO

SECTION 302

OF THE SARBANES-OXLEY ACT OF 2002

I, Christopher Collier, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Flextronics International Ltd.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:  October 30, 2014

/s/ Christopher Collier

Christopher Collier

Chief Financial Officer

EX-32.01

EXHIBIT 32.01

CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

I, Michael M. McNamara, Chief Executive Officer of Flextronics International Ltd. (the “Company”), hereby certify to the best of my knowledge, pursuant to 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

·the Quarterly Report on Form 10-Q of the Company for the period ended September 26, 2014, as filed with the Securities and Exchange Commission (the “Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

·the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:  October 30, 2014

/s/ Michael M. McNamara

Michael M. McNamara

Chief Executive Officer

(Principal Executive Officer)

A signed original of this written statement required by Section 906 has been provided to Flextronics International Ltd. and will be retained by it and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.02

EXHIBIT 32.02

CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

I, Christopher Collier, Chief Financial Officer of Flextronics International Ltd. (the “Company”), hereby certify to the best of my knowledge, pursuant to 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

·the Quarterly Report on Form 10-Q of the Company for the period ended September 26, 2014, as filed with the Securities and Exchange Commission (the “Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

·the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:  October 30, 2014

/s/ Christopher Collier

Christopher Collier

Chief Financial Officer

(Principal Financial Officer)

A signed original of this written statement required by Section 906 has been provided to Flextronics International Ltd. and will be retained by it and furnished to the Securities and Exchange Commission or its staff upon request.

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EARNINGS PER SHARE (Details 2) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
Options
Anti-diluted securities excluded from the computation of diluted earnings per share
Ordinary shares excluded from the computation of diluted earnings per share	7.0	18.1	12.1	18.7
Share bonus awards
Anti-diluted securities excluded from the computation of diluted earnings per share
Ordinary shares excluded from the computation of diluted earnings per share	0.8	1.0	0.4	2.4

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COMMITMENTS AND CONTINGENCIES (Details) (USD $) In Millions, unless otherwise specified	6 Months Ended
	Sep. 26, 2014
COMMITMENTS AND CONTINGENCIES.
Assessment related to income and social contribution taxes, interest and penalties by non-operating Brazilian subsidiaries	$ 100

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FAIR VALUE MEASUREMENT OF ASSETS AND LIABILITIES (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
Activities related to contingent consideration
Beginning balance	$ 11,300	$ 19,000	$ 11,300	$ 25,000
Additions to accrual	4,500		4,500
Fair value adjustments		(3,000)		(9,000)
Ending balance	$ 15,800	$ 16,000	$ 15,800	$ 16,000

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SHARE REPURCHASES (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended	6 Months Ended
	Sep. 26, 2014	Sep. 26, 2014
Repurchase plan information
Aggregate shares repurchased (in shares)	9.3	19.8
Aggregate purchase value of shares repurchased	$ 101.3	$ 203.4
Authorized amount of stock repurchase program		$ 500
Shares available to be repurchased under the plans	456.7	456.7

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ACCUMULATED OTHER COMPREHENSIVE LOSS (Details 2) (USD $)	3 Months Ended		6 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
Reclassification
Other charges (income), net	$ (12,506,000)	$ (14,601,000)	$ (31,143,000)	$ (27,174,000)
Certain manufacturing facilities
Reclassification
Recognized loss in connection with disposition of certain manufacturing facilities			11,000,000
Unrealized losses relating to derivative instruments and other | Reclassification out of accumulated other comprehensive income | Certain manufacturing facilities
Reclassification
Cost of sales			5,800,000
Other charges (income), net			(4,200,000)
Foreign currency transaction and translation adjustment net of tax | Reclassification out of accumulated other comprehensive income | Certain manufacturing facilities
Reclassification
Other charges (income), net			9,300,000
Foreign currency transaction and translation adjustment net of tax | Reclassification out of accumulated other comprehensive income | Liquidation of a foreign entity
Reclassification
Other charges (income), net			$ 2,600,000

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BALANCE SHEET ITEMS (Details) (USD $) In Thousands, unless otherwise specified	Sep. 26, 2014	Mar. 31, 2014
Inventories
Raw materials	$ 2,422,415	$ 2,349,278
Work-in-progress	578,211	608,284
Finished goods	626,014	641,446
Inventories, total	$ 3,626,640	$ 3,599,008

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SUPPLEMENTAL GUARANTOR AND NON-GUARANTOR CONDENSED CONSOLIDATING FINANCIAL STATEMENTS (Details 2) (USD $) In Thousands, unless otherwise specified	Sep. 26, 2014	Mar. 31, 2014	Sep. 27, 2013	Mar. 31, 2013
Current assets:
Cash and cash equivalents	$ 1,514,352	$ 1,593,728	$ 1,127,066	$ 1,587,087
Accounts receivable	2,526,880	2,697,985
Inventories	3,626,640	3,599,008
Other current assets	1,211,188	1,509,605
Total current assets	8,879,060	9,400,326
Property and equipment, net	2,193,966	2,288,656
Goodwill and other intangible assets, net	413,237	377,218
Other assets	433,610	433,950
Total assets	11,919,873	12,500,150
Current liabilities:
Bank borrowings and current portion of long-term debt	45,579	32,575
Accounts payable	4,693,526	4,747,779
Accrued payroll	381,266	354,889
Other current liabilities	1,935,904	2,521,444
Total current liabilities	7,056,275	7,656,687
Long term liabilities	2,520,744	2,641,784
Flextronics International Ltd. shareholders' equity	2,304,554	2,163,050
Noncontrolling interests	38,300	38,629
Total shareholders' equity	2,342,854	2,201,679
Total liabilities and shareholders' equity	11,919,873	12,500,150
Parent | Reportable legal entities
Current assets:
Cash and cash equivalents	470,139	638,714	263,505	740,515
Inter company receivable	10,094,013	8,867,520
Other current assets	6,577	246
Total current assets	10,570,729	9,506,480
Goodwill and other intangible assets, net	625	775
Other assets	2,495,053	2,585,169
Investment in subsidiaries	930,357	3,350,690
Total assets	13,996,764	15,443,114
Current liabilities:
Bank borrowings and current portion of long-term debt	40,000	32,500
Inter company payable	9,532,897	8,607,486
Other current liabilities	26,609	24,868
Total current liabilities	9,599,506	8,664,854
Long term liabilities	2,092,704	4,615,210
Flextronics International Ltd. shareholders' equity	2,304,554	2,163,050
Total shareholders' equity	2,304,554	2,163,050
Total liabilities and shareholders' equity	13,996,764	15,443,114
Guarantor Subsidiaries | Reportable legal entities
Current assets:
Cash and cash equivalents	321,665	210,462	154,692	226,372
Accounts receivable	1,189,969	1,203,600
Inventories	1,653,596	1,701,872
Inter company receivable	8,128,810	6,963,002
Other current assets	202,559	383,590
Total current assets	11,496,599	10,462,526
Property and equipment, net	504,883	490,166
Goodwill and other intangible assets, net	47,428	46,916
Other assets	108,349	120,739
Investment in subsidiaries	1,372,617	822,528
Total assets	13,529,876	11,942,875
Current liabilities:
Bank borrowings and current portion of long-term debt	35	60
Accounts payable	1,657,866	1,614,384
Accrued payroll	117,170	106,046
Inter company payable	11,370,249	10,126,691
Other current liabilities	825,056	756,767
Total current liabilities	13,970,376	12,603,948
Long term liabilities	2,091,422	2,140,985
Flextronics International Ltd. shareholders' equity	(2,531,922)	(2,802,058)
Total shareholders' equity	(2,531,922)	(2,802,058)
Total liabilities and shareholders' equity	13,529,876	11,942,875
Non-Guarantor Subsidiaries | Reportable legal entities
Current assets:
Cash and cash equivalents	722,548	744,552	708,869	620,200
Accounts receivable	1,336,911	1,494,385
Inventories	1,973,044	1,897,136
Inter company receivable	10,142,505	9,528,158
Other current assets	1,002,052	1,125,769
Total current assets	15,177,060	14,790,000
Property and equipment, net	1,689,083	1,798,490
Goodwill and other intangible assets, net	365,184	329,527
Other assets	2,196,815	4,692,156
Investment in subsidiaries	16,077,482	15,965,981
Total assets	35,505,624	37,576,154
Current liabilities:
Bank borrowings and current portion of long-term debt	5,544	15
Accounts payable	3,035,660	3,133,395
Accrued payroll	264,096	248,843
Inter company payable	7,462,182	6,624,503
Other current liabilities	1,084,239	1,739,809
Total current liabilities	11,851,721	11,746,565
Long term liabilities	2,703,225	2,849,703
Flextronics International Ltd. shareholders' equity	20,912,378	22,941,257
Noncontrolling interests	38,300	38,629
Total shareholders' equity	20,950,678	22,979,886
Total liabilities and shareholders' equity	35,505,624	37,576,154
Eliminations
Current assets:
Inter company receivable	(28,365,328)	(25,358,680)
Total current assets	(28,365,328)	(25,358,680)
Other assets	(4,366,607)	(6,964,114)
Investment in subsidiaries	(18,380,456)	(20,139,199)
Total assets	(51,112,391)	(52,461,993)
Current liabilities:
Inter company payable	(28,365,328)	(25,358,680)
Total current liabilities	(28,365,328)	(25,358,680)
Long term liabilities	(4,366,607)	(6,964,114)
Flextronics International Ltd. shareholders' equity	(18,380,456)	(20,139,199)
Total shareholders' equity	(18,380,456)	(20,139,199)
Total liabilities and shareholders' equity	$ (51,112,391)	$ (52,461,993)

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EARNINGS PER SHARE (Tables)

6 Months Ended

Sep. 26, 2014

EARNINGS PER SHARE

Schedule of basic weighted-average ordinary shares outstanding and diluted weighted-average ordinary share equivalents used to calculate basic and diluted earnings per share

	Three-Month Periods Ended				Six-Month Periods Ended
	September 26, 2014		September 27, 2013		September 26, 2014		September 27, 2013
	(In thousands, except per share amounts)
Basic earnings per share:
Net income	$	138,903	$	118,205	$	312,790	$	177,462
Shares used in computation:
Weighted-average ordinary shares outstanding	585,760		610,775		586,497		618,447
Basic earnings per share	$	0.24	$	0.19	$	0.53	$	0.29
Diluted earnings per share:
Net income	$	138,903	$	118,205	$	312,790	$	177,462
Shares used in computation:
Weighted-average ordinary shares outstanding	585,760		610,775		586,497		618,447
Weighted-average ordinary share equivalents from stock options and awards (1) (2)	10,111		12,845		12,089		13,313
Weighted-average ordinary shares and ordinary share equivalents outstanding	595,871		623,620		598,586		631,760
Diluted earnings per share	$	0.23	$	0.19	$	0.52	$	0.28

(1) Options to purchase ordinary shares of 7.0 million and 18.1 million during the three-month periods ended September 26, 2014 and September 27, 2013, respectively, and share bonus awards of 0.8 million and 1.0 million during the three-month periods ended September 26, 2014 and September 27, 2013, respectively, were excluded from the computation of diluted earnings per share due to their anti-dilutive impact on the weighted average ordinary share equivalents.

(2) Options to purchase ordinary shares of 12.1 million and 18.7 million during the six-month periods ended September 26, 2014 and September 27, 2013, respectively, and share bonus awards of 0.4 million and 2.4 million during the six-month periods ended September 26, 2014 and September 27, 2013, respectively, were excluded from the computation of diluted earnings per share due to their anti-dilutive impact on the weighted average ordinary share equivalents.

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FAIR VALUE MEASUREMENT OF ASSETS AND LIABILITIES (Details 3) (USD $) In Thousands, unless otherwise specified	Sep. 26, 2014	Mar. 31, 2014
Level 1 | 4.625% Notes due February 2020
Other financial instruments
Debt instrument interest rate (as a percent)	4.625%	4.625%
Level 1 | 5.000% Notes due February 2023
Other financial instruments
Debt instrument interest rate (as a percent)	5.00%	5.00%
Carrying Amount
Other financial instruments
Fair Value	$ 2,093,750	$ 2,100,000
Carrying Amount | Level 1 | Term Loan, including current portion, due in installments through August 2018
Other financial instruments
Fair Value	600,000	600,000
Carrying Amount | Level 1 | Term Loan, including current portion, due in installments through March 2019
Other financial instruments
Fair Value	493,750	500,000
Carrying Amount | Level 1 | 4.625% Notes due February 2020
Other financial instruments
Fair Value	500,000	500,000
Carrying Amount | Level 1 | 5.000% Notes due February 2023
Other financial instruments
Fair Value	500,000	500,000
Fair Value
Other financial instruments
Fair Value	2,078,063	2,111,278
Fair Value | Level 1 | Term Loan, including current portion, due in installments through August 2018
Other financial instruments
Fair Value	585,750	591,750
Fair Value | Level 1 | Term Loan, including current portion, due in installments through March 2019
Other financial instruments
Fair Value	484,803	497,190
Fair Value | Level 1 | 4.625% Notes due February 2020
Other financial instruments
Fair Value	502,510	504,688
Fair Value | Level 1 | 5.000% Notes due February 2023
Other financial instruments
Fair Value	$ 505,000	$ 517,650

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OTHER CHARGES (INCOME), NET (Details 2) (USD $)	3 Months Ended		6 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
Other charges (income), net
Proceeds from sale of facility			$ 28,809,000	$ 10,468,000
Foreign currency translation gain	6,800,000	3,400,000	5,400,000	8,000,000
Loss on exercise of warrants				7,100,000
Proceeds from warrants exercised				67,300,000
Certain manufacturing facilities
Other charges (income), net
Recognized loss in connection with disposition of a certain manufacturing facility			(11,000,000)
Proceeds from sale of facility			11,500,000
Net assets sold	27,200,000		27,200,000
Transactions costs in connection with a disposition of a certain manufacturing facility.			4,600,000
Foreign currency translation gain			$ 9,300,000

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SHARE-BASED COMPENSATION (Details 2) (USD $) In Millions, except Per Share data, unless otherwise specified	6 Months Ended
	Sep. 26, 2014
Share options
Share-based compensation
Unrecognized compensation expense	$ 0.3
Share weighted-average remaining vesting period	1 year
Share options outstanding (in shares)	18.3
Share options exercisable (in shares)	18.2
Options outstanding, weighted average exercise price (in dollars per share)	$ 8.06
Options exercisable, weighted average exercise price (in dollars per share)	$ 8.06
Share bonus awards
Share-based compensation
Unrecognized compensation expense	107.7
Share weighted-average remaining vesting period	2 years 9 months 18 days
Unvested share bonus awards granted	6.0
Average grant date price of unvested share bonus awards (in dollars per share)	$ 11.75
Number of shares outstanding	19.3
Share Bonus Awards with Market Conditions
Share-based compensation
Unrecognized compensation expense	$ 20.8
Number of shares outstanding	5.0
Share Bonus Awards with Market Conditions | Fiscal 2011
Share-based compensation
Shares vested	0.3
Share Bonus Awards with Market Conditions | Minimum
Share-based compensation
Number of shares that may be issued	0
Share Bonus Awards with Market Conditions | Maximum
Share-based compensation
Number of shares that may be issued	9.7
Share Bonus Awards with Market Conditions | Key employees
Share-based compensation
Unvested share bonus awards granted	0.9
Vesting period	3 years
Weighted average fair value (in dollars per share)	$ 15.81
Share Bonus Awards with Market Conditions | Key employees | Minimum
Share-based compensation
Unvested share bonus awards granted	0
Share Bonus Awards with Market Conditions | Key employees | Maximum
Share-based compensation
Unvested share bonus awards granted	1.8
Half of the share bonus awards with market conditions | Fiscal 2012
Share-based compensation
Shares vested	0.4

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RESTRUCTURING CHARGES (Details 2) (USD $)	6 Months Ended
	Sep. 26, 2014	Sep. 27, 2013
RESTRUCTURING CHARGES
Provision for charges incurred		$ 40,760,000
Cash payments for charges incurred	(25,000,000)
Total restructuring charges accrued	17,400,000
Other Exit Costs
RESTRUCTURING CHARGES
Provision for charges incurred		6,693,000
Personnel costs
RESTRUCTURING CHARGES
Provision for charges incurred		3,800,000
Contractual obligations
RESTRUCTURING CHARGES
Provision for charges incurred		$ 2,900,000

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TRADE RECEIVABLES SECURITIZATION (Details) (USD $)	3 Months Ended		6 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014 program	Sep. 27, 2013	Mar. 31, 2014
Trade Receivables Securitization disclosures
Servicing assets	$ 0	$ 0	$ 0	$ 0
Servicing Liability	0	0	0	0
Asset-Backed Securitization Programs
Trade Receivables Securitization disclosures
Number of asset-backed securitization programs			2
Percentage of receivables sold to unaffiliated institutions			100.00%
Company's accounts receivables sold to third-party	1,100,000,000		1,100,000,000		1,200,000,000
Amount received from accounts receivable sold to third-party	673,600,000		673,600,000		729,300,000
Cash proceeds from sale of accounts receivable			2,100,000,000	1,900,000,000
Cash flows from new transfers of receivables			76,500,000	182,700,000
Activity in the deferred purchase price receivables account
Beginning balance	463,124,000	420,887,000	470,908,000	412,357,000
Transfers of receivables	720,921,000	983,623,000	1,499,781,000	1,866,540,000
Collections	(757,988,000)	(846,199,000)	(1,544,632,000)	(1,720,586,000)
Ending balance	426,057,000	558,311,000	426,057,000	558,311,000
Asset-Backed Securitization Programs | Minimum
Trade Receivables Securitization disclosures
Service fee received, percent	0.10%		0.10%
Asset-Backed Securitization Programs | Maximum
Trade Receivables Securitization disclosures
Service fee received, percent	0.50%		0.50%
Global Program
Trade Receivables Securitization disclosures
Investment limits with financial institution	500,000,000		500,000,000
North American Program
Trade Receivables Securitization disclosures
Investment limits with financial institution	225,000,000		225,000,000
Sales of Receivables to Third Party Banks
Trade Receivables Securitization disclosures
Company's accounts receivables sold to third-party	2,300,000,000	1,200,000,000	2,300,000,000	1,200,000,000
Receivables sold but not yet collected from banking institutions	$ 571,500,000		$ 571,500,000		$ 341,800,000

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BALANCE SHEET ITEMS

6 Months Ended

Sep. 26, 2014

BALANCE SHEET ITEMS

BALANCE SHEET ITEMS

2.  BALANCE SHEET ITEMS

Inventories

The components of inventories, net of applicable lower of cost or market write-downs, were as follows:

	As of		As of
	September 26, 2014		March 31, 2014
	(In thousands)
Raw materials	$	2,422,415	$	2,349,278
Work-in-progress	578,211		608,284
Finished goods	626,014		641,446
	$	3,626,640	$	3,599,008

Goodwill and Other Intangibles

The following table summarizes the activity in the Company’s goodwill account during the six-month period ended September 26, 2014:

	Amount
	(In thousands)
Balance, beginning of the year	$	292,758
Additions (1)	21,707
Purchase accounting adjustments (2)	8,651
Foreign currency translation adjustments	(2,059		)
Balance, end of the period	$	321,057

(1) The goodwill generated from the Company’s business combinations completed during the six-month period ended September 26, 2014 is primarily related to value placed on the acquired employee workforces, service offerings and capabilities of the acquired businesses and expected synergies. The goodwill is not deductible for income tax purposes. See note 12 to the condensed consolidated financial statements for additional information.

(2) Fair value adjustment made to certain assets acquired in connection with the Company’s acquisition of Riwisa AG.

The components of acquired intangible assets are as follows:

	As of September 26, 2014							As of March 31, 2014
	Gross					Net		Gross					Net
	Carrying		Accumulated			Carrying		Carrying		Accumulated			Carrying
	Amount		Amortization			Amount		Amount		Amortization			Amount
	(In thousands)
Intangible assets:
Customer-related intangibles	$	211,852	$	(152,259	)	$	59,593	$	204,369	$	(140,713	)	$	63,656
Licenses and other intangibles	47,789		(15,202		)	32,587		32,564		(11,760		)	20,804
Total	$	259,641	$	(167,461	)	$	92,180	$	236,933	$	(152,473	)	$	84,460

The gross carrying amounts of intangible assets are removed when the recorded amounts have been fully amortized.  During the six-month period ended September 26, 2014, the value of customer-related intangible assets increased by $8.5 million in connection with the Company’s acquisitions, and licenses and other intangibles increased by $15.7 million primarily as a result of the purchase of certain technology rights.  The estimated future annual amortization expense for intangible assets is as follows:

Fiscal Year Ending March 31,	Amount
	(In thousands)
2015 (1)	$	15,741
2016	27,133
2017	18,786
2018	12,825
2019	8,498
Thereafter	9,197
Total amortization expense	$	92,180

(1) Represents estimated amortization for the remaining six-month period ending March 31, 2015.

Other Current Assets / Liabilities

Other current assets include certain assets purchased on behalf of a customer and financed by a third party banking institution of $267.5 million as of both September 26, 2014 and March 31, 2014, respectively, with a corresponding liability recorded to other current liabilities of $289.6 million and $286.5 million as of September 26, 2014 and March 31, 2014, respectively.

Other current liabilities also includes customer working capital advances of $213.2 million and $754.7 million as of September 26, 2014 and March 31, 2014, respectively. The customer working capital advances are not interest bearing, do not have fixed repayment dates and are generally reduced as the underlying working capital is consumed in production.

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FINANCIAL INSTRUMENTS (Details) In Thousands, unless otherwise specified	Sep. 26, 2014 Forward and Swap Contracts USD ($)	Sep. 26, 2014 Forward and Swap Contracts Buy USD ($)	Sep. 26, 2014 Forward and Swap Contracts Sell USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts Buy USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts Sell USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts BRL Sell USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts BRL Sell	Sep. 26, 2014 Economic hedges Forward and Swap Contracts CAD Buy USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts CAD Buy	Sep. 26, 2014 Economic hedges Forward and Swap Contracts CAD Sell USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts CAD Sell	Sep. 26, 2014 Economic hedges Forward and Swap Contracts CNY Buy USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts CNY Buy	Sep. 26, 2014 Economic hedges Forward and Swap Contracts CNY Sell USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts CNY Sell	Sep. 26, 2014 Economic hedges Forward and Swap Contracts EUR Buy USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts EUR Buy EUR (€)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts EUR Sell USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts EUR Sell EUR (€)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts GBP Buy USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts GBP Buy GBP (£)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts GBP Sell USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts GBP Sell GBP (£)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts HUF Buy USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts HUF Buy	Sep. 26, 2014 Economic hedges Forward and Swap Contracts HUF Sell USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts HUF Sell	Sep. 26, 2014 Economic hedges Forward and Swap Contracts JPY Buy USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts JPY Buy JPY (¥)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts JPY Sell USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts JPY Sell JPY (¥)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts MXN Buy USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts MXN Buy	Sep. 26, 2014 Economic hedges Forward and Swap Contracts MXN Sell USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts MXN Sell	Sep. 26, 2014 Economic hedges Forward and Swap Contracts MYR Buy USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts MYR Buy	Sep. 26, 2014 Economic hedges Forward and Swap Contracts MYR Sell USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts MYR Sell	Sep. 26, 2014 Economic hedges Forward and Swap Contracts SEK Buy USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts SEK Buy	Sep. 26, 2014 Economic hedges Forward and Swap Contracts SEK Sell USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts SEK Sell	Sep. 26, 2014 Economic hedges Forward and Swap Contracts Other Buy USD ($)	Sep. 26, 2014 Economic hedges Forward and Swap Contracts Other Sell USD ($)	Sep. 26, 2014 Cash Flow Hedges Buy USD ($)	Sep. 26, 2014 Cash Flow Hedges Sell USD ($)	Sep. 26, 2014 Cash Flow Hedges Forward and Swap Contracts CNY Buy USD ($)	Sep. 26, 2014 Cash Flow Hedges Forward and Swap Contracts CNY Buy	Sep. 26, 2014 Cash Flow Hedges Forward and Swap Contracts EUR Buy USD ($)	Sep. 26, 2014 Cash Flow Hedges Forward and Swap Contracts EUR Buy EUR (€)	Sep. 26, 2014 Cash Flow Hedges Forward and Swap Contracts EUR Sell USD ($)	Sep. 26, 2014 Cash Flow Hedges Forward and Swap Contracts EUR Sell EUR (€)	Sep. 26, 2014 Cash Flow Hedges Forward and Swap Contracts HUF Buy USD ($)	Sep. 26, 2014 Cash Flow Hedges Forward and Swap Contracts HUF Buy	Sep. 26, 2014 Cash Flow Hedges Forward and Swap Contracts MXN Buy USD ($)	Sep. 26, 2014 Cash Flow Hedges Forward and Swap Contracts MXN Buy	Sep. 26, 2014 Cash Flow Hedges Forward and Swap Contracts MYR Buy USD ($)	Sep. 26, 2014 Cash Flow Hedges Forward and Swap Contracts MYR Buy	Sep. 26, 2014 Cash Flow Hedges Forward and Swap Contracts Other Buy USD ($)
Notional amount
Notional Contract Value	$ 5,200,000	$ 3,095,180	$ 2,141,255	$ 2,191,661	$ 2,123,107	$ 136,356	326,000	$ 125,173	137,524	$ 122,175	134,540	$ 803,676	4,955,264	$ 500,000	3,077,814	$ 680,254	€ 530,989	$ 897,235	€ 698,030	$ 52,081	£ 31,850	$ 94,205	£ 57,585	$ 71,303	17,297,300	$ 83,374	202,225,600	$ 63,471	¥ 6,914,690	$ 12,599	¥ 1,354,020	$ 87,126	1,157,840	$ 44,357	589,470	$ 73,830	239,320	$ 11,520	37,342	$ 68,157	488,358	$ 100,930	717,285	$ 166,590	$ 120,356	$ 903,519	$ 18,148	$ 444,057	2,725,000	$ 19,518	€ 15,273	$ 18,148	€ 13,728	$ 67,389	16,348,000	$ 142,206	1,889,800	$ 98,720	320,000	$ 131,629

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FAIR VALUE MEASUREMENT OF ASSETS AND LIABILITIES (Tables)

6 Months Ended

Sep. 26, 2014

FAIR VALUE MEASUREMENT OF ASSETS AND LIABILITIES

Summary of activities related to contingent consideration

	Three-Month Periods Ended					Six-Month Periods Ended
	September 26, 2014		September 27, 2013			September 26, 2014		September 27, 2013
	(In thousands)
Beginning balance	$	11,300	$	19,000		$	11,300	$	25,000
Additions to accrual	4,500		—			4,500		—
Fair value adjustments	—		(3,000		)	—		(9,000		)
Ending balance	$	15,800	$	16,000		$	15,800	$	16,000

Schedule of financial assets and liabilities measured at fair value on a recurring basis

	Fair Value Measurements as of September 26, 2014
	Level 1		Level 2			Level 3			Total
	(In thousands)
Assets:
Money market funds and time deposits (included in cash and cash equivalents of the condensed consolidated balance sheet)	$	—	$	528,169		$	—		$	528,169
Deferred purchase price receivable (Note 9)	—		—			426,057			426,057
Foreign exchange forward contracts (Note 7)	—		25,951			—			25,951
Deferred compensation plan assets:
Mutual funds, money market accounts and equity securities	9,216		37,245			—			46,461
Liabilities:
Foreign exchange forward contracts (Note 7)	$	—	$	(18,912	)	$	—		$	(18,912	)
Contingent consideration in connection with business acquisitions	—		—			(15,800		)	(15,800		)

	Fair Value Measurements as of March 31, 2014
	Level 1		Level 2			Level 3			Total
	(In thousands)
Assets:
Money market funds and time deposits (included in cash and cash equivalents of the condensed consolidated balance sheet)	$	—	$	552,928		$	—		$	552,928
Deferred purchase price receivable (Note 9)	—		—			470,908			470,908
Foreign exchange forward contracts (Note 7)	—		8,186			—			8,186
Deferred compensation plan assets:
Mutual funds, money market accounts and equity securities	9,456		36,751			—			46,207
Liabilities:
Foreign exchange forward contracts (Note 7)	$	—	$	(17,406	)	$	—		$	(17,406	)
Contingent consideration in connection with business acquisitions	—		—			(11,300		)	(11,300		)

Schedule of debt not carried at fair value

	As of September 26, 2014				As of March 31, 2014
	Carrying		Fair		Carrying		Fair		Fair Value
	Amount		Value		Amount		Value		Hierarchy
	(In thousands)
Term Loan, including current portion, due in installments through August 2018	$	600,000	$	585,750	$	600,000	$	591,750	Level 1
Term Loan, including current portion, due in installments through March 2019	493,750		484,803		500,000		497,190		Level 1
4.625% Notes due February 2020	500,000		502,510		500,000		504,688		Level 1
5.000% Notes due February 2023	500,000		505,000		500,000		517,650		Level 1
Total	$	2,093,750	$	2,078,063	$	2,100,000	$	2,111,278

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TRADE RECEIVABLES SECURITIZATION (Tables)

6 Months Ended

Sep. 26, 2014

TRADE RECEIVABLES SECURITIZATION

Summary of deferred purchase price receivables

	Three-Month Periods Ended						Six-Month Periods Ended
	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(In thousands)
Beginning balance	$	463,124		$	420,887		$	470,908		$	412,357
Transfers of receivables	720,921			983,623			1,499,781			1,866,540
Collections	(757,988		)	(846,199		)	(1,544,632		)	(1,720,586		)
Ending balance	$	426,057		$	558,311		$	426,057		$	558,311

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SUPPLEMENTAL GUARANTOR AND NON-GUARANTOR CONDENSED CONSOLIDATING FINANCIAL STATEMENTS (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended	6 Months Ended
	Sep. 26, 2014	Sep. 26, 2014 tranches
Bank borrowings and long-term debt
Number of tranches		2
Percentage of ownership interest owned in subsidiaries that guarantees indebtedness	100.00%
Senior Subordinated Notes due February 2020
Bank borrowings and long-term debt
Maximum borrowing capacity	$ 500	$ 500
Senior Subordinated Notes due February 2023
Bank borrowings and long-term debt
Maximum borrowing capacity	$ 500	$ 500

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FINANCIAL INSTRUMENTS (Details 2) (Foreign currency contracts, USD $) In Thousands, unless otherwise specified	Sep. 26, 2014	Mar. 31, 2014
Other current assets | Derivatives designated as hedging instruments
Fair Values of Derivative Instruments
Asset Derivatives	$ 6,135	$ 3,464
Other current assets | Derivatives not designated as hedging instruments
Fair Values of Derivative Instruments
Asset Derivatives	19,816	4,722
Other current liabilities | Derivatives designated as hedging instruments
Fair Values of Derivative Instruments
Liability Derivatives	8,016	10,457
Other current liabilities | Derivatives not designated as hedging instruments
Fair Values of Derivative Instruments
Liability Derivatives	$ 10,896	$ 6,949

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RESTRUCTURING CHARGES (Tables)

6 Months Ended

Sep. 26, 2014

RESTRUCTURING CHARGES.

Schedule of components of the restructuring charges by geographic region

	Americas		Asia		Europe		Total
	(In thousands)
Severance	$	11,331	$	16,205	$	4,631	$	32,167
Long-lived asset impairment	—		1,900		—		1,900
Other exit costs	2,248		3,157		1,288		6,693
Total restructuring charges	$	13,579	$	21,262	$	5,919	$	40,760

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SUPPLEMENTAL GUARANTOR AND NON-GUARANTOR CONDENSED CONSOLIDATING FINANCIAL STATEMENTS (Tables)

6 Months Ended

Sep. 26, 2014

SUPPLEMENTAL GUARANTOR AND NON-GUARANTOR CONDENSED CONSOLIDATING FINANCIAL STATEMENTS

Schedule of condensed consolidating balance sheets

Condensed Consolidating Balance Sheets as of September 26, 2014

	Parent		Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(in thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	470,139	$	321,665		$	722,548	$	—		$	1,514,352
Accounts receivable	—		1,189,969			1,336,911		—			2,526,880
Inventories	—		1,653,596			1,973,044		—			3,626,640
Inter company receivable	10,094,013		8,128,810			10,142,505		(28,365,328		)	—
Other current assets	6,577		202,559			1,002,052		—			1,211,188
Total current assets	10,570,729		11,496,599			15,177,060		(28,365,328		)	8,879,060
Property and equipment, net	—		504,883			1,689,083		—			2,193,966
Goodwill and other intangible assets, net	625		47,428			365,184		—			413,237
Other assets	2,495,053		108,349			2,196,815		(4,366,607		)	433,610
Investment in subsidiaries	930,357		1,372,617			16,077,482		(18,380,456		)	—
Total assets	$	13,996,764	$	13,529,876		$	35,505,624	$	(51,112,391	)	$	11,919,873
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Bank borrowings and current portion of long-term debt	$	40,000	$	35		$	5,544	$	—		$	45,579
Accounts payable	—		1,657,866			3,035,660		—			4,693,526
Accrued payroll	—		117,170			264,096		—			381,266
Inter company payable	9,532,897		11,370,249			7,462,182		(28,365,328		)	—
Other current liabilities	26,609		825,056			1,084,239		—			1,935,904
Total current liabilities	9,599,506		13,970,376			11,851,721		(28,365,328		)	7,056,275
Long term liabilities	2,092,704		2,091,422			2,703,225		(4,366,607		)	2,520,744
Flextronics International Ltd. shareholders’ equity	2,304,554		(2,531,922		)	20,912,378		(18,380,456		)	2,304,554
Noncontrolling interests	—		—			38,300		—			38,300
Total shareholders’ equity	2,304,554		(2,531,922		)	20,950,678		(18,380,456		)	2,342,854
Total liabilities and shareholders’ equity	$	13,996,764	$	13,529,876		$	35,505,624	$	(51,112,391	)	$	11,919,873

Condensed Consolidating Balance Sheets as of March 31, 2014

	Parent		Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(in thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	638,714	$	210,462		$	744,552	$	—		$	1,593,728
Accounts receivable	—		1,203,600			1,494,385		—			2,697,985
Inventories	—		1,701,872			1,897,136		—			3,599,008
Inter company receivable	8,867,520		6,963,002			9,528,158		(25,358,680		)	—
Other current assets	246		383,590			1,125,769		—			1,509,605
Total current assets	9,506,480		10,462,526			14,790,000		(25,358,680		)	9,400,326
Property and equipment, net	—		490,166			1,798,490		—			2,288,656
Goodwill and other intangible assets, net	775		46,916			329,527		—			377,218
Other assets	2,585,169		120,739			4,692,156		(6,964,114		)	433,950
Investment in subsidiaries	3,350,690		822,528			15,965,981		(20,139,199		)	—
Total assets	$	15,443,114	$	11,942,875		$	37,576,154	$	(52,461,993	)	$	12,500,150
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Bank borrowings and current portion of long-term debt	$	32,500	$	60		$	15	$	—		$	32,575
Accounts payable	—		1,614,384			3,133,395		—			4,747,779
Accrued payroll	—		106,046			248,843		—			354,889
Inter company payable	8,607,486		10,126,691			6,624,503		(25,358,680		)	—
Other current liabilities	24,868		756,767			1,739,809		—			2,521,444
Total current liabilities	8,664,854		12,603,948			11,746,565		(25,358,680		)	7,656,687
Long term liabilities	4,615,210		2,140,985			2,849,703		(6,964,114		)	2,641,784
Flextronics International Ltd. shareholders’ equity	2,163,050		(2,802,058		)	22,941,257		(20,139,199		)	2,163,050
Noncontrolling interest	—		—			38,629		—			38,629
Total shareholders’ equity	2,163,050		(2,802,058		)	22,979,886		(20,139,199		)	2,201,679
Total liabilities and shareholders’ equity	$	15,443,114	$	11,942,875		$	37,576,154	$	(52,461,993	)	$	12,500,150

Schedule of condensed consolidating statements of operations

Condensed Consolidating Statements of Operations for the Three-Month Period Ended September 26, 2014

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net sales	$	—		$	4,456,995		$	5,219,767		$	(3,148,245	)	$	6,528,517
Cost of sales	—			4,139,945			5,159,736			(3,148,245		)	6,151,436
Gross profit	—			317,050			60,031			—			377,081
Selling, general and administrative expenses	—			57,525			147,065			—			204,590
Intangible amortization	75			605			7,552			—			8,232
Interest and other, net	(68,309		)	277,193			(198,962		)	—			9,922
Income (loss) from continuing operations before income taxes	68,234			(18,273		)	104,376			—			154,337
Provision for income taxes	—			8,142			7,292			—			15,434
Equity in earnings in subsidiaries	70,669			(49,086		)	50,147			(71,730		)	—
Net income (loss)	$	138,903		$	(75,501	)	$	147,231		$	(71,730	)	$	138,903

Condensed Consolidating Statements of Operations for the Three-Month Period Ended September 27, 2013

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net sales	$	—		$	4,325,352		$	5,239,450		$	(3,154,696	)	$	6,410,106
Cost of sales	—			3,965,291			5,231,088			(3,154,696		)	6,041,683
Gross profit	—			360,061			8,362			—			368,423
Selling, general and administrative expenses	—			57,999			160,501			—			218,500
Intangible amortization	75			955			6,688			—			7,718
Interest and other, net	(163,869		)	284,155			(106,685		)	—			13,601
Income (loss) from continuing operations before income taxes	163,794			16,952			(52,142		)	—			128,604
Provision for income taxes	—			2,188			8,211			—			10,399
Equity in earnings in subsidiaries	(45,589		)	(85,198		)	41,901			88,886			—
Net income (loss)	$	118,205		$	(70,434	)	$	(18,452	)	$	88,886		$	118,205

Condensed Consolidating Statements of Operations for the Six-Month Period Ended September 26, 2014

	Parent			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net sales	$	—		$	8,968,224	$	10,025,449		$	(5,822,411	)	$	13,171,262
Cost of sales	—			8,298,137		9,937,670			(5,822,411		)	12,413,396
Gross profit	—			670,087		87,779			—			757,866
Selling, general and administrative expenses	—			112,019		301,848			—			413,867
Intangible amortization	150			1,229		13,804			—			15,183
Interest and other, net	(51,777		)	536,944		(500,617		)	—			(15,450		)
Income from continuing operations before income taxes	51,627			19,895		272,744			—			344,266
Provision for income taxes	—			14,790		16,686			—			31,476
Equity in earnings in subsidiaries	261,163			12,774		86,579			(360,516		)	—
Net income (loss)	$	312,790		$	17,879	$	342,637		$	(360,516	)	$	312,790

Condensed Consolidating Statements of Operations for the Six-Month Period Ended September 27, 2013

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net sales	$	—		$	8,066,344		$	9,582,043		$	(5,447,156	)	$	12,201,231
Cost of sales	—			7,360,905			9,608,024			(5,447,156		)	11,521,773
Gross profit (loss)	—			705,439			(25,981		)	—			679,458
Selling, general and administrative expenses	800			118,448			322,871			—			442,119
Intangible amortization	150			2,036			13,734			—			15,920
Interest and other, net	(213,203		)	550,750			(304,262		)	—			33,285
Income (loss) from continuing operations before income taxes	212,253			34,205			(58,324		)	—			188,134
Provision for income taxes	10			6,582			4,080			—			10,672
Equity in earnings in subsidiaries	(34,781		)	(95,847		)	34,748			95,880			—
Net income (loss)	$	177,462		$	(68,224	)	$	(27,656	)	$	95,880		$	177,462

Schedule of condensed consolidating statements of comprehensive income (loss)

Condensed Consolidating Statements of Comprehensive Income (Loss) for the Three-Month Period Ended September 26, 2014

	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net income (loss)	$	138,903		$	(75,501	)	$	147,231		$	(71,730	)	$	138,903
Other comprehensive income (loss):
Foreign currency translation adjustments, net of zero tax	(5,683		)	75,966			65,611			(141,577		)	(5,683		)
Unrealized gain (loss) on derivative instruments and other, net of zero tax	(2,433		)	(2,058		)	(2,433		)	4,491			(2,433		)
Comprehensive income (loss)	$	130,787		$	(1,593	)	$	210,409		$	(208,816	)	$	130,787

Condensed Consolidating Statements of Comprehensive Income (Loss) for the Three-Month Period Ended September 27, 2013

	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net income (loss)	$	118,205		$	(70,434	)	$	(18,452	)	$	88,886		$	118,205
Other comprehensive income (loss):
Foreign currency translation adjustments, net of zero tax	(11,988		)	(38,084		)	(39,132		)	77,216			(11,988		)
Unrealized gain (loss) on derivative instruments and other, net of zero tax	9,553			4,668			9,553			(14,221		)	9,553
Comprehensive income (loss)	$	115,770		$	(103,850	)	$	(48,031	)	$	151,881		$	115,770

Condensed Consolidating Statements of Comprehensive Income (Loss) for the Six-Month Period Ended September 26, 2014

	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries		Eliminations			Consolidated
	(in thousands)
Net income (loss)	$	312,790		$	17,879		$	342,637	$	(360,516	)	$	312,790
Other comprehensive income (loss):
Foreign currency translation adjustments, net of zero tax	(9,828		)	91,618			71,337		(162,955		)	(9,828		)
Unrealized gain (loss) on derivative instruments and other, net of zero tax	8,292			(228		)	8,292		(8,064		)	8,292
Comprehensive income (loss)	$	311,254		$	109,269		$	422,266	$	(531,535	)	$	311,254

Condensed Consolidating Statements of Comprehensive Income (Loss) for the Six-Month Period Ended September 27, 2013

	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net income (loss)	$	177,462		$	(68,224	)	$	(27,656	)	$	95,880		$	177,462
Other comprehensive income (loss):
Foreign currency translation adjustments, net of zero tax	(29,497		)	(64,165		)	(66,413		)	130,578			(29,497		)
Unrealized gain (loss) on derivative instruments and other, net of zero tax	(581		)	3,424			(582		)	(2,842		)	(581		)
Comprehensive income (loss)	$	147,384		$	(128,965	)	$	(94,651	)	$	223,616		$	147,384

Schedule of condensed consolidating statements of cash flows

Condensed Consolidating Statements of Cash Flows for the Six-Month Period Ended September 26, 2014

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net cash provided by operating activities	$	24,949		$	217,745		$	63,551		$	—		306,245
Cash flows from investing activities:
Purchases of property and equipment, net of proceeds from disposal	—			(73,455		)	(64,929		)	(11		)	(138,395		)
Acquisition of businesses, net of cash acquired	—			—			(32,589		)	—			(32,589		)
Proceeds from divesture of business, net of cash held in divested business	—			—			(5,493		)	—			(5,493		)
Investing cash flows from (to) affiliates	(833,951		)	(1,064,718		)	351,146			1,547,523			—
Other investing activities, net	—			(6,134		)	(22,721		)	—			(28,855		)
Net cash provided by (used in) investing activities	(833,951		)	(1,144,307		)	225,414			1,547,512			(205,332		)
Cash flows from financing activities:
Proceeds from bank borrowings and long-term debt	—			—			11,387			—			11,387
Repayments of bank borrowings, long-term debt and capital lease obligations	(6,250		)	(888		)	(2,047		)	—			(9,185		)
Payments for repurchases of ordinary shares	(206,771		)	—			—			—			(206,771		)
Net proceeds from issuance of ordinary shares	11,412			—			—			—			11,412
Financing cash flows from (to) affiliates	925,410			1,039,792			(417,690		)	(1,547,512		)	—
Other financing activities, net	—			—			3,382			—			3,382
Net cash provided by (used in) financing activities	723,801			1,038,904			(404,968		)	(1,547,512		)	(189,775		)
Effect of exchange rates on cash and cash equivalents	(83,374		)	(1,139		)	93,999			—			9,486
Net increase (decrease) in cash and cash equivalents	(168,575		)	111,203			(22,004		)	—			(79,376		)
Cash and cash equivalents, beginning of period	638,714			210,462			744,552			—			1,593,728
Cash and cash equivalents, end of period	$	470,139		$	321,665		$	722,548		$	—		$	1,514,352

Condensed Consolidating Statements of Cash Flows for the Six-Month Period Ended September 27, 2013

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net cash provided by (used in) operating activities	$	199,101		$	(729,765	)	$	884,283		$	139		$	353,758
Cash flows from investing activities:
Purchases of property and equipment, net of proceeds from disposal	—			(175,791		)	(135,190		)	—			(310,981		)
Acquisition of businesses, net of cash acquired	—			(61,587		)	(125,956		)	—			(187,543		)
Proceeds from divestiture of business, net of cash held in divested business	—			—			1,000			—			1,000
Investing cash flows from (to) affiliates	(345,190		)	110,985			(2,108,241		)	2,342,446			—
Other investing activities, net	—			1,165			6,271			—			7,436
Net cash provided by (used in) investing activities	(345,190		)	(125,228		)	(2,362,116		)	2,342,446			(490,088		)
Cash flows from financing activities:
Proceeds from bank borrowings and long-term debt	933,000			278			169			—			933,447
Repayments of bank borrowings, long-term debt and capital lease obligations	(403,821		)	(979		)	(1		)	—			(404,801		)
Payments for early retirement of long-term debt	(503,422		)	(41,418		)	—			—			(544,840		)
Payments for repurchases of ordinary shares	(324,594		)	—			—			—			(324,594		)
Net proceeds from issuance of ordinary shares	19,637			—			—			—			19,637
Financing cash flows from (to) affiliates	(90,262		)	823,930			1,608,917			(2,342,585		)	—
Other financing activities, net	—			—			14,743			—			14,743
Net cash provided by (used in) financing activities	(369,462		)	781,811			1,623,828			(2,342,585		)	(306,408		)
Effect of exchange rates on cash and cash equivalents	38,541			1,502			(57,326		)	—			(17,283		)
Net decrease (increase) in cash and cash equivalents	(477,010		)	(71,680		)	88,669			—			(460,021		)
Cash and cash equivalents, beginning of period	740,515			226,372			620,200			—			1,587,087
Cash and cash equivalents, end of period	$	263,505		$	154,692		$	708,869		$	—		$	1,127,066

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ORGANIZATION OF THE COMPANY AND BASIS OF PRESENTATION

6 Months Ended

Sep. 26, 2014

ORGANIZATION OF THE COMPANY AND BASIS OF PRESENTATION

ORGANIZATION OF THE COMPANY AND BASIS OF PRESENTATION

1.  ORGANIZATION OF THE COMPANY AND BASIS OF PRESENTATION

Organization of the Company

Flextronics International Ltd. (“Flextronics” or the “Company”) was incorporated in the Republic of Singapore in May 1990. The Company’s operations have expanded over the years through a combination of organic growth and acquisitions. The Company is a globally-recognized leading provider of supply chain solutions that span from concept through consumption. The Company designs, builds, ships and services a complete packaged electronic product for original equipment manufacturers (“OEMs”) in the following business groups: High Reliability Solutions (“HRS”), which is comprised of our medical, automotive, and defense and aerospace businesses; Consumer Technology Group (“CTG”), which includes our mobile devices business, including smart phones; our consumer electronics business, including game consoles and wearable electronics; and our high-volume computing business, including various supply chain solutions for notebook personal computing (“PC”), tablets, and printers; Industrial and Emerging Industries (“IEI”), which is comprised of our household appliances, semi-cap equipment, kiosks, energy and emerging industries businesses; and Integrated Network Solutions (“INS”), which includes our telecommunications infrastructure, data networking, connected home, and server and storage businesses. The Company’s strategy is to provide customers with a full range of cost competitive, vertically integrated global supply chain solutions through which the Company can design, build, ship and service complete packaged products for its OEM customers. This enables our OEM customers to leverage the Company’s supply chain solutions to meet their product requirements throughout the entire product life cycle.

The Company’s service offerings include a comprehensive range of value-added design and engineering services that are tailored to the various markets and needs of its customers. Other focused service offerings relate to manufacturing (including enclosures, metals, plastic injection molding, precision plastics, machining, and mechanicals), system integration and assembly and test services, materials procurement, inventory management, logistics and after-sales services (including product repair, warranty services, re-manufacturing and maintenance), supply chain management software solutions and component product offerings (including rigid and flexible printed circuit boards and power adapters and chargers).

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP” or “GAAP”) for interim financial information and in accordance with the requirements of Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements, and should be read in conjunction with the Company’s audited consolidated financial statements as of and for the fiscal year ended March 31, 2014 contained in the Company’s Annual Report on Form 10-K. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three and six-month periods ended September 26, 2014 are not necessarily indicative of the results that may be expected for the fiscal year ending March 31, 2015.

The first quarters for fiscal year 2015 and fiscal year 2014 ended on June 27, 2014, which is comprised of 88 days in the period, and June 28, 2013, which is comprised of 89 days in period, respectively. The second quarter for fiscal year 2015 and fiscal year 2014 ended on September 26, 2014 and September 27, 2013, which are comprised of 91 days in both periods, respectively.

The accompanying unaudited condensed consolidated financial statements include the financial position and results of operations of a majority owned subsidiary of the Company.  Non-controlling interests are presented as a separate component of total shareholders’ equity in the condensed consolidated balance sheets.  The operating results of the subsidiary attributable to the non-controlling interests are immaterial for all of the periods presented, and are included in interest and other, net in the condensed consolidated statements of operations.

Recent Accounting Pronouncements

In April 2014, the Financial Accounting Standards Board (“FASB”) issued guidance which requires an entity to report a disposal of a component of an entity in discontinued operations if the disposal represents a strategic shift that has a major effect on an entity’s operations and financial results when the component of an entity meets certain criteria to be classified as held for sale, or when the component of an entity is disposed of by a sale or disposed of other than by a sale. Further, additional disclosures about discontinued operations should include the following for the periods in which the results of operations of the discontinued operations are presented in the statement of operations: the major classes of line items constituting pretax profit or loss of discontinued operations; total operating and investing cash flows of discontinued operations; depreciation, amortization, capital expenditures, and significant operating and investing noncash items of discontinued operations; pretax profit or loss attributable to the parent if a discontinued operation includes a non-controlling interest; a reconciliation of major classes of assets, liabilities of the discontinued operation classified as held for sale; and a reconciliation of major classes of line items constituting the pretax profit or loss of the discontinued operation. The Company early adopted this accounting standard update in the first quarter of fiscal year 2015.  During the first quarter of fiscal 2015, the Company disposed of a manufacturing facility in Western Europe which did not meet the criteria of discontinued operations under this accounting standard, as further discussed in note 6 to the condensed consolidated financial statements.

In May 2014, the FASB issued new guidance related to revenue recognition which requires an entity to recognize revenue relating to contracts with customers that depicts the transfer of promised goods or services to customers in an amount reflecting the consideration to which the entity expects to be entitled in exchange for such goods or services.  In order to meet this requirement, the entity must apply the following steps: (i) identify the contracts with the customers; (ii) identify performance obligations in the contracts; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations per the contracts; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. Additionally, disclosures required for revenue recognition will include qualitative and quantitative information about contracts with customers, significant judgments and changes in judgments, and assets recognized from costs to obtain or fulfill a contract. This guidance is effective for the Company beginning in the first quarter of fiscal year 2018 and the Company is in the process of assessing the impact on its consolidated financial statements.

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ORGANIZATION OF THE COMPANY AND BASIS OF PRESENTATION (Details)	3 Months Ended
	Sep. 26, 2014	Jun. 27, 2014	Sep. 27, 2013	Jun. 28, 2013
ORGANIZATION OF THE COMPANY AND BASIS OF PRESENTATION
Fiscal period	91 days	88 days	91 days	89 days

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INTEREST AND OTHER, NET (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
INTEREST AND OTHER, NET
Interest expense	$ 19.0	$ 20.3	$ 37.5	$ 40.5
Weighted average interest rate for long term debt (as a percent)			3.20%	3.30%
Interest income	4.8	4.0	10.1	7.3
Gains (loss) on foreign exchange transactions	$ 6.8	$ 3.4	$ 5.4	$ 8.0

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BUSINESS AND ASSETS ACQUISITIONS (Details) (USD $)	3 Months Ended
	Sep. 26, 2014	Mar. 31, 2014
Allocation of total purchase price
Goodwill	$ 321,057,000	$ 292,758,000
Maximum time to complete final allocation of purchase price	12 months
2014 Acquisitions
Business Acquisitions
Number of acquisitions completed	2
Purchase consideration net cash	31,400,000
Cash acquired from acquisitions	5,600,000
Allocation of total purchase price
Goodwill	$ 21,700,000

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CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) In Thousands, unless otherwise specified	Sep. 26, 2014	Mar. 31, 2014
Current assets:
Cash and cash equivalents	$ 1,514,352	$ 1,593,728
Accounts receivable, net of allowance for doubtful accounts of $7,735 and $5,529 as of September 26, 2014 and March 31, 2014, respectively	2,526,880	2,697,985
Inventories	3,626,640	3,599,008
Other current assets	1,211,188	1,509,605
Total current assets	8,879,060	9,400,326
Property and equipment, net	2,193,966	2,288,656
Goodwill and other intangible assets, net	413,237	377,218
Other assets	433,610	433,950
Total assets	11,919,873	12,500,150
Current liabilities:
Bank borrowings and current portion of long-term debt	45,579	32,575
Accounts payable	4,693,526	4,747,779
Accrued payroll	381,266	354,889
Other current liabilities	1,935,904	2,521,444
Total current liabilities	7,056,275	7,656,687
Long-term debt, net of current portion	2,062,926	2,070,020
Other liabilities	457,818	571,764
Commitments and contingencies (Note 13)
Flextronics International Ltd. shareholders' equity
Ordinary shares, no par value; 630,671,476 and 641,666,347 issued, and 580,432,121 and 591,426,992 outstanding as of September 26, 2014 and March 31, 2014, respectively	7,444,765	7,614,515
Treasury shares, at cost; 50,239,355 shares as of September 26, 2014 and March 31, 2014	(388,215)	(388,215)
Accumulated deficit	(4,624,304)	(4,937,094)
Accumulated other comprehensive loss	(127,692)	(126,156)
Total Flextronics International Ltd. shareholders' equity	2,304,554	2,163,050
Noncontrolling interests	38,300	38,629
Total shareholders' equity	2,342,854	2,201,679
Total liabilities and shareholders' equity	$ 11,919,873	$ 12,500,150

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ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
Changes in Accumulated Other Comprehensive Income by Component
Beginning Balance	$ (119,576)	$ (105,124)	$ (126,156)	$ (77,481)
Other comprehensive gain (loss) before reclassifications	(6,064)	(6,051)	43	(29,805)
Net (gain) losses reclassified from accumulated other comprehensive loss	(2,052)	3,616	(1,579)	(273)
Net current-period other comprehensive gain (loss)	(8,116)	(2,435)	(1,536)	(30,078)
Ending Balance	(127,692)	(107,559)	(127,692)	(107,559)
Unrealized gain (loss) on derivative instruments and other
Changes in Accumulated Other Comprehensive Income by Component
Beginning Balance	(22,124)	(28,991)	(32,849)	(18,857)
Other comprehensive gain (loss) before reclassifications	(2,965)	5,937	(1,965)	(308)
Net (gain) losses reclassified from accumulated other comprehensive loss	532	3,616	10,257	(273)
Net current-period other comprehensive gain (loss)	(2,433)	9,553	8,292	(581)
Ending Balance	(24,557)	(19,438)	(24,557)	(19,438)
Foreign currency translation adjustments
Changes in Accumulated Other Comprehensive Income by Component
Beginning Balance	(97,452)	(76,133)	(93,307)	(58,624)
Other comprehensive gain (loss) before reclassifications	(3,099)	(11,988)	2,008	(29,497)
Net (gain) losses reclassified from accumulated other comprehensive loss	(2,584)		(11,836)
Net current-period other comprehensive gain (loss)	(5,683)	(11,988)	(9,828)	(29,497)
Ending Balance	$ (103,135)	$ (88,121)	$ (103,135)	$ (88,121)

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CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Foreign currency translation adjustments, tax	$ 0	$ 0	$ 0	$ 0
Unrealized gain (loss) on derivative instruments and other, tax	$ 0	$ 0	$ 0	$ 0

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SUPPLEMENTAL GUARANTOR AND NON-GUARANTOR CONDENSED CONSOLIDATING FINANCIAL STATEMENTS (Details 4) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
Condensed consolidating statements of comprehensive income (loss)
Net income (loss)	$ 138,903	$ 118,205	$ 312,790	$ 177,462
Other comprehensive income (loss):
Foreign currency translation adjustments, net of zero tax	(5,683)	(11,988)	(9,828)	(29,497)
Unrealized gain (loss) on derivative instruments and other, net of zero tax	(2,433)	9,553	8,292	(581)
Comprehensive income	130,787	115,770	311,254	147,384
Parent | Reportable legal entities
Condensed consolidating statements of comprehensive income (loss)
Net income (loss)	138,903	118,205	312,790	177,462
Other comprehensive income (loss):
Foreign currency translation adjustments, net of zero tax	(5,683)	(11,988)	(9,828)	(29,497)
Unrealized gain (loss) on derivative instruments and other, net of zero tax	(2,433)	9,553	8,292	(581)
Comprehensive income	130,787	115,770	311,254	147,384
Guarantor Subsidiaries | Reportable legal entities
Condensed consolidating statements of comprehensive income (loss)
Net income (loss)	(75,501)	(70,434)	17,879	(68,224)
Other comprehensive income (loss):
Foreign currency translation adjustments, net of zero tax	75,966	(38,084)	91,618	(64,165)
Unrealized gain (loss) on derivative instruments and other, net of zero tax	(2,058)	4,668	(228)	3,424
Comprehensive income	(1,593)	(103,850)	109,269	(128,965)
Non-Guarantor Subsidiaries | Reportable legal entities
Condensed consolidating statements of comprehensive income (loss)
Net income (loss)	147,231	(18,452)	342,637	(27,656)
Other comprehensive income (loss):
Foreign currency translation adjustments, net of zero tax	65,611	(39,132)	71,337	(66,413)
Unrealized gain (loss) on derivative instruments and other, net of zero tax	(2,433)	9,553	8,292	(582)
Comprehensive income	210,409	(48,031)	422,266	(94,651)
Eliminations
Condensed consolidating statements of comprehensive income (loss)
Net income (loss)	(71,730)	88,886	(360,516)	95,880
Other comprehensive income (loss):
Foreign currency translation adjustments, net of zero tax	(141,577)	77,216	(162,955)	130,578
Unrealized gain (loss) on derivative instruments and other, net of zero tax	4,491	(14,221)	(8,064)	(2,842)
Comprehensive income	$ (208,816)	$ 151,881	$ (531,535)	$ 223,616

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BALANCE SHEET ITEMS (Details 3) (USD $)	6 Months Ended
	Sep. 26, 2014	Mar. 31, 2014
Components of acquired intangible assets
Gross Carrying Amount	$ 259,641,000	$ 236,933,000
Accumulated Amortization	(167,461,000)	(152,473,000)
Total amortization expense	92,180,000	84,460,000
Estimated future annual amortization expense for acquired intangible assets
2015	15,741,000
2016	27,133,000
2017	18,786,000
2018	12,825,000
2019	8,498,000
Thereafter	9,197,000
Total amortization expense	92,180,000	84,460,000
Other current assets related to purchase of assets on behalf of customer financed by a third party banking institution	267,500,000	267,500,000
Other current liability for purchase of assets on behalf of customer financed by a third party banking institution	289,600,000	286,500,000
Customer working capital advances	213,200,000	754,700,000
Customer-related intangibles
Components of acquired intangible assets
Gross Carrying Amount	211,852,000	204,369,000
Accumulated Amortization	(152,259,000)	(140,713,000)
Total amortization expense	59,593,000	63,656,000
Increase in intangible assets	8,500,000
Estimated future annual amortization expense for acquired intangible assets
Total amortization expense	59,593,000	63,656,000
Licenses and other intangibles
Components of acquired intangible assets
Gross Carrying Amount	47,789,000	32,564,000
Accumulated Amortization	(15,202,000)	(11,760,000)
Total amortization expense	32,587,000	20,804,000
Estimated future annual amortization expense for acquired intangible assets
Total amortization expense	32,587,000	20,804,000
Licenses and other intangibles | Riwisa AG
Components of acquired intangible assets
Increase in intangible assets	$ 15,700,000

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SUPPLEMENTAL GUARANTOR AND NON-GUARANTOR CONDENSED CONSOLIDATING FINANCIAL STATEMENTS

6 Months Ended

Sep. 26, 2014

SUPPLEMENTAL GUARANTOR AND NON-GUARANTOR CONDENSED CONSOLIDATING FINANCIAL STATEMENTS

SUPPLEMENTAL GUARANTOR AND NON-GUARANTOR CONDENSED CONSOLIDATING FINANCIAL STATEMENTS

15.  SUPPLEMENTAL GUARANTOR AND NON-GUARANTOR CONDENSED CONSOLIDATING FINANCIAL STATEMENTS

Flextronics International Ltd. (“Parent”) has two tranches of Notes of $500 million each outstanding, which mature on February 15, 2020 and February 15, 2023, 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 September 26, 2014

	Parent		Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(in thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	470,139	$	321,665		$	722,548	$	—		$	1,514,352
Accounts receivable	—		1,189,969			1,336,911		—			2,526,880
Inventories	—		1,653,596			1,973,044		—			3,626,640
Inter company receivable	10,094,013		8,128,810			10,142,505		(28,365,328		)	—
Other current assets	6,577		202,559			1,002,052		—			1,211,188
Total current assets	10,570,729		11,496,599			15,177,060		(28,365,328		)	8,879,060
Property and equipment, net	—		504,883			1,689,083		—			2,193,966
Goodwill and other intangible assets, net	625		47,428			365,184		—			413,237
Other assets	2,495,053		108,349			2,196,815		(4,366,607		)	433,610
Investment in subsidiaries	930,357		1,372,617			16,077,482		(18,380,456		)	—
Total assets	$	13,996,764	$	13,529,876		$	35,505,624	$	(51,112,391	)	$	11,919,873
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Bank borrowings and current portion of long-term debt	$	40,000	$	35		$	5,544	$	—		$	45,579
Accounts payable	—		1,657,866			3,035,660		—			4,693,526
Accrued payroll	—		117,170			264,096		—			381,266
Inter company payable	9,532,897		11,370,249			7,462,182		(28,365,328		)	—
Other current liabilities	26,609		825,056			1,084,239		—			1,935,904
Total current liabilities	9,599,506		13,970,376			11,851,721		(28,365,328		)	7,056,275
Long term liabilities	2,092,704		2,091,422			2,703,225		(4,366,607		)	2,520,744
Flextronics International Ltd. shareholders’ equity	2,304,554		(2,531,922		)	20,912,378		(18,380,456		)	2,304,554
Noncontrolling interests	—		—			38,300		—			38,300
Total shareholders’ equity	2,304,554		(2,531,922		)	20,950,678		(18,380,456		)	2,342,854
Total liabilities and shareholders’ equity	$	13,996,764	$	13,529,876		$	35,505,624	$	(51,112,391	)	$	11,919,873

Condensed Consolidating Balance Sheets as of March 31, 2014

	Parent		Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(in thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	638,714	$	210,462		$	744,552	$	—		$	1,593,728
Accounts receivable	—		1,203,600			1,494,385		—			2,697,985
Inventories	—		1,701,872			1,897,136		—			3,599,008
Inter company receivable	8,867,520		6,963,002			9,528,158		(25,358,680		)	—
Other current assets	246		383,590			1,125,769		—			1,509,605
Total current assets	9,506,480		10,462,526			14,790,000		(25,358,680		)	9,400,326
Property and equipment, net	—		490,166			1,798,490		—			2,288,656
Goodwill and other intangible assets, net	775		46,916			329,527		—			377,218
Other assets	2,585,169		120,739			4,692,156		(6,964,114		)	433,950
Investment in subsidiaries	3,350,690		822,528			15,965,981		(20,139,199		)	—
Total assets	$	15,443,114	$	11,942,875		$	37,576,154	$	(52,461,993	)	$	12,500,150
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Bank borrowings and current portion of long-term debt	$	32,500	$	60		$	15	$	—		$	32,575
Accounts payable	—		1,614,384			3,133,395		—			4,747,779
Accrued payroll	—		106,046			248,843		—			354,889
Inter company payable	8,607,486		10,126,691			6,624,503		(25,358,680		)	—
Other current liabilities	24,868		756,767			1,739,809		—			2,521,444
Total current liabilities	8,664,854		12,603,948			11,746,565		(25,358,680		)	7,656,687
Long term liabilities	4,615,210		2,140,985			2,849,703		(6,964,114		)	2,641,784
Flextronics International Ltd. shareholders’ equity	2,163,050		(2,802,058		)	22,941,257		(20,139,199		)	2,163,050
Noncontrolling interest	—		—			38,629		—			38,629
Total shareholders’ equity	2,163,050		(2,802,058		)	22,979,886		(20,139,199		)	2,201,679
Total liabilities and shareholders’ equity	$	15,443,114	$	11,942,875		$	37,576,154	$	(52,461,993	)	$	12,500,150

Condensed Consolidating Statements of Operations for the Three-Month Period Ended September 26, 2014

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net sales	$	—		$	4,456,995		$	5,219,767		$	(3,148,245	)	$	6,528,517
Cost of sales	—			4,139,945			5,159,736			(3,148,245		)	6,151,436
Gross profit	—			317,050			60,031			—			377,081
Selling, general and administrative expenses	—			57,525			147,065			—			204,590
Intangible amortization	75			605			7,552			—			8,232
Interest and other, net	(68,309		)	277,193			(198,962		)	—			9,922
Income (loss) from continuing operations before income taxes	68,234			(18,273		)	104,376			—			154,337
Provision for income taxes	—			8,142			7,292			—			15,434
Equity in earnings in subsidiaries	70,669			(49,086		)	50,147			(71,730		)	—
Net income (loss)	$	138,903		$	(75,501	)	$	147,231		$	(71,730	)	$	138,903

Condensed Consolidating Statements of Operations for the Three-Month Period Ended September 27, 2013

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net sales	$	—		$	4,325,352		$	5,239,450		$	(3,154,696	)	$	6,410,106
Cost of sales	—			3,965,291			5,231,088			(3,154,696		)	6,041,683
Gross profit	—			360,061			8,362			—			368,423
Selling, general and administrative expenses	—			57,999			160,501			—			218,500
Intangible amortization	75			955			6,688			—			7,718
Interest and other, net	(163,869		)	284,155			(106,685		)	—			13,601
Income (loss) from continuing operations before income taxes	163,794			16,952			(52,142		)	—			128,604
Provision for income taxes	—			2,188			8,211			—			10,399
Equity in earnings in subsidiaries	(45,589		)	(85,198		)	41,901			88,886			—
Net income (loss)	$	118,205		$	(70,434	)	$	(18,452	)	$	88,886		$	118,205

Condensed Consolidating Statements of Operations for the Six-Month Period Ended September 26, 2014

	Parent			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net sales	$	—		$	8,968,224	$	10,025,449		$	(5,822,411	)	$	13,171,262
Cost of sales	—			8,298,137		9,937,670			(5,822,411		)	12,413,396
Gross profit	—			670,087		87,779			—			757,866
Selling, general and administrative expenses	—			112,019		301,848			—			413,867
Intangible amortization	150			1,229		13,804			—			15,183
Interest and other, net	(51,777		)	536,944		(500,617		)	—			(15,450		)
Income from continuing operations before income taxes	51,627			19,895		272,744			—			344,266
Provision for income taxes	—			14,790		16,686			—			31,476
Equity in earnings in subsidiaries	261,163			12,774		86,579			(360,516		)	—
Net income (loss)	$	312,790		$	17,879	$	342,637		$	(360,516	)	$	312,790

Condensed Consolidating Statements of Operations for the Six-Month Period Ended September 27, 2013

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net sales	$	—		$	8,066,344		$	9,582,043		$	(5,447,156	)	$	12,201,231
Cost of sales	—			7,360,905			9,608,024			(5,447,156		)	11,521,773
Gross profit (loss)	—			705,439			(25,981		)	—			679,458
Selling, general and administrative expenses	800			118,448			322,871			—			442,119
Intangible amortization	150			2,036			13,734			—			15,920
Interest and other, net	(213,203		)	550,750			(304,262		)	—			33,285
Income (loss) from continuing operations before income taxes	212,253			34,205			(58,324		)	—			188,134
Provision for income taxes	10			6,582			4,080			—			10,672
Equity in earnings in subsidiaries	(34,781		)	(95,847		)	34,748			95,880			—
Net income (loss)	$	177,462		$	(68,224	)	$	(27,656	)	$	95,880		$	177,462

Condensed Consolidating Statements of Comprehensive Income (Loss) for the Three-Month Period Ended September 26, 2014

	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net income (loss)	$	138,903		$	(75,501	)	$	147,231		$	(71,730	)	$	138,903
Other comprehensive income (loss):
Foreign currency translation adjustments, net of zero tax	(5,683		)	75,966			65,611			(141,577		)	(5,683		)
Unrealized gain (loss) on derivative instruments and other, net of zero tax	(2,433		)	(2,058		)	(2,433		)	4,491			(2,433		)
Comprehensive income (loss)	$	130,787		$	(1,593	)	$	210,409		$	(208,816	)	$	130,787

Condensed Consolidating Statements of Comprehensive Income (Loss) for the Three-Month Period Ended September 27, 2013

	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net income (loss)	$	118,205		$	(70,434	)	$	(18,452	)	$	88,886		$	118,205
Other comprehensive income (loss):
Foreign currency translation adjustments, net of zero tax	(11,988		)	(38,084		)	(39,132		)	77,216			(11,988		)
Unrealized gain (loss) on derivative instruments and other, net of zero tax	9,553			4,668			9,553			(14,221		)	9,553
Comprehensive income (loss)	$	115,770		$	(103,850	)	$	(48,031	)	$	151,881		$	115,770

Condensed Consolidating Statements of Comprehensive Income (Loss) for the Six-Month Period Ended September 26, 2014

	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries		Eliminations			Consolidated
	(in thousands)
Net income (loss)	$	312,790		$	17,879		$	342,637	$	(360,516	)	$	312,790
Other comprehensive income (loss):
Foreign currency translation adjustments, net of zero tax	(9,828		)	91,618			71,337		(162,955		)	(9,828		)
Unrealized gain (loss) on derivative instruments and other, net of zero tax	8,292			(228		)	8,292		(8,064		)	8,292
Comprehensive income (loss)	$	311,254		$	109,269		$	422,266	$	(531,535	)	$	311,254

Condensed Consolidating Statements of Comprehensive Income (Loss) for the Six-Month Period Ended September 27, 2013

	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(in thousands)
Net income (loss)	$	177,462		$	(68,224	)	$	(27,656	)	$	95,880		$	177,462
Other comprehensive income (loss):
Foreign currency translation adjustments, net of zero tax	(29,497		)	(64,165		)	(66,413		)	130,578			(29,497		)
Unrealized gain (loss) on derivative instruments and other, net of zero tax	(581		)	3,424			(582		)	(2,842		)	(581		)
Comprehensive income (loss)	$	147,384		$	(128,965	)	$	(94,651	)	$	223,616		$	147,384

Condensed Consolidating Statements of Cash Flows for the Six-Month Period Ended September 26, 2014

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net cash provided by operating activities	$	24,949		$	217,745		$	63,551		$	—		306,245
Cash flows from investing activities:
Purchases of property and equipment, net of proceeds from disposal	—			(73,455		)	(64,929		)	(11		)	(138,395		)
Acquisition of businesses, net of cash acquired	—			—			(32,589		)	—			(32,589		)
Proceeds from divesture of business, net of cash held in divested business	—			—			(5,493		)	—			(5,493		)
Investing cash flows from (to) affiliates	(833,951		)	(1,064,718		)	351,146			1,547,523			—
Other investing activities, net	—			(6,134		)	(22,721		)	—			(28,855		)
Net cash provided by (used in) investing activities	(833,951		)	(1,144,307		)	225,414			1,547,512			(205,332		)
Cash flows from financing activities:
Proceeds from bank borrowings and long-term debt	—			—			11,387			—			11,387
Repayments of bank borrowings, long-term debt and capital lease obligations	(6,250		)	(888		)	(2,047		)	—			(9,185		)
Payments for repurchases of ordinary shares	(206,771		)	—			—			—			(206,771		)
Net proceeds from issuance of ordinary shares	11,412			—			—			—			11,412
Financing cash flows from (to) affiliates	925,410			1,039,792			(417,690		)	(1,547,512		)	—
Other financing activities, net	—			—			3,382			—			3,382
Net cash provided by (used in) financing activities	723,801			1,038,904			(404,968		)	(1,547,512		)	(189,775		)
Effect of exchange rates on cash and cash equivalents	(83,374		)	(1,139		)	93,999			—			9,486
Net increase (decrease) in cash and cash equivalents	(168,575		)	111,203			(22,004		)	—			(79,376		)
Cash and cash equivalents, beginning of period	638,714			210,462			744,552			—			1,593,728
Cash and cash equivalents, end of period	$	470,139		$	321,665		$	722,548		$	—		$	1,514,352

Condensed Consolidating Statements of Cash Flows for the Six-Month Period Ended September 27, 2013

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net cash provided by (used in) operating activities	$	199,101		$	(729,765	)	$	884,283		$	139		$	353,758
Cash flows from investing activities:
Purchases of property and equipment, net of proceeds from disposal	—			(175,791		)	(135,190		)	—			(310,981		)
Acquisition of businesses, net of cash acquired	—			(61,587		)	(125,956		)	—			(187,543		)
Proceeds from divestiture of business, net of cash held in divested business	—			—			1,000			—			1,000
Investing cash flows from (to) affiliates	(345,190		)	110,985			(2,108,241		)	2,342,446			—
Other investing activities, net	—			1,165			6,271			—			7,436
Net cash provided by (used in) investing activities	(345,190		)	(125,228		)	(2,362,116		)	2,342,446			(490,088		)
Cash flows from financing activities:
Proceeds from bank borrowings and long-term debt	933,000			278			169			—			933,447
Repayments of bank borrowings, long-term debt and capital lease obligations	(403,821		)	(979		)	(1		)	—			(404,801		)
Payments for early retirement of long-term debt	(503,422		)	(41,418		)	—			—			(544,840		)
Payments for repurchases of ordinary shares	(324,594		)	—			—			—			(324,594		)
Net proceeds from issuance of ordinary shares	19,637			—			—			—			19,637
Financing cash flows from (to) affiliates	(90,262		)	823,930			1,608,917			(2,342,585		)	—
Other financing activities, net	—			—			14,743			—			14,743
Net cash provided by (used in) financing activities	(369,462		)	781,811			1,623,828			(2,342,585		)	(306,408		)
Effect of exchange rates on cash and cash equivalents	38,541			1,502			(57,326		)	—			(17,283		)
Net decrease (increase) in cash and cash equivalents	(477,010		)	(71,680		)	88,669			—			(460,021		)
Cash and cash equivalents, beginning of period	740,515			226,372			620,200			—			1,587,087
Cash and cash equivalents, end of period	$	263,505		$	154,692		$	708,869		$	—		$	1,127,066

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SHARE-BASED COMPENSATION (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
Share-based compensation
Share-based compensation expense	$ 10,919	$ 8,717	$ 22,600	$ 17,306
Cost of sales
Share-based compensation
Share-based compensation expense	1,868	1,866	3,478	3,218
Selling, general and administrative expenses
Share-based compensation
Share-based compensation expense	$ 9,051	$ 6,851	$ 19,122	$ 14,088

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SHARE-BASED COMPENSATION (Tables)

6 Months Ended

Sep. 26, 2014

SHARE-BASED COMPENSATION

Schedule of share-based compensation expense

	Three-Month Periods Ended				Six-Month Periods Ended
	September 26, 2014		September 27, 2013		September 26, 2014		September 27, 2013
	(In thousands)
Cost of sales	$	1,868	$	1,866	$	3,478	$	3,218
Selling, general and administrative expenses	9,051		6,851		19,122		14,088
Total stock-based compensation expense	$	10,919	$	8,717	$	22,600	$	17,306

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Sep. 26, 2014	Sep. 27, 2013
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$ 312,790	$ 177,462
Depreciation, amortization and other impairment charges	260,328	227,407
Changes in working capital and other	(266,873)	(51,111)
Net cash provided by operating activities	306,245	353,758
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment	(167,204)	(321,449)
Proceeds from the disposition of property and equipment	28,809	10,468
Acquisition of businesses, net of cash acquired	(32,589)	(187,543)
Proceeds from divesture of business, net of cash held in divested business	(5,493)	1,000
Other investing activities, net	(28,855)	7,436
Net cash used in investing activities	(205,332)	(490,088)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from bank borrowings and long-term debt	11,387	933,447
Repayments of bank borrowings, long-term debt and capital lease obligations	(9,185)	(404,801)
Payments for early retirement of long-term debt		(544,840)
Payments for repurchases of ordinary shares	(206,771)	(324,594)
Net proceeds from issuance of ordinary shares	11,412	19,637
Other financing activities, net	3,382	14,743
Net cash used in financing activities	(189,775)	(306,408)
Effect of exchange rates on cash and cash equivalents	9,486	(17,283)
Net decrease in cash and cash equivalents	(79,376)	(460,021)
Cash and cash equivalents, beginning of period	1,593,728	1,587,087
Cash and cash equivalents, end of period	1,514,352	1,127,066
Non-cash investing activity:
Accounts payable for fixed assets purchases	$ 51,814	$ 155,109

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CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) In Thousands, except Share data, unless otherwise specified	Sep. 26, 2014	Mar. 31, 2014
CONDENSED CONSOLIDATED BALANCE SHEETS
Accounts receivable, allowance for doubtful accounts (in dollars)	$ 7,735	$ 5,529
Ordinary shares, par value (in dollars per share)
Ordinary shares, issued	630,671,476	641,666,347
Ordinary shares, outstanding	580,432,121	591,426,992
Treasury stock, shares	50,239,355	50,239,355

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FAIR VALUE MEASUREMENT OF ASSETS AND LIABILITIES

6 Months Ended

Sep. 26, 2014

FAIR VALUE MEASUREMENT OF ASSETS AND LIABILITIES

FAIR VALUE MEASUREMENT OF ASSETS AND LIABILITIES

10.  FAIR VALUE MEASUREMENT OF ASSETS AND LIABILITIES

Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact, and it considers assumptions that market participants would use when pricing the asset or liability. The accounting guidance for fair value establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is as follows:

Level 1 - Applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

The Company has deferred compensation plans for its officers and certain other employees.  Amounts deferred under the plans are invested in hypothetical investments selected by the participant or the participant’s investment manager.  The Company’s deferred compensation plan assets are for the most part included in other noncurrent assets on the condensed consolidated balance sheets and primarily include investments in equity securities that are valued using active market prices.

Level 2 - Applies to assets or liabilities for which there are inputs other than quoted prices included within level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets) such as cash and cash equivalents and money market funds; or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

The Company values foreign exchange forward contracts using level 2 observable inputs which primarily consist of an income approach based on the present value of the forward rate less the contract rate multiplied by the notional amount.

The Company’s cash equivalents are comprised of bank deposits and money market funds, which are valued using level 2 inputs, such as interest rates and maturity periods. Due to their short-term nature, their carrying amount approximates fair value.

The Company’s deferred compensation plan assets also include money market funds, mutual funds, corporate and government bonds and certain convertible securities that are valued using prices obtained from various pricing sources.  These sources price these investments using certain market indices and the performance of these investments in relation to these indices.  As a result, the Company has classified these investments as level 2 in the fair value hierarchy.

Level 3 - Applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

The Company has accrued for certain contingent consideration in connection with its business acquisitions, which is measured at fair value based on internal cash flow models and other inputs. The following table summarizes the activities related to contingent consideration:

	Three-Month Periods Ended					Six-Month Periods Ended
	September 26, 2014		September 27, 2013			September 26, 2014		September 27, 2013
	(In thousands)
Beginning balance	$	11,300	$	19,000		$	11,300	$	25,000
Additions to accrual	4,500		—			4,500		—
Fair value adjustments	—		(3,000		)	—		(9,000		)
Ending balance	$	15,800	$	16,000		$	15,800	$	16,000

The Company values deferred purchase price receivables relating to its asset-backed securitization program based on a discounted cash flow analysis using unobservable inputs (i.e., level 3 inputs), which are primarily risk free interest rates adjusted for the credit quality of the underlying creditor.  Due to its high credit quality and short term maturity the fair value approximates carrying value.  Significant increases in either of the major unobservable inputs (credit spread, risk free interest rate) in isolation would result in lower fair value estimates, however the impact is not meaningful.  The interrelationship between these inputs is also insignificant.  Refer to note 9 to the condensed consolidated financial statements for a reconciliation of the change in the deferred purchase price receivable during the three-month and six-month periods ended September 26, 2014 and September 27, 2013.

There were no transfers between levels in the fair value hierarchy during the three-month and six-month periods ended September 26, 2014 and September 27, 2013.

Financial Instruments Measured at Fair Value on a Recurring Basis

The following table presents the Company’s assets and liabilities measured at fair value on a recurring basis:

	Fair Value Measurements as of September 26, 2014
	Level 1		Level 2			Level 3			Total
	(In thousands)
Assets:
Money market funds and time deposits (included in cash and cash equivalents of the condensed consolidated balance sheet)	$	—	$	528,169		$	—		$	528,169
Deferred purchase price receivable (Note 9)	—		—			426,057			426,057
Foreign exchange forward contracts (Note 7)	—		25,951			—			25,951
Deferred compensation plan assets:
Mutual funds, money market accounts and equity securities	9,216		37,245			—			46,461
Liabilities:
Foreign exchange forward contracts (Note 7)	$	—	$	(18,912	)	$	—		$	(18,912	)
Contingent consideration in connection with business acquisitions	—		—			(15,800		)	(15,800		)

	Fair Value Measurements as of March 31, 2014
	Level 1		Level 2			Level 3			Total
	(In thousands)
Assets:
Money market funds and time deposits (included in cash and cash equivalents of the condensed consolidated balance sheet)	$	—	$	552,928		$	—		$	552,928
Deferred purchase price receivable (Note 9)	—		—			470,908			470,908
Foreign exchange forward contracts (Note 7)	—		8,186			—			8,186
Deferred compensation plan assets:
Mutual funds, money market accounts and equity securities	9,456		36,751			—			46,207
Liabilities:
Foreign exchange forward contracts (Note 7)	$	—	$	(17,406	)	$	—		$	(17,406	)
Contingent consideration in connection with business acquisitions	—		—			(11,300		)	(11,300		)

Assets Measured at Fair Value on a Nonrecurring Basis

Assets held for sale are recorded at the lesser of the carrying value or fair value, which is based on comparable sales from prevailing market data (level 2 inputs).  As of September 26, 2014 and March 31, 2014, the fair value of assets that were no longer in use and held for sale totaled approximately $3.6 million and $43.5 million, respectively. These assets primarily represent manufacturing facilities that have been closed as part of the Company’s historical facility consolidations and that met the criteria to be classified as held for sale. During the six-month period ended September 26, 2014, the Company sold $39.9 million of assets held for sale.

There were no transfers between levels in the fair value hierarchy for assets held-for-sale during the three-month and six-month periods ended September 26, 2014 and September 27, 2013.

Other financial instruments

The following table presents the Company’s debt not carried at fair value:

	As of September 26, 2014				As of March 31, 2014
	Carrying		Fair		Carrying		Fair		Fair Value
	Amount		Value		Amount		Value		Hierarchy
	(In thousands)
Term Loan, including current portion, due in installments through August 2018	$	600,000	$	585,750	$	600,000	$	591,750	Level 1
Term Loan, including current portion, due in installments through March 2019	493,750		484,803		500,000		497,190		Level 1
4.625% Notes due February 2020	500,000		502,510		500,000		504,688		Level 1
5.000% Notes due February 2023	500,000		505,000		500,000		517,650		Level 1
Total	$	2,093,750	$	2,078,063	$	2,100,000	$	2,111,278

The term loans and Notes due February 2020 and February 2023 are valued based on broker trading prices in active markets.

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Document and Entity Information	6 Months Ended
	Sep. 26, 2014	Oct. 24, 2014
Document and Entity Information
Entity Registrant Name	FLEXTRONICS INTERNATIONAL LTD.
Entity Central Index Key	0000866374
Document Type	10-Q
Document Period End Date	Sep. 26, 2014
Amendment Flag	false
Current Fiscal Year End Date	--03-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		578,974,187
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	Q2

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RESTRUCTURING CHARGES

6 Months Ended

Sep. 26, 2014

RESTRUCTURING CHARGES.

RESTRUCTURING CHARGES

11.  RESTRUCTURING CHARGES

The Company completed certain restructuring activities during fiscal year 2014 that were intended to improve its operational efficiencies by reducing excess workforce and capacity and realign the corporate cost structure. Restructuring charges are recorded based upon employee termination dates, site closure and consolidation plans.

During the six-month period ended September 27, 2013, the Company recognized restructuring charges of approximately $40.8 million, of which $35.1 million were recorded as a component of cost of sales and $5.6 million were recorded as a component of selling, general and administrative expenses.  Of the total restructuring charges, $32.2 million was associated with the terminations of 5,106 identified employees. The identified employee terminations by reportable geographic region amounted to approximately 3,947 in Asia, 1,105 in the Americas and 54 in Europe. The costs associated with these restructuring activities include employee severance, other personnel costs, non-cash impairment charges on equipment no longer in use and to be disposed of, and other exit related costs due to facility closures or rationalizations.  Of the total restructuring charges, $1.9 million were non-cash charges related to the impairment of long-lived assets, and were classified as a component of cost of sales.

The components of the restructuring charges by geographic region incurred during the six-month period ended September 27, 2013 were as follows:

	Americas		Asia		Europe		Total
	(In thousands)
Severance	$	11,331	$	16,205	$	4,631	$	32,167
Long-lived asset impairment	—		1,900		—		1,900
Other exit costs	2,248		3,157		1,288		6,693
Total restructuring charges	$	13,579	$	21,262	$	5,919	$	40,760

The majority of severance costs were classified as a component of cost of sales.

During the six-month period ended September 27, 2013, the Company recognized approximately $6.7 million of other exit costs, which was primarily comprised of $3.8 million related to personnel costs and $2.9 million of contractual obligations that resulted from facility closures. The majority of these costs were classified as a component of cost of sales.

During the six-month period ended September 26, 2014, the Company paid approximately $25.0 million for restructuring charges.  Total restructuring charges accrued as of September 26, 2014 were approximately $17.4 million, of which the majority was classified as a short-term obligation.

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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
Net sales	$ 6,528,517	$ 6,410,106	$ 13,171,262	$ 12,201,231
Cost of sales	6,151,436	6,041,683	12,413,396	11,521,773
Gross profit	377,081	368,423	757,866	679,458
Selling, general and administrative expenses	204,590	218,500	413,867	442,119
Intangible amortization	8,232	7,718	15,183	15,920
Interest and other, net	12,506	14,601	31,143	27,174
Other charges (income), net	(2,584)	(1,000)	(46,593)	6,111
Income before income taxes	154,337	128,604	344,266	188,134
Provision for income taxes	15,434	10,399	31,476	10,672
Net income	$ 138,903	$ 118,205	$ 312,790	$ 177,462
Earnings per share:
Basic (in dollars per share)	$ 0.24	$ 0.19	$ 0.53	$ 0.29
Diluted (in dollars per share)	$ 0.23	$ 0.19	$ 0.52	$ 0.28
Weighted-average shares used in computing per share amounts:
Basic (in shares)	585,760	610,775	586,497	618,447
Diluted (in shares)	595,871	623,620	598,586	631,760

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INTEREST AND OTHER, NET

6 Months Ended

Sep. 26, 2014

INTEREST AND OTHER, NET

INTEREST AND OTHER, NET

5.  INTEREST AND OTHER, NET

During the three-month and six-month periods ended September 26, 2014, the Company recognized interest expense of $19.0 million and $37.5 million, respectively, on its debt obligations outstanding during the period.  During the three-month and six-month periods ended September 27, 2013, the Company recognized interest expense of $20.3 million and $40.5 million, respectively.

The weighted average interest rates for the Company’s long-term debt were 3.2% and 3.3% for the six-month periods ended September 26, 2014 and September 27, 2013, respectively.

During the three-month and six-month periods ended September 26, 2014, the Company recognized interest income of $4.8 million and $10.1 million, respectively.  During the three-month and six-month periods ended September 27, 2013, the Company recognized interest income of $4.0 million and $7.3 million, respectively.

During the three-month and six-month periods ended September 26, 2014, the Company recognized gains on foreign exchange transactions of $6.8 million and $5.4 million, respectively.  During the three-month and six-month periods ended September 27, 2013, the Company recognized gains on foreign exchange transactions of $3.4 million and $8.0 million, respectively.

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EARNINGS PER SHARE

6 Months Ended

Sep. 26, 2014

EARNINGS PER SHARE

EARNINGS PER SHARE

4.  EARNINGS PER SHARE

The following table reflects the basic weighted-average ordinary shares outstanding and diluted weighted-average ordinary share equivalents used to calculate basic and diluted earnings per share:

	Three-Month Periods Ended				Six-Month Periods Ended
	September 26, 2014		September 27, 2013		September 26, 2014		September 27, 2013
	(In thousands, except per share amounts)
Basic earnings per share:
Net income	$	138,903	$	118,205	$	312,790	$	177,462
Shares used in computation:
Weighted-average ordinary shares outstanding	585,760		610,775		586,497		618,447
Basic earnings per share	$	0.24	$	0.19	$	0.53	$	0.29
Diluted earnings per share:
Net income	$	138,903	$	118,205	$	312,790	$	177,462
Shares used in computation:
Weighted-average ordinary shares outstanding	585,760		610,775		586,497		618,447
Weighted-average ordinary share equivalents from stock options and awards (1) (2)	10,111		12,845		12,089		13,313
Weighted-average ordinary shares and ordinary share equivalents outstanding	595,871		623,620		598,586		631,760
Diluted earnings per share	$	0.23	$	0.19	$	0.52	$	0.28

(1) Options to purchase ordinary shares of 7.0 million and 18.1 million during the three-month periods ended September 26, 2014 and September 27, 2013, respectively, and share bonus awards of 0.8 million and 1.0 million during the three-month periods ended September 26, 2014 and September 27, 2013, respectively, were excluded from the computation of diluted earnings per share due to their anti-dilutive impact on the weighted average ordinary share equivalents.

(2) Options to purchase ordinary shares of 12.1 million and 18.7 million during the six-month periods ended September 26, 2014 and September 27, 2013, respectively, and share bonus awards of 0.4 million and 2.4 million during the six-month periods ended September 26, 2014 and September 27, 2013, respectively, were excluded from the computation of diluted earnings per share due to their anti-dilutive impact on the weighted average ordinary share equivalents.

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BALANCE SHEET ITEMS (Tables)

6 Months Ended

Sep. 26, 2014

BALANCE SHEET ITEMS

Schedule of components of inventories

	As of		As of
	September 26, 2014		March 31, 2014
	(In thousands)
Raw materials	$	2,422,415	$	2,349,278
Work-in-progress	578,211		608,284
Finished goods	626,014		641,446
	$	3,626,640	$	3,599,008

Schedule of goodwill

	Amount
	(In thousands)
Balance, beginning of the year	$	292,758
Additions (1)	21,707
Purchase accounting adjustments (2)	8,651
Foreign currency translation adjustments	(2,059		)
Balance, end of the period	$	321,057

(1) The goodwill generated from the Company’s business combinations completed during the six-month period ended September 26, 2014 is primarily related to value placed on the acquired employee workforces, service offerings and capabilities of the acquired businesses and expected synergies. The goodwill is not deductible for income tax purposes. See note 12 to the condensed consolidated financial statements for additional information.

(2) Fair value adjustment made to certain assets acquired in connection with the Company’s acquisition of Riwisa AG.

Schedule of components of acquired intangible assets

	As of September 26, 2014							As of March 31, 2014
	Gross					Net		Gross					Net
	Carrying		Accumulated			Carrying		Carrying		Accumulated			Carrying
	Amount		Amortization			Amount		Amount		Amortization			Amount
	(In thousands)
Intangible assets:
Customer-related intangibles	$	211,852	$	(152,259	)	$	59,593	$	204,369	$	(140,713	)	$	63,656
Licenses and other intangibles	47,789		(15,202		)	32,587		32,564		(11,760		)	20,804
Total	$	259,641	$	(167,461	)	$	92,180	$	236,933	$	(152,473	)	$	84,460

Schedule of estimated future annual amortization expense for intangible assets

Fiscal Year Ending March 31,	Amount
	(In thousands)
2015 (1)	$	15,741
2016	27,133
2017	18,786
2018	12,825
2019	8,498
Thereafter	9,197
Total amortization expense	$	92,180

(1) Represents estimated amortization for the remaining six-month period ending March 31, 2015.

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BUSINESS AND ASSETS ACQUISITIONS

6 Months Ended

Sep. 26, 2014

BUSINESS AND ASSETS ACQUISITIONS

BUSINESS AND ASSETS ACQUISITIONS

12. BUSINESS AND ASSETS ACQUISITIONS

During the three-month period ended September 26, 2014, the Company completed two acquisitions that were not individually, nor in the aggregate, significant to the consolidated financial position, results of operations and cash flows of the Company.  Both of the acquired businesses expanded the Company’s capabilities in the medical devices market, particularly precision plastics.  The total consideration was paid in cash and amounted to $31.4 million net of $5.6 million of cash held by the acquirees.  The Company recorded goodwill of $21.7 million in connection with these acquisitions.  The results of operations were included in the Company’s consolidated financial results beginning on the date of these acquisitions. Pro-forma results of operations for these acquisitions have not been presented because the effects of the acquisitions were immaterial to the Company’s 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 business combinations completed during the recent periods. 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 acquisition.  Changes to amounts recorded as assets and liabilities may result in a corresponding adjustment to goodwill during the respective measurement periods.

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ACCUMULATED OTHER COMPREHENSIVE LOSS

6 Months Ended

Sep. 26, 2014

ACCUMULATED OTHER COMPREHENSIVE LOSS

ACCUMULATED OTHER COMPREHENSIVE LOSS

8.  ACCUMULATED OTHER COMPREHENSIVE LOSS

The changes in accumulated other comprehensive loss by component, net of tax, are as follows:

	Three-Month Periods Ended
	September 26, 2014									September 27, 2013
	Unrealized gain (loss) on derivative instruments and other			Foreign currency translation adjustments			Total			Unrealized gain (loss) on derivative instruments and other			Foreign currency translation adjustments			Total
	(In thousands)
Beginning balance	$	(22,124	)	$	(97,452	)	$	(119,576	)	$	(28,991	)	$	(76,133	)	$	(105,124	)
Other comprehensive gain (loss) before reclassifications	(2,965		)	(3,099		)	(6,064		)	5,937			(11,988		)	(6,051		)
Net (gains) losses reclassified from accumulated other comprehensive loss	532			(2,584		)	(2,052		)	3,616			—			3,616
Net current-period other comprehensive gain (loss)	(2,433		)	(5,683		)	(8,116		)	9,553			(11,988		)	(2,435		)
Ending balance	$	(24,557	)	$	(103,135	)	$	(127,692	)	$	(19,438	)	$	(88,121	)	$	(107,559	)

	Six-Month Periods Ended
	September 26, 2014									September 27, 2013
	Unrealized gain (loss) on derivative instruments and other			Foreign currency translation adjustments			Total			Unrealized gain (loss) on derivative instruments and other			Foreign currency translation adjustments			Total
	(In thousands)
Beginning balance	$	(32,849	)	$	(93,307	)	$	(126,156	)	$	(18,857	)	$	(58,624	)	$	(77,481	)
Other comprehensive gain (loss) before reclassifications	(1,965		)	2,008			43			(308		)	(29,497		)	(29,805		)
Net (gains) losses reclassified from accumulated other comprehensive loss	10,257			(11,836		)	(1,579		)	(273		)	—			(273		)
Net current-period other comprehensive gain (loss)	8,292			(9,828		)	(1,536		)	(581		)	(29,497		)	(30,078		)
Ending balance	$	(24,557	)	$	(103,135	)	$	(127,692	)	$	(19,438	)	$	(88,121	)	$	(107,559	)

Net losses reclassified from accumulated other comprehensive loss during the six-month period ended September 26, 2014 relating to derivative instruments and other includes $5.8 million attributable to the Company’s cash flow hedge instruments which were recognized as a component of cost of sales in the condensed consolidated statement of operations.

During the six-month period ended September 26, 2014, the Company recognized a loss of $11.0 million in connection with the disposition of a manufacturing facility in Western Europe.  This loss includes the settlement of unrealized losses of $4.2 million on an insignificant defined benefit plan associated with the disposed facility offset by the release of cumulative foreign currency translation gains of $9.3 million, both of which have been reclassified from accumulated other comprehensive loss during the period.  The loss on sale is included in other charges (income), net in the condensed consolidated statement of operations.

Additionally, net gains reclassified from accumulated other comprehensive loss during the six-month period ended September 26, 2014 includes $2.6 million in connection with cumulative translation gains related to the liquidation of a foreign entity, which is included in other charges (income), net in the condensed consolidated statement of operations.

Substantially all unrealized losses relating to derivative instruments and other, reclassified from accumulated other comprehensive loss for the three-month and six-month periods ended September 27, 2013, was recognized as a component of cost of sales in the condensed consolidated statement of operations, which primarily relate to the Company’s foreign currency contracts accounted for as cash flow hedges.

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SUPPLEMENTAL GUARANTOR AND NON-GUARANTOR CONDENSED CONSOLIDATING FINANCIAL STATEMENTS (Details 5) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Sep. 26, 2014	Sep. 27, 2013
Condensed consolidating statements of cash flows
Net cash provided by (used in) operating activities	$ 306,245	$ 353,758
Cash flows from investing activities:
Purchases of property and equipment, net of proceeds from disposal	(138,395)	(310,981)
Acquisition of businesses, net of cash acquired	(32,589)	(187,543)
Proceeds from divestitures of business, net of cash held in divested business	(5,493)	1,000
Other investing activities, net	(28,855)	7,436
Net cash used in investing activities	(205,332)	(490,088)
Cash flows from financing activities:
Proceeds from bank borrowings and long-term debt	11,387	933,447
Repayments of bank borrowings and long-term debt and capital lease obligations	(9,185)	(404,801)
Payments for early redemption of long-term debt		(544,840)
Payments for repurchases of ordinary shares	(206,771)	(324,594)
Net proceeds from issuance of ordinary shares	11,412	19,637
Other financing activities, net	3,382	14,743
Net cash used in financing activities	(189,775)	(306,408)
Effect of exchange rates on cash and cash equivalents	9,486	(17,283)
Net decrease in cash and cash equivalents	(79,376)	(460,021)
Cash and cash equivalents, beginning of period	1,593,728	1,587,087
Cash and cash equivalents, end of period	1,514,352	1,127,066
Parent | Reportable legal entities
Condensed consolidating statements of cash flows
Net cash provided by (used in) operating activities	24,949	199,101
Cash flows from investing activities:
Investing cash flows from (to) affiliates	(833,951)	(345,190)
Net cash used in investing activities	(833,951)	(345,190)
Cash flows from financing activities:
Proceeds from bank borrowings and long-term debt		933,000
Repayments of bank borrowings and long-term debt and capital lease obligations	(6,250)	(403,821)
Payments for early redemption of long-term debt		(503,422)
Payments for repurchases of ordinary shares	(206,771)	(324,594)
Net proceeds from issuance of ordinary shares	11,412	19,637
Financing cash flows from (to) affiliates	925,410	(90,262)
Net cash used in financing activities	723,801	(369,462)
Effect of exchange rates on cash and cash equivalents	(83,374)	38,541
Net decrease in cash and cash equivalents	(168,575)	(477,010)
Cash and cash equivalents, beginning of period	638,714	740,515
Cash and cash equivalents, end of period	470,139	263,505
Guarantor Subsidiaries | Reportable legal entities
Condensed consolidating statements of cash flows
Net cash provided by (used in) operating activities	217,745	(729,765)
Cash flows from investing activities:
Purchases of property and equipment, net of proceeds from disposal	(73,455)	(175,791)
Acquisition of businesses, net of cash acquired		(61,587)
Investing cash flows from (to) affiliates	(1,064,718)	110,985
Other investing activities, net	(6,134)	1,165
Net cash used in investing activities	(1,144,307)	(125,228)
Cash flows from financing activities:
Proceeds from bank borrowings and long-term debt		278
Repayments of bank borrowings and long-term debt and capital lease obligations	(888)	(979)
Payments for early redemption of long-term debt		(41,418)
Financing cash flows from (to) affiliates	1,039,792	823,930
Net cash used in financing activities	1,038,904	781,811
Effect of exchange rates on cash and cash equivalents	(1,139)	1,502
Net decrease in cash and cash equivalents	111,203	(71,680)
Cash and cash equivalents, beginning of period	210,462	226,372
Cash and cash equivalents, end of period	321,665	154,692
Non-Guarantor Subsidiaries | Reportable legal entities
Condensed consolidating statements of cash flows
Net cash provided by (used in) operating activities	63,551	884,283
Cash flows from investing activities:
Purchases of property and equipment, net of proceeds from disposal	(64,929)	(135,190)
Acquisition of businesses, net of cash acquired	(32,589)	(125,956)
Proceeds from divestitures of business, net of cash held in divested business	(5,493)	1,000
Investing cash flows from (to) affiliates	351,146	(2,108,241)
Other investing activities, net	(22,721)	6,271
Net cash used in investing activities	225,414	(2,362,116)
Cash flows from financing activities:
Proceeds from bank borrowings and long-term debt	11,387	169
Repayments of bank borrowings and long-term debt and capital lease obligations	(2,047)	(1)
Financing cash flows from (to) affiliates	(417,690)	1,608,917
Other financing activities, net	3,382	14,743
Net cash used in financing activities	(404,968)	1,623,828
Effect of exchange rates on cash and cash equivalents	93,999	(57,326)
Net decrease in cash and cash equivalents	(22,004)	88,669
Cash and cash equivalents, beginning of period	744,552	620,200
Cash and cash equivalents, end of period	722,548	708,869
Eliminations
Condensed consolidating statements of cash flows
Net cash provided by (used in) operating activities		139
Cash flows from investing activities:
Purchases of property and equipment, net of proceeds from disposal	(11)
Investing cash flows from (to) affiliates	1,547,523	2,342,446
Net cash used in investing activities	1,547,512	2,342,446
Cash flows from financing activities:
Financing cash flows from (to) affiliates	(1,547,512)	(2,342,585)
Net cash used in financing activities	$ (1,547,512)	$ (2,342,585)

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OTHER CHARGES (INCOME), NET

6 Months Ended

Sep. 26, 2014

OTHER CHARGES (INCOME), NET

OTHER CHARGES (INCOME), NET

6.  OTHER CHARGES (INCOME), NET

During the six-month period ended September 26, 2014, an amendment to a customer contract to reimburse a customer for certain performance provisions was executed which included the removal of a $55.0 million contractual obligation recognized during fiscal year 2014. Accordingly, the Company reversed this charge with a corresponding credit to other charges (income), net in the condensed consolidated statement of operations.

Further, during the six-month period ended September 26, 2014, the Company recognized a loss of $11.0 million in connection with the disposition of a manufacturing facility in Western Europe.  The Company received $11.5 million in cash for the sale of $27.2 million in net assets of the facility.  The loss also includes $4.6 million of estimated transaction costs, partially offset by a gain of $9.3 million for the release of cumulative foreign currency translation gains triggered by the disposition.

During the six-month period ended September 27, 2013, the Company recognized a loss of $7.1 million relating to the exercise of a warrant to purchase shares of a certain supplier and sale of the underlying shares for total proceeds of $67.3 million.

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FINANCIAL INSTRUMENTS

6 Months Ended

Sep. 26, 2014

FINANCIAL INSTRUMENTS

FINANCIAL INSTRUMENTS

7.  FINANCIAL INSTRUMENTS

Foreign Currency Contracts

The Company enters into forward contracts and foreign currency swap contracts to manage the foreign currency risk associated with monetary accounts and anticipated foreign currency denominated transactions.  The Company hedges committed exposures and does not engage in speculative transactions.  As of September 26, 2014, the aggregate notional amount of the Company’s outstanding foreign currency forward and swap contracts was $5.2 billion as summarized below:

	Foreign Currency Amount		Notional Contract Value in USD
Currency	Buy	Sell	Buy		Sell
	(In thousands)
Cash Flow Hedges
CNY	2,725,000	—	$	444,057	$	—
EUR	15,273	13,728	19,518		18,148
HUF	16,348,000	—	67,389		—
MXN	1,889,800	—	142,206		—
MYR	320,000	—	98,720		—
Other	N/A	N/A	131,629		—
			903,519		18,148
Other Forward/Swap Contracts
BRL	—	326,000	—		136,356
CAD	137,524	134,540	125,173		122,175
CNY	4,955,264	3,077,814	803,676		500,000
EUR	530,989	698,030	680,254		897,235
GBP	31,850	57,585	52,081		94,205
HUF	17,297,300	20,225,600	71,303		83,374
JPY	6,914,690	1,354,020	63,471		12,599
MXN	1,157,840	589,470	87,126		44,357
MYR	239,320	37,342	73,830		11,520
SEK	488,358	717,285	68,157		100,930
Other	N/A	N/A	166,590		120,356
			2,191,661		2,123,107
Total Notional Contract Value in USD			$	3,095,180	$	2,141,255

As of September 26, 2014, the fair value of the Company’s short-term foreign currency contracts was not material and is included in other current assets or other current liabilities, as applicable, in the condensed consolidated balance sheets. Certain of these contracts are designed to economically hedge the Company’s exposure to monetary assets and liabilities denominated in a non-functional currency and are not accounted for as hedges under the accounting standards.  Accordingly, changes in the fair value of these instruments are recognized in earnings during the period of change as a component of interest and other, net in the condensed consolidated statements of operations. As of September 26, 2014 and March 31, 2014, the Company also has included net deferred losses in accumulated other comprehensive loss, a component of shareholders’ equity in the condensed consolidated balance sheets, relating to the effective portion of changes in fair value of its foreign currency contracts that are accounted for as cash flow hedges. These deferred losses were not material as of September 26, 2014, and are expected to be recognized primarily as a component of cost of sales in the condensed consolidated statements of operations primarily over the next twelve-month period. The gains and losses recognized in earnings due to hedge ineffectiveness were not material for all fiscal periods presented and are included as a component of interest and other, net in the condensed consolidated statements of operations.

The following table presents the fair value of the Company’s derivative instruments utilized for foreign currency risk management purposes:

	Fair Values of Derivative Instruments
	Asset Derivatives					Liability Derivatives
		Fair Value					Fair Value
	Balance Sheet Location	September 26, 2014		March 31, 2014		Balance Sheet Location	September 26, 2014		March 31, 2014
	(In thousands)
Derivatives designated as hedging instruments
Foreign currency contracts	Other current assets	$	6,135	$	3,464	Other current liabilities	$	8,016	$	10,457
Derivatives not designated as hedging instruments
Foreign currency contracts	Other current assets	$	19,816	$	4,722	Other current liabilities	$	10,896	$	6,949

The Company has financial instruments subject to master netting arrangements, which provides for the net settlement of all contracts with a single counterparty.  The Company does not offset fair value amounts for assets and liabilities recognized for derivative instruments under these arrangements, and as such, the asset and liability balances presented in the table above reflect the gross amounts of derivatives in the condensed consolidated balance sheets.  The impact of netting derivative assets and liabilities is not material to the Company’s financial position for any period presented.

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TRADE RECEIVABLES SECURITIZATION

6 Months Ended

Sep. 26, 2014

TRADE RECEIVABLES SECURITIZATION

TRADE RECEIVABLES SECURITIZATION

9.  TRADE RECEIVABLES SECURITIZATION

The Company sells trade receivables under two asset-backed securitization programs and under an accounts receivable factoring program.

Asset-Backed Securitization Programs

The Company continuously sells designated pools of trade receivables under its Global Asset-Backed Securitization Agreement (the “Global Program”) and its North American Asset-Backed Securitization Agreement (the “North American Program,” collectively, the “ABS Programs”) to affiliated special purpose entities, each of which in turn sells 100% of the receivables to unaffiliated financial institutions. These programs allow the operating subsidiaries to receive a cash payment and a deferred purchase price receivable for sold receivables.  Following the transfer of the receivables to the special purpose entities, the transferred receivables are isolated from the Company and its affiliates, and upon the sale of the receivables from the special purpose entities to the unaffiliated financial institutions effective control of the transferred receivables is passed to the unaffiliated financial institutions, which has the right to pledge or sell the receivables. Although the special purpose entities are consolidated by the Company, they are separate corporate entities and their assets are available first to satisfy the claims of their creditors. The investment limits set by the financial institutions are $500.0 million for the Global Program and $225.0 million for the North American Program. Both programs require a minimum level of deferred purchase price receivable to be retained by the Company in connection with the sales.

The Company services, administers and collects the receivables on behalf of the special purpose entities and receives a servicing fee of 0.1% to 0.5% of serviced receivables per annum.  Servicing fees recognized during the three-month and six-month periods ended September 26, 2014 and September 27, 2013 were not material and are included in interest and other, net within the condensed consolidated statements of operations.  As the Company estimates the fee it receives in return for its obligation to service these receivables is at fair value, no servicing assets and liabilities are recognized.

As of September 26, 2014, approximately $1.1 billion of accounts receivable had been sold to the special purpose entities under the ABS Programs for which the Company had received net cash proceeds of $673.6 million and deferred purchase price receivables of approximately $426.1 million.  As of March 31, 2014, approximately $1.2 billion of accounts receivable had been sold to the special purpose entities for which the Company had received net cash proceeds of $729.3 million and deferred purchase price receivables of approximately $470.9 million.  The portion of the purchase price for the receivables which is not paid by the unaffiliated financial institutions in cash is a deferred purchase price receivable, which is paid to the special purpose entity as payments on the receivables are collected from account debtors. The deferred purchase price receivable represents a beneficial interest in the transferred financial assets and is recognized at fair value as part of the sale transaction.  The deferred purchase price receivables are included in other current assets as of September 26, 2014 and March 31, 2014, and were carried at the expected recovery amount of the related receivables.  The difference between the carrying amount of the receivables sold under these programs and the sum of the cash and fair value of the deferred purchase price receivables received at time of transfer is recognized as a loss on sale of the related receivables and recorded in interest and other, net in the condensed consolidated statements of operations and were immaterial for all periods presented.

As of September 26, 2014 and March 31, 2014, the accounts receivable balances that were sold under the ABS Programs were removed from the condensed consolidated balance sheets and the net cash proceeds received by the Company were included as cash provided by operating activities in the condensed consolidated statements of cash flows.

For the six-month periods ended September 26, 2014 and September 27, 2013, cash flows from sales of receivables under the ABS Programs consisted of approximately $2.1 billion and $1.9 billion for transfers of receivables, respectively (of which approximately $76.5 million and $182.7 million, respectively, represented new transfers and the remainder proceeds from collections reinvested in revolving-period transfers).

The following table summarizes the activity in the deferred purchase price receivables account:

	Three-Month Periods Ended						Six-Month Periods Ended
	September 26, 2014			September 27, 2013			September 26, 2014			September 27, 2013
	(In thousands)
Beginning balance	$	463,124		$	420,887		$	470,908		$	412,357
Transfers of receivables	720,921			983,623			1,499,781			1,866,540
Collections	(757,988		)	(846,199		)	(1,544,632		)	(1,720,586		)
Ending balance	$	426,057		$	558,311		$	426,057		$	558,311

Trade Accounts Receivable Sale Programs

The Company also sold accounts receivables to certain third-party banking institutions. The outstanding balance of receivables sold and not yet collected was approximately $571.5 million and $341.8 million as of September 26, 2014 and March 31, 2014, respectively. For the six-month periods ended September 26, 2014 and September 27, 2013, total accounts receivable sold to certain third party banking institutions was approximately $2.3 billion and $1.2 billion, respectively.  The receivables that were sold were removed from the condensed consolidated balance sheets and the cash received is reflected as cash provided by operating activities in the condensed consolidated statements of cash flows.

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BALANCE SHEET ITEMS (Details 2) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Sep. 26, 2014
Activity in goodwill account
Balance, beginning of the year	$ 292,758
Additions	21,707
Purchase accounting adjustments	8,651
Foreign currency translation adjustments	(2,059)
Balance, end of the period	$ 321,057

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RESTRUCTURING CHARGES (Details) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Sep. 27, 2013 employees
RESTRUCTURING CHARGES
Restructuring charges	$ 40,760
Number of identified employees	5,106
Cost of sales
RESTRUCTURING CHARGES
Restructuring charges	35,100
Selling, general and administrative expenses
RESTRUCTURING CHARGES
Restructuring charges	5,600
Severance
RESTRUCTURING CHARGES
Restructuring charges	32,167
Long-lived asset impairment
RESTRUCTURING CHARGES
Restructuring charges	1,900
Other exit costs
RESTRUCTURING CHARGES
Restructuring charges	6,693
Americas
RESTRUCTURING CHARGES
Restructuring charges	13,579
Number of identified employees	1,105
Americas | Severance
RESTRUCTURING CHARGES
Restructuring charges	11,331
Americas | Other exit costs
RESTRUCTURING CHARGES
Restructuring charges	2,248
Asia
RESTRUCTURING CHARGES
Restructuring charges	21,262
Number of identified employees	3,947
Asia | Severance
RESTRUCTURING CHARGES
Restructuring charges	16,205
Asia | Long-lived asset impairment
RESTRUCTURING CHARGES
Restructuring charges	1,900
Asia | Other exit costs
RESTRUCTURING CHARGES
Restructuring charges	3,157
Europe
RESTRUCTURING CHARGES
Restructuring charges	5,919
Number of identified employees	54
Europe | Severance
RESTRUCTURING CHARGES
Restructuring charges	4,631
Europe | Other exit costs
RESTRUCTURING CHARGES
Restructuring charges	$ 1,288

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SHARE REPURCHASES

6 Months Ended

Sep. 26, 2014

SHARE REPURCHASES

SHARE REPURCHASES

14.  SHARE REPURCHASES

During the three-month and six-month periods ended September 26, 2014 the Company repurchased 9.3 million shares at an aggregate purchase price of $101.3 million and 19.8 million shares at an aggregate purchase price of $203.4 million, respectively, and retired all of these shares.

Under the Company’s current share repurchase program, the Board of Directors authorized repurchases of its outstanding ordinary shares for up to $500 million in accordance with the share repurchase mandate approved by the Company’s shareholders at the date of the most recent Extraordinary General Meeting held on August 28, 2014. As of September 26, 2014, shares in the aggregate amount of $456.7 million were available to be repurchased under the current plan.

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FINANCIAL INSTRUMENTS (Tables)

6 Months Ended

Sep. 26, 2014

FINANCIAL INSTRUMENTS

Summary of aggregate notional amount of the Company's outstanding foreign currency forward and swap contracts

	Foreign Currency Amount		Notional Contract Value in USD
Currency	Buy	Sell	Buy		Sell
	(In thousands)
Cash Flow Hedges
CNY	2,725,000	—	$	444,057	$	—
EUR	15,273	13,728	19,518		18,148
HUF	16,348,000	—	67,389		—
MXN	1,889,800	—	142,206		—
MYR	320,000	—	98,720		—
Other	N/A	N/A	131,629		—
			903,519		18,148
Other Forward/Swap Contracts
BRL	—	326,000	—		136,356
CAD	137,524	134,540	125,173		122,175
CNY	4,955,264	3,077,814	803,676		500,000
EUR	530,989	698,030	680,254		897,235
GBP	31,850	57,585	52,081		94,205
HUF	17,297,300	20,225,600	71,303		83,374
JPY	6,914,690	1,354,020	63,471		12,599
MXN	1,157,840	589,470	87,126		44,357
MYR	239,320	37,342	73,830		11,520
SEK	488,358	717,285	68,157		100,930
Other	N/A	N/A	166,590		120,356
			2,191,661		2,123,107
Total Notional Contract Value in USD			$	3,095,180	$	2,141,255

Schedule of fair value of the derivative instruments utilized for foreign currency risk management purposes

	Fair Values of Derivative Instruments
	Asset Derivatives					Liability Derivatives
		Fair Value					Fair Value
	Balance Sheet Location	September 26, 2014		March 31, 2014		Balance Sheet Location	September 26, 2014		March 31, 2014
	(In thousands)
Derivatives designated as hedging instruments
Foreign currency contracts	Other current assets	$	6,135	$	3,464	Other current liabilities	$	8,016	$	10,457
Derivatives not designated as hedging instruments
Foreign currency contracts	Other current assets	$	19,816	$	4,722	Other current liabilities	$	10,896	$	6,949

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FAIR VALUE MEASUREMENT OF ASSETS AND LIABILITIES (Details 2) (USD $)	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014 Recurring Basis Level 1 Deferred compensation plan assets: Mutual funds, money market accounts and equity securities	Mar. 31, 2014 Recurring Basis Level 1 Deferred compensation plan assets: Mutual funds, money market accounts and equity securities	Sep. 26, 2014 Recurring Basis Level 2 Money market funds and time deposits	Mar. 31, 2014 Recurring Basis Level 2 Money market funds and time deposits	Sep. 26, 2014 Recurring Basis Level 2 Foreign exchange forward contracts	Mar. 31, 2014 Recurring Basis Level 2 Foreign exchange forward contracts	Sep. 26, 2014 Recurring Basis Level 2 Deferred compensation plan assets: Mutual funds, money market accounts and equity securities	Mar. 31, 2014 Recurring Basis Level 2 Deferred compensation plan assets: Mutual funds, money market accounts and equity securities	Sep. 26, 2014 Recurring Basis Level 3 Deferred purchase price receivable	Mar. 31, 2014 Recurring Basis Level 3 Deferred purchase price receivable	Sep. 26, 2014 Recurring Basis Level 3 Contingent consideration in connection with business acquisitions	Mar. 31, 2014 Recurring Basis Level 3 Contingent consideration in connection with business acquisitions	Sep. 26, 2014 Recurring Basis Total Money market funds and time deposits	Mar. 31, 2014 Recurring Basis Total Money market funds and time deposits	Sep. 26, 2014 Recurring Basis Total Deferred purchase price receivable	Mar. 31, 2014 Recurring Basis Total Deferred purchase price receivable	Sep. 26, 2014 Recurring Basis Total Foreign exchange forward contracts	Mar. 31, 2014 Recurring Basis Total Foreign exchange forward contracts	Sep. 26, 2014 Recurring Basis Total Deferred compensation plan assets: Mutual funds, money market accounts and equity securities	Mar. 31, 2014 Recurring Basis Total Deferred compensation plan assets: Mutual funds, money market accounts and equity securities	Sep. 26, 2014 Recurring Basis Total Contingent consideration in connection with business acquisitions	Mar. 31, 2014 Recurring Basis Total Contingent consideration in connection with business acquisitions	Sep. 26, 2014 Nonrecurring Basis Level 2	Mar. 31, 2014 Nonrecurring Basis Level 2
Financial Instruments Measured at Fair Value on a Recurring Basis and Nonrecurring Basis
Total Assets			$ 9,216,000	$ 9,456,000	$ 528,169,000	$ 552,928,000	$ 25,951,000	$ 8,186,000	$ 37,245,000	$ 36,751,000	$ 426,057,000	$ 470,908,000			$ 528,169,000	$ 552,928,000	$ 426,057,000	$ 470,908,000	$ 25,951,000	$ 8,186,000	$ 46,461,000	$ 46,207,000
Total Liabilities							(18,912,000)	(17,406,000)					(15,800,000)	(11,300,000)					(18,912,000)	(17,406,000)			(15,800,000)	(11,300,000)
Transfers out of Level 1 and into Level 2 related to assets and liabilities measured on a recurring and nonrecurring basis	0	0
Transfers out of Level 2 and into Level 1 related to assets and liabilities measured on a recurring and nonrecurring basis	0	0
Transfers out of Level 1 and into Level 2 related to liabilities measured on a recurring and nonrecurring basis	0	0
Transfers out of Level 2 and into Level 1 related to liabilities measured on a recurring and nonrecurring basis	0	0
Assets held for sale																									3,600,000	43,500,000
Carry value of assets held for sale of properties sold																									$ 39,900,000

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OTHER CHARGES (INCOME), NET (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended		12 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013	Mar. 31, 2014 Supply commitment
Commitments
Other charges (income), net	$ (2,584)	$ (1,000)	$ (46,593)	$ 6,111	$ 55,000

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CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Net income	$ 138,903	$ 118,205	$ 312,790	$ 177,462
Other comprehensive income (loss):
Foreign currency translation adjustments, net of zero tax	(5,683)	(11,988)	(9,828)	(29,497)
Unrealized gain (loss) on derivative instruments and other, net of zero tax	(2,433)	9,553	8,292	(581)
Comprehensive income	$ 130,787	$ 115,770	$ 311,254	$ 147,384

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SHARE-BASED COMPENSATION

6 Months Ended

Sep. 26, 2014

SHARE-BASED COMPENSATION

SHARE-BASED COMPENSATION

3.  SHARE-BASED COMPENSATION

The following table summarizes the Company’s share-based compensation expense:

	Three-Month Periods Ended				Six-Month Periods Ended
	September 26, 2014		September 27, 2013		September 26, 2014		September 27, 2013
	(In thousands)
Cost of sales	$	1,868	$	1,866	$	3,478	$	3,218
Selling, general and administrative expenses	9,051		6,851		19,122		14,088
Total stock-based compensation expense	$	10,919	$	8,717	$	22,600	$	17,306

Total unrecognized compensation expense related to share options is $0.3 million, net of estimated forfeitures, and will be recognized over a weighted-average remaining vesting period of one year. As of September 26, 2014, the number of options outstanding and exercisable was 18.3 million and 18.2 million, respectively, both at a weighted-average exercise price of $8.06 per share.

During the six-month period ended September 26, 2014, the Company granted 6.0 million unvested share bonus awards at an average grant date price of $11.75 per share, under its 2010 Equity Incentive Plan.  Of this amount, approximately 0.9 million represents the target amount of grants made to certain key employees whereby vesting is contingent on certain market conditions.  The number of shares that ultimately will vest range from zero up to a maximum of 1.8 million based on a measurement of the percentile rank of the Company’s total shareholder return over a certain specified period against the Standard and Poor’s (“S&P”) 500 Composite Index and will cliff vest after a period of three years, if such market conditions have been met.  The average grant-date fair value of these awards was estimated to be $15.81 per share and was calculated using a Monte Carlo simulation.

As of September 26, 2014, approximately 19.3 million unvested share bonus awards were outstanding, of which vesting for a targeted amount of 5.0 million is contingent primarily on meeting certain market conditions.  The number of shares that will ultimately be issued can range from zero to 9.7 million based on the achievement levels of the respective conditions.  During the six-month period ended September 26, 2014, 0.3 million shares vested in connection with the remaining number of share bonus awards with market conditions granted in fiscal 2011, and 0.4 million shares vested in connection with half of the share bonus awards with market conditions granted in fiscal 2012.

As of September 26, 2014, total unrecognized compensation expense related to unvested share bonus awards is $107.7 million, net of estimated forfeitures, and will be recognized over a weighted-average remaining vesting period of 2.8 years. Approximately $20.8 million of the total unrecognized compensation cost, net of estimated forfeitures, is related to awards whereby vesting is contingent on meeting certain market conditions.

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SUPPLEMENTAL GUARANTOR AND NON-GUARANTOR CONDENSED CONSOLIDATING FINANCIAL STATEMENTS (Details 3) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
Condensed consolidating statements of operations
Net sales	$ 6,528,517	$ 6,410,106	$ 13,171,262	$ 12,201,231
Cost of sales	6,151,436	6,041,683	12,413,396	11,521,773
Gross profit	377,081	368,423	757,866	679,458
Selling, general and administrative expenses	204,590	218,500	413,867	442,119
Intangible amortization	8,232	7,718	15,183	15,920
Interest and other, net	9,922	13,601	(15,450)	33,285
Income before income taxes	154,337	128,604	344,266	188,134
Provision for (benefit from) income taxes	15,434	10,399	31,476	10,672
Net income	138,903	118,205	312,790	177,462
Parent | Reportable Legal entities
Condensed consolidating statements of operations
Selling, general and administrative expenses				800
Intangible amortization	75	75	150	150
Interest and other, net	(68,309)	(163,869)	(51,777)	(213,203)
Income before income taxes	68,234	163,794	51,627	212,253
Provision for (benefit from) income taxes				10
Equity in earnings in subsidiaries	70,669	(45,589)	261,163	(34,781)
Net income	138,903	118,205	312,790	177,462
Guarantor Subsidiaries | Reportable Legal entities
Condensed consolidating statements of operations
Net sales	4,456,995	4,325,352	8,968,224	8,066,344
Cost of sales	4,139,945	3,965,291	8,298,137	7,360,905
Gross profit	317,050	360,061	670,087	705,439
Selling, general and administrative expenses	57,525	57,999	112,019	118,448
Intangible amortization	605	955	1,229	2,036
Interest and other, net	277,193	284,155	536,944	550,750
Income before income taxes	(18,273)	16,952	19,895	34,205
Provision for (benefit from) income taxes	8,142	2,188	14,790	6,582
Equity in earnings in subsidiaries	(49,086)	(85,198)	12,774	(95,847)
Net income	(75,501)	(70,434)	17,879	(68,224)
Non-Guarantor Subsidiaries | Reportable Legal entities
Condensed consolidating statements of operations
Net sales	5,219,767	5,239,450	10,025,449	9,582,043
Cost of sales	5,159,736	5,231,088	9,937,670	9,608,024
Gross profit	60,031	8,362	87,779	(25,981)
Selling, general and administrative expenses	147,065	160,501	301,848	322,871
Intangible amortization	7,552	6,688	13,804	13,734
Interest and other, net	(198,962)	(106,685)	(500,617)	(304,262)
Income before income taxes	104,376	(52,142)	272,744	(58,324)
Provision for (benefit from) income taxes	7,292	8,211	16,686	4,080
Equity in earnings in subsidiaries	50,147	41,901	86,579	34,748
Net income	147,231	(18,452)	342,637	(27,656)
Eliminations
Condensed consolidating statements of operations
Net sales	(3,148,245)	(3,154,696)	(5,822,411)	(5,447,156)
Cost of sales	(3,148,245)	(3,154,696)	(5,822,411)	(5,447,156)
Equity in earnings in subsidiaries	(71,730)	88,886	(360,516)	95,880
Net income	$ (71,730)	$ 88,886	$ (360,516)	$ 95,880

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ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables)

6 Months Ended

Sep. 26, 2014

ACCUMULATED OTHER COMPREHENSIVE LOSS

Schedule of changes in accumulated other comprehensive loss by component, net of tax

	Three-Month Periods Ended
	September 26, 2014									September 27, 2013
	Unrealized gain (loss) on derivative instruments and other			Foreign currency translation adjustments			Total			Unrealized gain (loss) on derivative instruments and other			Foreign currency translation adjustments			Total
	(In thousands)
Beginning balance	$	(22,124	)	$	(97,452	)	$	(119,576	)	$	(28,991	)	$	(76,133	)	$	(105,124	)
Other comprehensive gain (loss) before reclassifications	(2,965		)	(3,099		)	(6,064		)	5,937			(11,988		)	(6,051		)
Net (gains) losses reclassified from accumulated other comprehensive loss	532			(2,584		)	(2,052		)	3,616			—			3,616
Net current-period other comprehensive gain (loss)	(2,433		)	(5,683		)	(8,116		)	9,553			(11,988		)	(2,435		)
Ending balance	$	(24,557	)	$	(103,135	)	$	(127,692	)	$	(19,438	)	$	(88,121	)	$	(107,559	)

	Six-Month Periods Ended
	September 26, 2014									September 27, 2013
	Unrealized gain (loss) on derivative instruments and other			Foreign currency translation adjustments			Total			Unrealized gain (loss) on derivative instruments and other			Foreign currency translation adjustments			Total
	(In thousands)
Beginning balance	$	(32,849	)	$	(93,307	)	$	(126,156	)	$	(18,857	)	$	(58,624	)	$	(77,481	)
Other comprehensive gain (loss) before reclassifications	(1,965		)	2,008			43			(308		)	(29,497		)	(29,805		)
Net (gains) losses reclassified from accumulated other comprehensive loss	10,257			(11,836		)	(1,579		)	(273		)	—			(273		)
Net current-period other comprehensive gain (loss)	8,292			(9,828		)	(1,536		)	(581		)	(29,497		)	(30,078		)
Ending balance	$	(24,557	)	$	(103,135	)	$	(127,692	)	$	(19,438	)	$	(88,121	)	$	(107,559	)

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EARNINGS PER SHARE (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Sep. 26, 2014	Sep. 27, 2013	Sep. 26, 2014	Sep. 27, 2013
Basic earnings per share:
Net income	$ 138,903	$ 118,205	$ 312,790	$ 177,462
Shares used in computation:
Weighted-average ordinary shares outstanding	585,760	610,775	586,497	618,447
Basic earnings per share (in dollars per share)	$ 0.24	$ 0.19	$ 0.53	$ 0.29
Diluted earnings per share:
Net income	$ 138,903	$ 118,205	$ 312,790	$ 177,462
Shares used in computation:
Weighted-average ordinary shares outstanding	585,760	610,775	586,497	618,447
Weighted-average ordinary share equivalents from stock options and awards	10,111	12,845	12,089	13,313
Weighted-average ordinary shares and ordinary share equivalents outstanding	595,871	623,620	598,586	631,760
Diluted earnings per share (in dollars per share)	$ 0.23	$ 0.19	$ 0.52	$ 0.28

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COMMITMENTS AND CONTINGENCIES

6 Months Ended

Sep. 26, 2014

COMMITMENTS AND CONTINGENCIES.

COMMITMENTS AND CONTINGENCIES

13.  COMMITMENTS AND CONTINGENCIES

Litigation and other legal matters

On December 11, 2013, Xilinx, Inc. (plaintiff) filed a lawsuit in Santa Clara County, California, Superior Court against Flextronics International, Ltd.; Flextronics International USA, Inc.; and Flextronics Corporation (Case No. 113CV257431).  The complaint asserts various claims, including fraud, negligent misrepresentation, breach of contract, and unfair competition, based on specific alleged incidents concerning our purchases and sales of Xilinx products.  The plaintiff seeks an unspecified amount of compensatory, statutory, punitive, and other forms of damages, injunctive relief, and attorneys’ fees and costs.  The plaintiff also seeks a jury trial.  On June 25, 2014, we filed motions for Demurrer and to Strike asking the court to dismiss the claims against us.  The court has scheduled a hearing on the motions for December 19, 2014.  Although the outcome of this matter is currently not determinable, management expects that any losses that are probable or reasonably possible of being incurred as a result of this matter, which are in excess of amounts already accrued in the Company’s condensed consolidated balance sheets, would not be material to the financial statements.

During the six-month period ended September 26, 2014, one of our non-operating Brazilian subsidiaries received an assessment of approximately $100 million related to income and social contribution taxes, interest and penalties.  The Company believes there is no legal basis for the assessment and expects that any losses are remote.  The Company plans to vigorously defend itself through the administrative and judicial processes.

In addition, from time to time, the Company is subject to legal proceedings, claims, and litigation arising in the ordinary course of business. The Company defends itself vigorously against any such claims. Although the outcome of these matters is currently not determinable, management expects that any losses that are probable or reasonably possible of being incurred as a result of these matters, which are in excess of amounts already accrued in the Company’s condensed consolidated balance sheets would not be material to the financial statements as a whole.