Ttabvue-91254336-OPP-7.Pdf

Trademark Trial and Appeal Board Electronic Filing System. http://estta.uspto.gov ESTTA Tracking number: ESTTA1116395 Filing date: 02/24/2021

IN THE UNITED STATES PATENT AND TRADEMARK OFFICE BEFORE THE TRADEMARK TRIAL AND APPEAL BOARD Proceeding 91254336 Party Plaintiff Flex Ltd. Correspondence PAMELA N HIRSCHMAN Address SHERIDAN ROSS PC 1560 BROADWAY STE 1200 DENVER, CO 80202 UNITED STATES Primary Email: [email protected] Secondary Email(s): [email protected] 303-863-2967

Submission Plaintiff's Notice of Reliance Filer's Name Autumn R. Hartman Filer's email [email protected], [email protected], ahart- [email protected] Signature /Autumn R. Hartman/ Date 02/24/2021 Attachments Opposers Notice of Reliance.pdf(58875 bytes ) Exhibit A.1.pdf(79580 bytes ) Exhibit A.2.pdf(921101 bytes ) Exhibit A.3.pdf(99402 bytes ) Exhibit B.1.pdf(34359 bytes ) Exhibit B.2.pdf(69046 bytes ) Exhibit C.1.pdf(38767 bytes ) Exhibit C.2.pdf(38192 bytes ) Exhibit C.3.pdf(46994 bytes ) Exhibit C.4.pdf(154030 bytes ) Exhibit C.5.pdf(42376 bytes ) Exhibit C.6.pdf(43491 bytes ) Exhibit C.7.pdf(112323 bytes ) Exhibit C.8.pdf(36914 bytes ) Exhibit C.9.pdf(691392 bytes ) Exhibit C.10.pdf(42444 bytes ) Exhibit C.11.pdf(41746 bytes ) Exhibit C.12.pdf(46841 bytes ) Exhibit C.13.pdf(73369 bytes ) Exhibit C.14.pdf(67342 bytes ) Exhibit C.15.pdf(40473 bytes ) Exhibit C.16.pdf(43158 bytes ) Exhibit C.17.pdf(44319 bytes ) Exhibit C.18.pdf(78334 bytes ) Exhibit C.19.pdf(50108 bytes ) Exhibit C.20.pdf(39694 bytes ) Exhibit C.21.pdf(39426 bytes ) Exhibit C.22.pdf(42755 bytes ) Exhibit C.23.pdf(35868 bytes ) Exhibit C.24.pdf(38281 bytes ) Exhibit C.25.pdf(45450 bytes ) Exhibit C.26.pdf(51358 bytes ) Exhibit C.27.pdf(47799 bytes ) Exhibit C.28.pdf(46069 bytes ) Exhibit C.29.pdf(37928 bytes ) Exhibit C.30.pdf(297784 bytes ) Exhibit D.1.pdf(912006 bytes ) Exhibit D.2.pdf(650870 bytes ) Exhibit D.3 part 1.pdf(1068045 bytes ) Exhibit D.3 part 2.pdf(1493574 bytes ) Exhibit D.4 part 1.pdf(930772 bytes ) Exhibit D.4 part 2.pdf(1286519 bytes ) Exhibit E.1.pdf(172896 bytes ) Exhibit E.2.pdf(351040 bytes ) Exhibit E.3.pdf(59932 bytes ) Exhibit F.1.pdf(524389 bytes ) Exhibit F.2.pdf(347006 bytes ) Exhibit F.3.pdf(786428 bytes ) Exhibit F.4.pdf(519723 bytes ) Exhibit F.5.pdf(530625 bytes ) Exhibit F.6 part 1.pdf(512956 bytes ) Exhibit F.6 part 2.pdf(326891 bytes ) Exhibit F.7.pdf(308414 bytes ) Exhibit F.8.pdf(177257 bytes ) Exhibit F.9 part 1.pdf(314386 bytes ) Exhibit F.9 part 2.pdf(550347 bytes ) Exhibit F.10.pdf(562091 bytes ) Exhibit F.11.pdf(502988 bytes ) Exhibit F.12.pdf(424617 bytes ) Exhibit F.13.pdf(327268 bytes ) Exhibit F.14.pdf(342756 bytes ) Exhibit F.15.pdf(493074 bytes ) Exhibit F.16.pdf(445824 bytes ) Exhibit F.17.pdf(771903 bytes ) Exhibit F.18.pdf(672375 bytes ) Exhibit F.19.pdf(152426 bytes ) Exhibit F.20.pdf(876800 bytes ) IN THE UNITED STATE PATENT AND TRADEMARK OFFICE BEFORE THE TRADEMARK TRIAL AND APPEALS BOARD

In the Matter of U.S. Trademark Application Serial No. 88/486,090 Filed on June 24, 2019 For the mark “FLEX” Published in the Official Gazette on October 29, 2019 ______FLEX LTD., ) ) Opposer, ) ) v. ) Opposition No. 91254336 ) BAD ELF, LLC, ) ) Applicant. ) ______)

OPPOSER'S NOTICE OF RELIANCE

Pursuant to 37 C.F.R. § 2.122(g), Opposer Flex Ltd. (“Opposer”) hereby submits and gives notice that it intends to rely on the following documents, official records and internet materials in connection with this proceeding:

A. Opposer’s Trademark Registrations

In accordance with Trademark Trial and Appeal Board Manual of Procedure (“TBMP”) §

704.03(b)(1)(A), Opposer may rely on the trademark/service mark registrations listed below, identified in its Notice of Opposition, filed February 26, 2020. Printouts of information from the

USPTO Trademark Status and Document Retrieval (“TSDR”) system, showing the current status

of each mark and listing Opposer as the current owner, are attached hereto and marked as

Opposer’s Exhibits A.1 to A.3. Opposer may rely on these documents to show, for example,

standing, priority, relatedness of the parties’ goods and services, and similarities of the parties’

marks.

1. Opposer’s Exhibit A.1 – U.S. Registration No. 4995935 for FLEX for “supply

chain management services; transportation logistics services, namely, arranging the transportation of goods for others; logistics management in the field of electronics; procurement,

namely, purchasing electronics for others and inventory management services for others;

wholesale distributorship services in the field of electronics” in Class 35, “packaging articles to the order and specification of others” in Class 39, “manufacturing services for others in the field of electronics to order and/or specification of others; custom manufacture of electronics for others; technical support services, namely, providing technical advice related to the manufacture of electronics,” in Class 40 and “engineering services, consulting services in the fields of new product development and electronics; new product design services; research and development of new products” in Class 42.

2. Opposer’s Exhibit A.2 – U.S. Registration No. 4930741 for FLEX (Stylized) for

“Supply chain management services; transportation logistics services, namely, arranging the transportation of goods for others; logistics management in the field of electronics; procurement, namely, purchasing electronics for others and inventory management services for others; packaging articles to the order and specification of others; wholesale distributorship services in the field of electronics” in Class 35, “manufacturing services for others in the field of electronics to order and/or specification of others; custom manufacture of electronics for others; technical support services, namely, providing technical advice related to the manufacture of electronics,” in Class 40 and “engineering services, consulting services in the fields of new product development and electronics; new product design services; research and development of new products” in Class 42.

3. Opposer’s Exhibit A.3 – U.S. Registration No. 5352889 for FLEX PULSE for

“computers; computer software for use in supply chain management, logistics and operations

management, quality control, inventory management, and scheduling of transportation and

delivery; Computer software in the nature of downloadable mobile applications for use in supply

chain management, logistics and operation management, quality control, inventory management,

and scheduling of transportation and delivery,” in Class 9, “supply chain management services;

logistics management in the field of electronics; procurement, namely, purchasing of electronics,

computer hardware and computer software, purchasing and sourcing of computers, computer systems and components and inventory management services for others; wholesale distributorship and ordering services and wholesale services via direct solicitation by sales agents, in the field of electronics; inventory control and inventory management services,” in

Class 35, and “engineering services; product development services; product design, engineering,

research, development and testing services in the field of electronics; design and testing for new

product development; information, consultancy and advisory services relating to all the

aforementioned services; providing temporary use of non-downloadable computer software for

supply chain management, logistics and operation, inventory control, inventory management and

tracking of documents and products over computer networks, intranets and the internet in the

field of supply chain management,” in Class 42.

B. Applicant’s Discovery Responses

Pursuant to TBMP § 704.10, Opposer may rely on various statements, answers and admissions

provided by Applicant in Applicant’s Discovery responses. Opposer may rely on these

documents to show, for example, standing, priority, and likelihood of confusion.

1. Attached hereto, and marked as Opposer’s Exhibit B.1, is a copy of “Applicant’s

Responses To Opposer’s First Requests For Admission (Nos. 1 - 46),” dated August 18, 2020.

2. Attached hereto, and marked as Opposer’s Exhibit B.2, is a copy of “Applicant’s

Objections And Responses To Opposer’s First Set Of Interrogatories (Nos. 1 - 40),” dated

August 18, 2020.

C. Official USPTO Records for Third-Party Trademark/Service Mark Registrations

Pursuant to TBMP §704.03(b)(1)(B), Opposer may rely on the following third-party trademark/service mark registrations. Opposer may rely on these registrations to demonstrate that registrations commonly issue for both tracking software and devices in Class 9, and supply chain and logistics services in Classes 35, 39 and 42, and that such goods and services are closely related and often emanate from a single source. Further, Opposer may rely on these registrations to demonstrate that registrations covering tracking software and devices in Class 9 commonly specify that such software and devices are also used for supply chain and logistics purposes. Attached hereto, and marked as Opposer’s Exhibits C.1 to C.30 are Registration Certificates for the following marks:

1. Opposer’s Exhibit C.1 – INSTAFREIGHT, U.S. Reg. No. 5552736 (current owner: Instafreight GmbH)

2. Opposer’s Exhibit C.2 – CARGOSTEPS & Design, U.S. Reg. No. 5624637

(current owner: T World Service GmbH)

3. Opposer’s Exhibit C.3 – POLE STAR, U.S. Reg. No. 5483017 (current owner:

Pole Star Space Applications Limited)

4. Opposer’s Exhibit C.4 – GEOFORCE, U.S. Reg. No. 4442244 (current owner:

Geoforce, Inc.)

5. Opposer’s Exhibit C.5 – LOGWIN, U.S. Reg. No. 5557729 (current owner:

Logwin AG)

6. Opposer’s Exhibit C.6 – SINTECO & Design, U.S. Reg. No. 5521687 (current owner: Bucci Automations S.P.A.)

7. Opposer’s Exhibit C.7 – TOKYO 2020 & Design, U.S. Reg. No. 5216935 (current owner: United States Olympic Committee)

8. Opposer’s Exhibit C.8 – ODYN, U.S. Reg. No. 5574222 (current owner: Armada

Logistics, Inc.)

9. Opposer’s Exhibit C.9 – POLE STAR & Design, U.S. Reg. No. 4650822 (current owner: Pole Star Space Applications Limited)

10. Opposer’s Exhibit C.10 – GO PEOPLE, U.S. Reg. No. 5372254 (current owner:

Go People Pty Ltd)

11. Opposer’s Exhibit C.11 – TRAXENS, U.S. Reg. No. 5526829 (current owner:

Traxens)

12. Opposer’s Exhibit C.12 – BOLLORÉ TRANSPORT & LOGISTICS & Design,

U.S. Reg. No. 5206834 (current owner: Bolloré Se)

13. Opposer’s Exhibit C.13 – BRANDPATH, U.S. Reg. No. 5111567 (current owner:

Brandpath Limited)

14. Opposer’s Exhibit C.14 – OPEN UP YOUR WORLD, U.S. Reg. No. 5499748

(current owner: Brandpath Limited)

15. Opposer’s Exhibit C.15 – BEWHERE, U.S. Reg. No. 5987811 (current owner:

BeWhere Inc.)

16. Opposer’s Exhibit C.16 – CONTAINERCHAIN, U.S. Reg. No. 5598330 (current owner: Container Chain Pty Ltd)

17. Opposer’s Exhibit C.17 – BOLLORÉ LOGISTICS & Design, U.S. Reg. No.

5206835 (current owner: Bolloré Se)

18. Opposer’s Exhibit C.18 – A, U.S. Reg. No. 6156358 (current owner: Alibaba

Group Holding Limited)

19. Opposer’s Exhibit C.19 – Bird Design, U.S. Reg. No. 6187659 (current owner:

Cainiao Smart Logistics Holding Limited)

20. Opposer’s Exhibit C.20 – KNOWING COUNTS, U.S. Reg. No. 6083281 (current owner: BeWhere Inc.)

21. Opposer’s Exhibit C.21 – WAVEMARK, U.S. Reg. No. 5947462 (current owner:

WaveMark, Inc.)

22. Opposer’s Exhibit C.22 – INVINTORY, U.S. Reg. No. 5656623 (current owner:

MYE Technologies, Inc.)

23. Opposer’s Exhibit C.23 – OVALZ, U.S. Reg. No. 5865269 (current owner:

Making Performance Matter, LLC)

24. Opposer’s Exhibit C.24 – TRAKTAIL, U.S. Reg. No. 5752143 (current owner:

Klein, Elliot)

25. Opposer’s Exhibit C.25 – Circle Design, U.S. Reg. No. 5941134 (current owner:

Making Performance Matter, LLC)

26. Opposer’s Exhibit C.26 – INNOGY, U.S. Reg. No. 5521987 (current owner:

Innogy SE)

27. Opposer’s Exhibit C.27 – Balloon Design, U.S. Reg. No. 5829307 (current owner:

Propel GPS, LLC)

28. Opposer’s Exhibit C.28 – G Design, U.S. Reg. No. 6160610 (current owner:

Generix Group France)

29. Opposer’s Exhibit C.29 – SEKSTANT, U.S. Reg. No. 5946816 (current owner:

Maersk Container Industry A/S)

30. Opposer’s Exhibit C.30 – PROPEL GPS, U.S. Reg. No. 4637946 (current owner:

Propel GPS, LLC)

D. Official Records

Pursuant to TBMP § 704.07, Opposer may rely on official records. Printouts of information from the USPTO Patent Application Full-Text and Image Database, showing the publication of two of Opposer’s U.S. patent applications related to asset tracking technology, are attached hereto and marked as Opposer’s Exhibits D.1 and D.2. Opposer may rely on theses document to

show likelihood of confusion based on relatedness of the parties’ goods and services. Printouts of Opposer’s 2020 and 2017 10K Reports filed with the United States Securities and Exchange

Commission are attached hereto and marked as Opposer’s Exhibits D.3 and D.4. Opposer may

rely on these documents to provide information about Opposer and the strength of its marks.

1. Opposer’s Exhibit D.1 – SYSTEMS AND METHODS FOR ACTIVE SUPPLY

CHAIN MONITORING, U.S. Patent Application No. 15604485 (current owner: Flex Ltd.).

2. Opposer’s Exhibit D.2 – SYSTEMS AND METHODS FOR ACTIVE SUPPLY

CHAIN MONITORING, U.S. Patent Application No. 16665766 (current owner: Flex Ltd.).

3. Opposer’s Exhibit D.3 – Flex Ltd. Annual Report Pursuant to Section 13 or 15(D)

of The Securities Exchange Act of 1934 for the fiscal year ended March 31, 2017.

4. Opposer’s Exhibit D.4 – Flex Ltd. Annual Report Pursuant to Section 13 or 15(D)

of The Securities Exchange Act of 1934 for the fiscal year ended March 31, 2020.

E. Internet News Articles and Electronic Publications

Pursuant to TBMP § 704.08(b), Opposer may rely on the following internet articles and electronic publications available to the general public, attached hereto and marked as Opposer’s

Exhibits E.1 to E.3.

1. Opposer’s Exhibit E.1 – “Flex Takes A Silicon Valley Approach to Reducing

Supply Chain Risk,” Forbes, (last accessed January 21, 2021), available at

https://www.forbes.com/sites/jwebb/2016/09/27/flex-takes-a-silicon-valley-approach-to-

reducing-supply-chain-risk/?sh=7b712236225c may be used to show priority and likelihood of

confusion based on the relatedness of the parties’ goods and services.

2. Opposer’s Exhibit E.2 – “How we use Real-Time Data Analytics to Manage

Complex Supply Chains,” Flex, (last accessed January 21, 2021), available at

https://flex.com/resources/how-we-use-real-time-data-analytics-to-manage-complex-supply-

chains may be used to show likelihood of confusion based on the relatedness of the parties’

goods and services.

3. Opposer’s Exhibit E.3 – “Flextronics Unveils Flex Pulse™ -- a Software-Based,

Real Time, Comprehensive Mobile View Into Supply Chain Events,” Flex, (last accessed

February 9, 2021), available at https://flex.com/newsroom/press-releases/flextronics-unveils-

flex-pulse-software-based-real-time-comprehensive may be used to show priority and likelihood

of confusion based on the relatedness of the parties’ goods and services.

F. Internet Materials

Pursuant to TBMP § 704.08(b), Opposer may rely on the following internet evidence in the form

of printouts from publicly accessible websites, attached hereto and marked as Opposer’s Exhibits

F.1 to F.20.

1. Opposer’s Exhibit F.1 – “Supply Chain Tracking Systems,” EeLink, (last accessed

January 12, 2021), available at https://www.eelinktech.com/gps-tracking-solutions/supply-chain-

visibility-solutions/ may be used as evidence of the relatedness of the parties’ goods and services

based on the same party offering both GPS devices and supply chain tracking services.

2. Opposer’s Exhibit F.2 – “Improve Supply Chain Management with Tracking

Device,” Eelink, (last accessed January 20, 2021), available at

https://www.eelinktech.com/blog/improve-supply-chain-management-with-tracking-device/ may

be used as evidence of the nature of relatedness of the parties’ goods and services based on the same party offering GPS devices, tracking software, and supply chain tracking services.

3. Opposer’s Exhibit F.3 – “OEM/ODM,” EeLink, (last accessed January 21, 2021),

available at https://www.eelinktech.com/gps-tracking-solutions/oemodm/ may be used as

evidence of the relatedness of the parties’ goods and services based on the same party offering

GPS devices and original equipment manufacturing and original design manufacturing services.

4. Opposer’s Exhibit F.4 – “SensiWatch® Products,” Sensitech, (last accessed

January 20, 2021), available at https://www.sensitech.com/en/logistics-performance/sensiwatch-

products/ may be used as evidence of the relatedness of the parties’ goods and services based on

the same party offering GPS devices, tracking software, and supply chain tracking services.

5. Opposer’s Exhibit F.5 – “SensiGuard Technology,” Sensitech, (last accessed

January 20, 2021), available at https://www.sensitech.com/en/supply-chain-security/sensiguard-

technology/ may be used as evidence of the relatedness of the parties’ goods and services based

on the same party offering GPS devices, tracking software, and supply chain tracking services.

6. Opposer’s Exhibit F.6 – “Supply Chain Security Products & Solutions,”

ShadowTrack 24/7, (last accessed January 11, 2021), available at

https://www.shadowtrack247.com/products-and-solutions/ may be used as evidence of the

relatedness of the parties’ goods and services based on the same party offering GPS devices,

tracking software, and supply chain tracking services.

7. Opposer’s Exhibit F.7 – “Sensor Technology (Smartbox),” DB SCHENKER, (last

accessed January 12, 2021), available at https://www.dbschenker.com/global/products/special-

products/value-added-logistics-services may be used as evidence of the relatedness of the parties’

goods and services based on the same party offering GPS tracking devices and supply chain services.

8. Opposer’s Exhibit F.8 – “Lead Logistics Americas,” DB SCHENKER, (last

accessed January 12, 2021), available at https://www.dbschenker.com/global/products/lead-

logistics/americas may be used as evidence of the relatedness of the parties’ goods and services

based on the same party offering GPS devices and logistics services.

9. Opposer’s Exhibit F.9 – “Trailer Tracking Devices and Solutions,” SkyBitz, (last

accessed January 20, 2021), available at https://www.skybitz.com/trailer-tracking/ may be used

as evidence of the relatedness of the parties’ goods and services based on the same party offering

GPS devices and tracking software.

10. Opposer’s Exhibit F.10 – “SkyBitz Kinnect Advanced Sensor Integration Hub,”

SkyBitz, (last accessed February 17, 2021), available at https://www.skybitz.com/kinnect/ may

be used as evidence of the relatedness of the parties’ goods and services based on the same party offering GPS devices and tracking software.

11. Opposer’s Exhibit F.11 – “GPS Fleet Tracking for Delivery Vehicles & Courier

Services,” ATTI, (last accessed January 19, 2021), available at

https://www.advantrack.com/delivery/ may be used as evidence of the nature of the relatedness

of the parties’ goods and services based on the same party offering GPS devices and tracking software.

12. Opposer’s Exhibit F.12 – “Transportation & Logistics,” Fleet Complete, (last

accessed January 19, 2021), available at https://www.fleetcomplete.com/industries/transportation-

logistics/ may be used as evidence of the relatedness of the parties’ goods and services based on

the same party offering GPS devices, tracking software, and supply chain tracking services.

13. Opposer’s Exhibit F.13 – “Asset Tracker,” Fleet Complete, (last accessed January

20, 2021), available at https://www.fleetcomplete.com/products/asset-tracker/ may be used as

evidence of the relatedness of the parties’ goods and services based on the same party offering

GPS devices, tracking software, and supply chain tracking services.

14. Opposer’s Exhibit F.14 – “Oil, Gas & Mining,” Fleet Complete, (last accessed

February 12, 2021), available at https://www.fleetcomplete.com/industries/oil-gas/ may be used

as evidence of the relatedness of the parties’ goods and services based on the same party offering

GPS devices, tracking software, and supply chain tracking services.

15. Opposer’s Exhibit F.15 – “Supply Chain Management Solutions | Battery-

Powered GPS Tracking,” Digital Matter, (last accessed January 19, 2021), available at

https://www.digitalmatter.com/applications/supply-chain-management/ may be used in

conjunction with Opposer’s Exhibit F.16 as evidence of the relatedness of the parties’ goods and

services based on the same party offering GPS devices and original equipment manufacturing

and original design manufacturing services.

16. Opposer’s Exhibit F.16 – “IoT Device Manufacturers,” Digital Matter, (last

accessed January 22, 2021), available at https://www.digitalmatter.com/iot-device-

manufacturers/ may be used in conjunction with Opposer’s Exhibit F.15 as evidence of the

relatedness of the parties’ goods and services based on the same party offering GPS devices and

original equipment manufacturing and original design manufacturing services.

17. Opposer’s Exhibit F.17 – “Supply Chain,” Flex, (last accessed January 21, 2021),

available at https://flex.com/supply-chain may be used as evidence of the relatedness of the

parties’ goods and services based on the scope of Opposer’s supply chain management services.

18. Opposer’s Exhibit F.18 – “Product Design and Development,” Flex, (last

accessed February 17, 2021), available at https://flex.com/product-lifecycle/design-and-develop

may be used as evidence of the relatedness of the parties’ goods and services based on the scope of Opposer’s custom device design and manufacturing services.

19. Opposer’s Exhibit F.19 – “Trimble Geospatial | Transforming the Way the World

Works,” Trimble, (last accessed February 12, 2021), available at https://geospatial.trimble.com/

may be used as evidence of the relatedness of the parties’ goods and services based on the same

party offering software and GPS hardware in geospatial as well as transportation and logistics

industries.

20. Opposer’s Exhibit F.20 – “Transportation,” Trimble, (last accessed February 12,

2021), available at https://www.trimble.com/Industries/Transportation/index.aspx may be used

as evidence of the relatedness of the parties’ goods and services based on the same party offering software and GPS hardware in geospatial as well as transportation and logistics industries.

Respectfully Submitted,

Date: February 24, 2021 SHERIDAN ROSS, P.C.

By:_/s/ Caroline E. Bryce______Pamela N. Hirschman Caroline E. Bryce Autumn R. Hartman Attorneys for Opposer 1560 Broadway, Suite 1200 Denver, Colorado 80202 Telephone: (303) 863-9700 Fax: (303) 863-0223 [email protected] [email protected] [email protected]

CERTIFICATE OF SERVICE

The undersigned hereby certifies that a true and complete copy of the foregoing OPPOSER’S NOTICE OF RELIANCE in Opposition No. 91254336 was served by e-mail, as prescribed in 37 C.F.R. § 2.119, on this February 24, 2021, upon Applicant’s current attorney of record:

Marina F. Cunningham McCormick, Paulding & Huber LLP CityPlace II, 185 Asylum Street Hartford, CT 06103-3410 [email protected] [email protected] [email protected] By: /s/ Caroline E. Bryce_ Pamela N. Hirschman Caroline E. Bryce Autumn R. Hartman Attorneys for Opposer Sheridan Ross P.C. 1560 Broadway, Suite 1200 Denver, CO 80202 Phone: (303) 863-9700 Fax: (303) 863-0223 [email protected] [email protected] [email protected]

OPPOSER'S EXHIBIT A.1

Generated on: This page was generated by TSDR on 2021-01-22 13:47:34 EST Mark: FLEX

US Serial Number: 86572908 Application Filing Mar. 23, 2015 Date: US Registration 4995935 Registration Date: Jul. 12, 2016 Number: Filed as TEAS RF: Yes Currently TEAS RF: Yes Register: Principal Mark Type: Service Mark TM5 Common Status LIVE/REGISTRATION/Issued and Active Descriptor: The trademark application has been registered with the Office.

Status: Registered. The registration date is used to determine when post-registration maintenance documents are due. Status Date: Jul. 12, 2016 Publication Date: Apr. 26, 2016

Mark Information

Mark Literal FLEX Elements: Standard Character Yes. The mark consists of standard characters without claim to any particular font style, size, or color. Claim: Mark Drawing 4 - STANDARD CHARACTER MARK Type: Related Properties Information

International 1274585 Registration Number: International A0052832/1274585 Application(s) /Registration(s) Based on this Property: Claimed Ownership 1492588, 2508927 of US Registrations: Foreign Information

Priority Claimed: Yes Foreign 40201504588V Foreign Mar. 20, 2015 Application Application Filing Number: Date: Foreign SINGAPORE Application/Registration Country: Goods and Services

Note: The following symbols indicate that the registrant/owner has amended the goods/services: Brackets [..] indicate deleted goods/services; Double parenthesis ((..)) identify any goods/services not claimed in a Section 15 affidavit of incontestability; and OPPOSER'S EXHIBIT A.1

Asterisks *..* identify additional (new) wording in the goods/services.

For: Supply chain management services; transportation logistics services, namely, arranging the transportation of goods for others; logistics management in the field of electronics; procurement, namely, purchasing electronics for others and inventory management services for others; wholesale distributorship services in the field of electronics International 035 - Primary Class U.S Class(es): 100, 101, 102 Class(es): Class Status: ACTIVE Basis: 1(a) First Use: Jul. 24, 2015 Use in Commerce: Jul. 24, 2015

For: Packaging articles to the order and specification of others International 039 - Primary Class U.S Class(es): 100, 105 Class(es): Class Status: ACTIVE Basis: 1(a) First Use: Jul. 24, 2015 Use in Commerce: Jul. 24, 2015

For: MANUFACTURING SERVICES FOR OTHERS IN THE FIELD OF ELECTRONICS TO ORDER AND/OR SPECIFICATION OF OTHERS; CUSTOM MANUFACTURE OF ELECTRONICS FOR OTHERS; TECHNICAL SUPPORT SERVICES, NAMELY, PROVIDING TECHNICAL ADVICE RELATED TO THE MANUFACTURE OF ELECTRONICS International 040 - Primary Class U.S Class(es): 100, 103, 106 Class(es): Class Status: ACTIVE Basis: 1(a) First Use: Jul. 24, 2015 Use in Commerce: Jul. 24, 2015

For: ENGINEERING SERVICES, CONSULTING SERVICES IN THE FIELDS OF NEW PRODUCT DEVELOPMENT AND ELECTRONICS; NEW PRODUCT DESIGN SERVICES; RESEARCH AND DEVELOPMENT OF NEW PRODUCTS International 042 - Primary Class U.S Class(es): 100, 101 Class(es): Class Status: ACTIVE Basis: 1(a) First Use: Jul. 24, 2015 Use in Commerce: Jul. 24, 2015 Basis Information (Case Level)

Filed Use: No Currently Use: Yes Filed ITU: Yes Currently ITU: No Filed 44D: Yes Currently 44E: No Filed 44E: No Currently 66A: No Filed 66A: No Currently No Basis: No Filed No Basis: No Current Owner(s) Information

Owner Name: FLEX LTD. Owner Address: 2 CHANGI SOUTH LANE SINGAPORE SINGAPORE 486123 Legal Entity Type: PUBLIC COMPANY LIMITED BY SHARES State or Country SINGAPORE Where Organized: Attorney/Correspondence Information

Attorney of Record Attorney Name: Sabrina Stavish Docket Number: 6583TM-131 Attorney Primary [email protected] Attorney Email Yes Email Address: Authorized: Correspondent OPPOSER'S EXHIBIT A.1

Correspondent SABRINA STAVISH Name/Address: Sheridan Ross P C 1560 Broadway Ste 1200 Denver, COLORADO UNITED STATES 80202-5145 Phone: 303-863-9700 Fax: 303-863-0223 Correspondent e- [email protected] Correspondent e- Yes mail: mail Authorized: Domestic Representative - Not Found Prosecution History

Proceeding Date Description Number Feb. 22, 2017 AUTOMATIC UPDATE OF ASSIGNMENT OF OWNERSHIP Jul. 12, 2016 REGISTERED-PRINCIPAL REGISTER Apr. 26, 2016 OFFICIAL GAZETTE PUBLICATION CONFIRMATION E-MAILED Apr. 26, 2016 PUBLISHED FOR OPPOSITION Apr. 06, 2016 NOTIFICATION OF NOTICE OF PUBLICATION E-MAILED Mar. 23, 2016 LAW OFFICE PUBLICATION REVIEW COMPLETED 70633 Mar. 19, 2016 APPROVED FOR PUB - PRINCIPAL REGISTER Mar. 03, 2016 TEAS/EMAIL CORRESPONDENCE ENTERED 88889 Mar. 02, 2016 CORRESPONDENCE RECEIVED IN LAW OFFICE 88889 Mar. 02, 2016 TEAS RESPONSE TO OFFICE ACTION RECEIVED Dec. 10, 2015 NOTIFICATION OF EXAMINER'S AMENDMENT/PRIORITY ACTION E-MAILED 6326 Dec. 10, 2015 EXAMINER'S AMENDMENT/PRIORITY ACTION E-MAILED 6326 Dec. 10, 2015 COMBINED EXAMINER'S AMENDMENT/PRIORITY ACTION AUTOMATIC ENTRY 89014 Dec. 10, 2015 EXAMINERS AMENDMENT AND/OR PRIORITY ACTION - COMPLETED 89014 Dec. 01, 2015 PREVIOUS ALLOWANCE COUNT WITHDRAWN Sep. 29, 2015 WITHDRAWN FROM PUB - OG REVIEW QUERY 99910 Sep. 14, 2015 LAW OFFICE PUBLICATION REVIEW COMPLETED 70633 Sep. 09, 2015 ASSIGNED TO LIE 70633 Sep. 04, 2015 APPROVED FOR PUB - PRINCIPAL REGISTER Sep. 02, 2015 EXAMINER'S AMENDMENT ENTERED 68552 Sep. 02, 2015 ASSIGNED TO LIE 68552 Sep. 02, 2015 NOTICE OF ACCEPTANCE OF AMENDMENT TO ALLEGE USE E-MAILED Sep. 01, 2015 EXAMINER'S AMENDMENT ENTERED 88888 Sep. 01, 2015 NOTIFICATION OF EXAMINERS AMENDMENT E-MAILED 6328 Sep. 01, 2015 EXAMINERS AMENDMENT E-MAILED 6328 Sep. 01, 2015 EXAMINERS AMENDMENT -WRITTEN 89014 Sep. 01, 2015 USE AMENDMENT ACCEPTED 89014 Aug. 11, 2015 TEAS/EMAIL CORRESPONDENCE ENTERED 88889 Aug. 10, 2015 CORRESPONDENCE RECEIVED IN LAW OFFICE 88889 Aug. 10, 2015 TEAS RESPONSE TO OFFICE ACTION RECEIVED Aug. 11, 2015 AMENDMENT TO USE PROCESSING COMPLETE 88889 Aug. 11, 2015 USE AMENDMENT FILED 88889 Aug. 10, 2015 TEAS AMENDMENT OF USE RECEIVED Jun. 12, 2015 NOTIFICATION OF PRIORITY ACTION E-MAILED 6326 Jun. 12, 2015 PRIORITY ACTION E-MAILED 6326 Jun. 12, 2015 PRIORITY ACTION WRITTEN 89014 Jun. 05, 2015 ASSIGNED TO EXAMINER 89014 Mar. 31, 2015 NEW APPLICATION OFFICE SUPPLIED DATA ENTERED IN TRAM Mar. 26, 2015 NEW APPLICATION ENTERED IN TRAM TM Staff and Location Information

TM Staff Information - None File Location Current Location: PUBLICATION AND ISSUE SECTION Date in Location: Jul. 12, 2016 OPPOSER'S EXHIBIT A.1

Assignment Abstract Of Title Information

Summary Total Assignments: 1 Registrant: FLEXTRONICS INTERNATIONAL LTD.

Assignment 1 of 1

Conveyance: CHANGE OF NAME Reel/Frame: 5973/0824 Pages: 3 Date Recorded: Jan. 24, 2017 Supporting assignment-tm-5973-0824.pdf Documents: Assignor Name: FLEXTRONICS INTERNATIONAL LTD. Execution Date: Sep. 14, 2016 Legal Entity Type: CORPORATION State or Country SINGAPORE Where Organized: Assignee Name: FLEX LTD. Legal Entity Type: PUBLIC COMPANY LIMITED BY SHARES State or Country SINGAPORE Where Organized: Address: 2 CHANGI SOUTH LANE SINGAPORE, SINGAPORE 486123 Correspondent Correspondent SABRINA STAVISH SHERIDAN ROSS P.C. Name: Correspondent 1560 BROADWAY, SUITE 1200 Address: DENVER, CO 80202 Domestic Representative - Not Found Proceedings

Summary Number of 2 Proceedings:

Type of Proceeding: Opposition

DENVER CO UNITED STATES , 80202 Correspondent e- [email protected] , [email protected] mail: Associated marks Registration Mark Application Status Serial Number Number FLEX Registered 86572908 4995935 FLEX Registered 86572925 4930741 FLEX PULSE Registered 86705344 5352889 Prosecution History Entry Number History Text Date Due Date 1 FILED AND FEE Feb 26, 2020 2 NOTICE AND TRIAL DATES SENT; ANSWER DUE: Feb 26, 2020 Apr 06, 2020 3 INSTITUTED Feb 26, 2020 4 ANSWER Apr 05, 2020 5 D MOT FOR EXT W/ CONSENT Oct 06, 2020 6 EXTENSION OF TIME GRANTED Oct 06, 2020 Type of Proceeding: Opposition

Proceeding 91252138 Filing Date: Nov 07, 2019 Number: Status: Pending Status Date: Nov 07, 2019 Interlocutory MIKE WEBSTER Attorney: Defendant Name: Spireon, Inc. Correspondent MICHAEL J. BRADFORD Address: LUEDEKA NEELY GROUP, P.C. PO BOX 1871 KNOXVILLE TN UNITED STATES , 37901 Correspondent e- [email protected] , [email protected] mail: Associated marks Serial Registration Mark Application Status Number Number FL FLEX Opposition Pending 88169365 Plaintiff(s) Name: Flex, LTD. Correspondent PAMELA N HIRSCHMAN Address: SHERIDAN ROSS PC 1560 BROADWAY STE 1200 DENVER CO UNITED STATES , 80202 Correspondent e- [email protected] , [email protected] , [email protected] mail: Associated marks Registration Mark Application Status Serial Number Number FLEX Registered 86572908 4995935 FLEX Registered 86572925 4930741 FLEX PULSE Registered 86705344 5352889 Prosecution History Entry Number History Text Date Due Date 1 FILED AND FEE Nov 07, 2019 2 NOTICE AND TRIAL DATES SENT; ANSWER DUE: Nov 07, 2019 Dec 17, 2019 3 INSTITUTED Nov 07, 2019 4 D CHANGE OF CORRESP ADDRESS Dec 10, 2019 5 ANSWER Dec 10, 2019 OPPOSER'S EXHIBIT A.1

6 P MOT FOR EXT W/ CONSENT Jan 18, 2020 7 EXTENSION OF TIME GRANTED Jan 21, 2020 8 D MOT FOR EXT W/ CONSENT Mar 03, 2020 9 EXTENSION OF TIME GRANTED Mar 03, 2020 10 D MOT FOR EXT W/ CONSENT Mar 30, 2020 11 EXTENSION OF TIME GRANTED Mar 30, 2020 12 P MOT FOR EXT W/ CONSENT Oct 09, 2020 13 EXTENSION OF TIME GRANTED Oct 09, 2020 14 P MOT FOR EXT W/ CONSENT Jan 11, 2021 15 EXTENSION OF TIME GRANTED Jan 11, 2021 OPPOSER'S EXHIBIT A.1 OPPOSER'S EXHIBIT A.1 OPPOSER'S EXHIBIT A.1 OPPOSER'S EXHIBIT A.2

Generated on: This page was generated by TSDR on 2021-01-22 13:48:04 EST Mark: FLEX

US Serial Number: 86572925 Application Filing Mar. 23, 2015 Date: US Registration 4930741 Registration Date: Apr. 05, 2016 Number: Filed as TEAS RF: Yes Currently TEAS RF: Yes Register: Principal Mark Type: Service Mark TM5 Common Status LIVE/REGISTRATION/Issued and Active Descriptor: The trademark application has been registered with the Office.

Status: Registered. The registration date is used to determine when post-registration maintenance documents are due. Status Date: Apr. 05, 2016 Publication Date: Oct. 13, 2015

Mark Information

Mark Literal FLEX Elements: Standard Character No Claim: Mark Drawing 5 - AN ILLUSTRATION DRAWING WITH WORD(S) /LETTER(S)/ NUMBER(S) INSTYLIZED FORM Type: Description of The mark consists of the word "FLEX" in lower case letters with one line in the "X" broken before and after the second line in the "X". Mark: Color(s) Claimed: Color is not claimed as a feature of the mark. Related Properties Information

International 1281820 Registration Number: International A0052861/1281820 Application(s) /Registration(s) Based on this Property: Claimed Ownership 1492588, 2508927 of US Registrations: Foreign Information

Priority Claimed: Yes Foreign 40201504589S Foreign Mar. 20, 2015 Application Application Filing Number: Date: Foreign SINGAPORE Application/Registration Country: Goods and Services OPPOSER'S EXHIBIT A.2

For: Supply chain management services; transportation logistics services, namely, arranging the transportation of goods for others; logistics management in the field of electronics; procurement, namely, purchasing electronics for others and inventory management services for others; packaging articles to the order and specification of others; wholesale distributorship services in the field of electronics International 035 - Primary Class U.S Class(es): 100, 101, 102 Class(es): Class Status: ACTIVE Basis: 1(a) First Use: Jul. 24, 2015 Use in Commerce: Jul. 24, 2015

Attorney of Record Attorney Name: Sabrina Stavish Docket Number: 6583TM-131 Attorney Primary [email protected] Attorney Email Yes Email Address: Authorized: Correspondent Correspondent SABRINA STAVISH Name/Address: Sheridan Ross P C 1560 Broadway Ste 1200 Denver, COLORADO UNITED STATES 80202-5145 Phone: 303-863-9700 Fax: 303-863-0223 OPPOSER'S EXHIBIT A.2

Correspondent e- [email protected] Correspondent e- Yes mail: mail Authorized: Domestic Representative - Not Found Prosecution History

Proceeding Date Description Number Feb. 22, 2017 AUTOMATIC UPDATE OF ASSIGNMENT OF OWNERSHIP Apr. 05, 2016 REGISTERED-PRINCIPAL REGISTER Feb. 26, 2016 EXTENSION OF TIME TO OPPOSE PROCESS - TERMINATED Nov. 11, 2015 EXTENSION OF TIME TO OPPOSE RECEIVED Oct. 13, 2015 OFFICIAL GAZETTE PUBLICATION CONFIRMATION E-MAILED Oct. 13, 2015 PUBLISHED FOR OPPOSITION Sep. 23, 2015 NOTIFICATION OF NOTICE OF PUBLICATION E-MAILED Sep. 09, 2015 LAW OFFICE PUBLICATION REVIEW COMPLETED 73797 Sep. 04, 2015 APPROVED FOR PUB - PRINCIPAL REGISTER Sep. 02, 2015 NOTICE OF ACCEPTANCE OF AMENDMENT TO ALLEGE USE E-MAILED Sep. 01, 2015 EXAMINER'S AMENDMENT ENTERED 73797 Sep. 01, 2015 ASSIGNED TO LIE 73797 Sep. 01, 2015 NOTIFICATION OF EXAMINERS AMENDMENT E-MAILED 6328 Sep. 01, 2015 EXAMINERS AMENDMENT E-MAILED 6328 Sep. 01, 2015 EXAMINERS AMENDMENT -WRITTEN 89014 Sep. 01, 2015 USE AMENDMENT ACCEPTED 89014 Aug. 11, 2015 TEAS/EMAIL CORRESPONDENCE ENTERED 88889 Aug. 10, 2015 CORRESPONDENCE RECEIVED IN LAW OFFICE 88889 Aug. 10, 2015 TEAS RESPONSE TO OFFICE ACTION RECEIVED Aug. 11, 2015 AMENDMENT TO USE PROCESSING COMPLETE 88889 Aug. 11, 2015 USE AMENDMENT FILED 88889 Aug. 10, 2015 TEAS AMENDMENT OF USE RECEIVED Jun. 12, 2015 NOTIFICATION OF PRIORITY ACTION E-MAILED 6326 Jun. 12, 2015 PRIORITY ACTION E-MAILED 6326 Jun. 12, 2015 PRIORITY ACTION WRITTEN 89014 Jun. 05, 2015 ASSIGNED TO EXAMINER 89014 Mar. 31, 2015 NEW APPLICATION OFFICE SUPPLIED DATA ENTERED IN TRAM Mar. 26, 2015 NEW APPLICATION ENTERED IN TRAM TM Staff and Location Information

TM Staff Information - None File Location Current Location: PUBLICATION AND ISSUE SECTION Date in Location: Apr. 05, 2016 Assignment Abstract Of Title Information

Summary Total Assignments: 1 Registrant: FLEXTRONICS INTERNATIONAL LTD.

Assignment 1 of 1

Where Organized: Assignee Name: FLEX LTD. Legal Entity Type: PUBLIC COMPANY LIMITED BY SHARES State or Country SINGAPORE Where Organized: Address: 2 CHANGI SOUTH LANE SINGAPORE, SINGAPORE 486123 Correspondent Correspondent SABRINA STAVISH SHERIDAN ROSS P.C. Name: Correspondent 1560 BROADWAY, SUITE 1200 Address: DENVER, CO 80202 Domestic Representative - Not Found Proceedings

Summary Number of 3 Proceedings:

Type of Proceeding: Opposition

Proceeding 91254336 Filing Date: Feb 26, 2020 Number: Status: Pending Status Date: Feb 26, 2020 Interlocutory ELIZABETH WINTER Attorney: Defendant Name: Bad Elf, LLC Correspondent MARINA F CUNNINGHAM Address: MCCORMICK PAULDING & HUBER LLP 185 ASYLUM STREET, CITYPLACE II 18 FL HARTFORD CT UNITED STATES , 06103-3410 Correspondent e- [email protected] mail: Associated marks Serial Registration Mark Application Status Number Number FLEX Opposition Pending 88486090 Plaintiff(s) Name: Flex Ltd. Correspondent PAMELA N HIRSCHMAN Address: SHERIDAN ROSS PC 1560 BROADWAY STE 1200 DENVER CO UNITED STATES , 80202 Correspondent e- [email protected] , [email protected] mail: Associated marks Registration Mark Application Status Serial Number Number FLEX Registered 86572908 4995935 FLEX Registered 86572925 4930741 FLEX PULSE Registered 86705344 5352889 Prosecution History Entry Number History Text Date Due Date 1 FILED AND FEE Feb 26, 2020 2 NOTICE AND TRIAL DATES SENT; ANSWER DUE: Feb 26, 2020 Apr 06, 2020 3 INSTITUTED Feb 26, 2020 4 ANSWER Apr 05, 2020 OPPOSER'S EXHIBIT A.2

5 D MOT FOR EXT W/ CONSENT Oct 06, 2020 6 EXTENSION OF TIME GRANTED Oct 06, 2020 Type of Proceeding: Opposition

Proceeding 86572925 Filing Date: Nov 11, 2015 Number: Status: Terminated Status Date: Feb 26, 2016 Interlocutory OPPOSER'S EXHIBIT A.2

Attorney: Defendant Name: FLEXTRONICS INTERNATIONAL LTD. Correspondent SABRINA STAVISH Address: Sheridan Ross P C 1560 Broadway Ste 1200 Denver CO , 80202-5145 Associated marks Registration Mark Application Status Serial Number Number FLEX Registered 86572925 4930741 Potential Opposer(s) Name: Rolls-Royce plc Correspondent Thomas W. Brooke Address: Holland & Knight LLP 800 17th Street, NWsuite 1100 Washington DC UNITED STATES , 20006 Correspondent e- [email protected] , [email protected] mail: Prosecution History Entry Number History Text Date Due Date 1 INCOMING - EXT TIME TO OPPOSE FILED Nov 11, 2015 2 EXTENSION OF TIME GRANTED Nov 11, 2015 OPPOSER'S EXHIBIT A.2 OPPOSER'S EXHIBIT A.2 OPPOSER'S EXHIBIT A.2 OPPOSER'S EXHIBIT A.3

Generated on: This page was generated by TSDR on 2021-01-22 13:48:34 EST Mark: FLEX PULSE

US Serial Number: 86705344 Application Filing Jul. 27, 2015 Date: US Registration 5352889 Registration Date: Dec. 12, 2017 Number: Register: Principal Mark Type: Trademark, Service Mark TM5 Common Status LIVE/REGISTRATION/Issued and Active Descriptor: The trademark application has been registered with the Office.

Status: Registered. The registration date is used to determine when post-registration maintenance documents are due. Status Date: Dec. 12, 2017 Publication Date: Sep. 26, 2017

Mark Information

Mark Literal FLEX PULSE Elements: Standard Character Yes. The mark consists of standard characters without claim to any particular font style, size, or color. Claim: Mark Drawing 4 - STANDARD CHARACTER MARK Type: Related Properties Information

International 1288786 Registration Number: International A0055437/1288786 Application(s) /Registration(s) Based on this Property: Foreign Information

Priority Claimed: Yes Foreign 40201511759V Foreign Jul. 09, 2015 Application Application Filing Number: Date: Foreign 40201511759V Foreign Jul. 09, 2015 Registration Registration Date: Number: Foreign SINGAPORE Foreign Expiration Jul. 09, 2025 Application/Registration Date: Country: Goods and Services

For: Computers; computer software for use in supply chain management, logistics and operations management, quality control, inventory management, and scheduling of transportation and delivery; Computer software in the nature of downloadable mobile applications for use in supply chain management, logistics and operation management, quality control, inventory management, and scheduling of transportation and delivery International 009 - Primary Class U.S Class(es): 021, 023, 026, 036, 038 Class(es): Class Status: ACTIVE Basis: 44(e)

For: Supply chain management services; logistics management in the field of electronics; procurement, namely, purchasing of electronics, computer hardware and computer software, purchasing and sourcing of computers, computer systems and components and inventory management services for others; wholesale distributorship and ordering services and wholesale services via direct solicitation by sales agents, in the field of electronics; inventory control and inventory management services International 035 - Primary Class U.S Class(es): 100, 101, 102 Class(es): Class Status: ACTIVE Basis: 44(e)

For: Engineering services; product development services; product design, engineering, research, development and testing services in the field of electronics; design and testing for new product development; information, consultancy and advisory services relating to all the aforementioned services; providing temporary use of non-downloadable computer software for supply chain management, logistics and operation, inventory control, inventory management and tracking of documents and products over computer networks, intranets and the internet in the field of supply chain management International 042 - Primary Class U.S Class(es): 100, 101 Class(es): Class Status: ACTIVE Basis: 44(e) Basis Information (Case Level)

Filed Use: No Currently Use: No Filed ITU: Yes Currently ITU: No Filed 44D: Yes Currently 44E: Yes Filed 44E: No Currently 66A: No Filed 66A: No Currently No Basis: No Filed No Basis: No Current Owner(s) Information

Attorney of Record Attorney Name: Sabrina Stavish Docket Number: 6583TM-139 Attorney Primary [email protected] Attorney Email Yes Email Address: Authorized: Correspondent Correspondent SABRINA STAVISH Name/Address: Sheridan Ross P C 1560 Broadway Ste 1200 Denver, COLORADO UNITED STATES 80202-5145 Phone: 303-863-2972 Fax: 303-863-0223 Correspondent e- [email protected] Correspondent e- Yes mail: mail Authorized: Domestic Representative - Not Found Prosecution History OPPOSER'S EXHIBIT A.3

Proceeding Date Description Number Dec. 12, 2017 REGISTERED-PRINCIPAL REGISTER Sep. 26, 2017 OFFICIAL GAZETTE PUBLICATION CONFIRMATION E-MAILED Sep. 26, 2017 PUBLISHED FOR OPPOSITION Sep. 06, 2017 NOTIFICATION OF NOTICE OF PUBLICATION E-MAILED Aug. 21, 2017 APPROVED FOR PUB - PRINCIPAL REGISTER Aug. 18, 2017 TEAS/EMAIL CORRESPONDENCE ENTERED 70138 Aug. 18, 2017 CORRESPONDENCE RECEIVED IN LAW OFFICE 70138 Aug. 16, 2017 TEAS RESPONSE TO SUSPENSION INQUIRY RECEIVED Aug. 06, 2017 NOTIFICATION OF INQUIRY AS TO SUSPENSION E-MAILED Aug. 06, 2017 INQUIRY TO SUSPENSION E-MAILED Aug. 06, 2017 SUSPENSION INQUIRY WRITTEN 92451 Aug. 01, 2017 LIE CHECKED SUSP - TO ATTY FOR ACTION 70138 Feb. 22, 2017 AUTOMATIC UPDATE OF ASSIGNMENT OF OWNERSHIP Jan. 17, 2017 NOTIFICATION OF LETTER OF SUSPENSION E-MAILED 6332 Jan. 17, 2017 LETTER OF SUSPENSION E-MAILED 6332 Jan. 17, 2017 SUSPENSION LETTER WRITTEN 92451 Jan. 13, 2017 TEAS/EMAIL CORRESPONDENCE ENTERED 70138 Jan. 13, 2017 CORRESPONDENCE RECEIVED IN LAW OFFICE 70138 Jan. 13, 2017 ASSIGNED TO LIE 70138 Dec. 16, 2016 TEAS RESPONSE TO SUSPENSION INQUIRY RECEIVED Jul. 13, 2016 NOTIFICATION OF INQUIRY AS TO SUSPENSION E-MAILED Jul. 13, 2016 INQUIRY TO SUSPENSION E-MAILED Jul. 13, 2016 SUSPENSION INQUIRY WRITTEN 92451 Jan. 13, 2016 NOTIFICATION OF LETTER OF SUSPENSION E-MAILED 6332 Jan. 13, 2016 LETTER OF SUSPENSION E-MAILED 6332 Jan. 13, 2016 SUSPENSION LETTER WRITTEN 92451 Jan. 13, 2016 EXAMINER'S AMENDMENT ENTERED 88888 Jan. 13, 2016 NOTIFICATION OF EXAMINERS AMENDMENT E-MAILED 6328 Jan. 13, 2016 EXAMINERS AMENDMENT E-MAILED 6328 Jan. 13, 2016 EXAMINERS AMENDMENT -WRITTEN 92451 Dec. 17, 2015 TEAS/EMAIL CORRESPONDENCE ENTERED 88889 Dec. 16, 2015 CORRESPONDENCE RECEIVED IN LAW OFFICE 88889 Dec. 16, 2015 TEAS RESPONSE TO OFFICE ACTION RECEIVED Sep. 21, 2015 NOTIFICATION OF NON-FINAL ACTION E-MAILED 6325 Sep. 21, 2015 NON-FINAL ACTION E-MAILED 6325 Sep. 21, 2015 NON-FINAL ACTION WRITTEN 92451 Sep. 17, 2015 ASSIGNED TO EXAMINER 92451 Jul. 31, 2015 NEW APPLICATION OFFICE SUPPLIED DATA ENTERED IN TRAM Jul. 31, 2015 NEW APPLICATION ENTERED IN TRAM TM Staff and Location Information

TM Staff Information - None File Location Current Location: PUBLICATION AND ISSUE SECTION Date in Location: Dec. 12, 2017 Assignment Abstract Of Title Information

Summary Total Assignments: 1 Registrant: FLEX LTD.

Assignment 1 of 1

Conveyance: CHANGE OF NAME OPPOSER'S EXHIBIT A.3

Reel/Frame: 5973/0824 Pages: 3 Date Recorded: Jan. 24, 2017 Supporting assignment-tm-5973-0824.pdf Documents: Assignor Name: FLEXTRONICS INTERNATIONAL LTD. Execution Date: Sep. 14, 2016 Legal Entity Type: CORPORATION State or Country SINGAPORE Where Organized: Assignee Name: FLEX LTD. Legal Entity Type: PUBLIC COMPANY LIMITED BY SHARES State or Country SINGAPORE Where Organized: Address: 2 CHANGI SOUTH LANE SINGAPORE, SINGAPORE 486123 Correspondent Correspondent SABRINA STAVISH SHERIDAN ROSS P.C. Name: Correspondent 1560 BROADWAY, SUITE 1200 Address: DENVER, CO 80202 Domestic Representative - Not Found Proceedings

Summary Number of 2 Proceedings:

Type of Proceeding: Opposition

Prosecution History Entry Number History Text Date Due Date 1 FILED AND FEE Feb 26, 2020 2 NOTICE AND TRIAL DATES SENT; ANSWER DUE: Feb 26, 2020 Apr 06, 2020 3 INSTITUTED Feb 26, 2020 4 ANSWER Apr 05, 2020 5 D MOT FOR EXT W/ CONSENT Oct 06, 2020 6 EXTENSION OF TIME GRANTED Oct 06, 2020 Type of Proceeding: Opposition

15 EXTENSION OF TIME GRANTED Jan 11, 2021 OPPOSER'S EXHIBIT A.3

Reg. No. 5,352,889 FLEX LTD. (SINGAPORE PUBLIC COMPANY LIMITED BY SHARES) 2 Changi South Lane Registered Dec. 12, 2017 Singapore, SINGAPORE 486123 CLASS 9: Computers; computer software for use in supply chain management, logistics and Int. Cl.: 9, 35, 42 operations management, quality control, inventory management, and scheduling of transportation and delivery; Computer software in the nature of downloadable mobile Service Mark applications for use in supply chain management, logistics and operation management, Trademark quality control, inventory management, and scheduling of transportation and delivery CLASS 35: Supply chain management services; logistics management in the field of Principal Register electronics; procurement, namely, purchasing of electronics, computer hardware and computer software, purchasing and sourcing of computers, computer systems and components and inventory management services for others; wholesale distributorship and ordering services and wholesale services via direct solicitation by sales agents, in the field of electronics; inventory control and inventory management services

CLASS 42: Engineering services; product development services; product design, engineering, research, development and testing services in the field of electronics; design and testing for new product development; information, consultancy and advisory services relating to all the aforementioned services; providing temporary use of non-downloadable computer software for supply chain management, logistics and operation, inventory control, inventory management and tracking of documents and products over computer networks, intranets and the internet in the field of supply chain management

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAIM TO ANY PARTICULAR FONT STYLE, SIZE OR COLOR

PRIORITY CLAIMED UNDER SEC. 44(D) ON SINGAPORE APPLICATION NO. 40201511759V, FILED 07-09-2015, REG. NO. 40201511759V, DATED 07-09-2015, EXPIRES 07-09-2025

SER. NO. 86-705,344, FILED 07-27-2015 OPPOSER'S EXHIBIT A.3

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

First Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) between the 5th and 6th years after the registration date. See 15 U.S.C. §§1058, 1141k. If the declaration is accepted, the registration will continue in force for the remainder of the ten-year period, calculated from the registration date, unless cancelled by an order of the Commissioner for Trademarks or a federal court.

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

*ATTENTION MADRID PROTOCOL REGISTRANTS: The holder of an international registration with an extension of protection to the United States under the Madrid Protocol must timely file the Declarations of Use (or Excusable Nonuse) referenced above directly with the United States Patent and Trademark Office (USPTO). The time periods for filing are based on the U.S. registration date (not the international registration date). The deadlines and grace periods for the Declarations of Use (or Excusable Nonuse) are identical to those for nationally issued registrations. See 15 U.S.C. §§1058, 1141k. However, owners of international registrations do not file renewal applications at the USPTO. Instead, the holder must file a renewal of the underlying international registration at the International Bureau of the World Intellectual Property Organization, under Article 7 of the Madrid Protocol, before the expiration of each ten-year term of protection, calculated from the date of the international registration. See 15 U.S.C. §1141j. For more information and renewal forms for the international registration, see http://www.wipo.int/madrid/en/.

NOTE: Fees and requirements for maintaining registrations are subject to change. Please check the USPTO website for further information. With the exception of renewal applications for registered extensions of protection, you can file the registration maintenance documents referenced above online at h ttp://www.uspto.gov.

NOTE: A courtesy e-mail reminder of USPTO maintenance filing deadlines will be sent to trademark owners/holders who authorize e-mail communication and maintain a current e-mail address with the USPTO. To ensure that e-mail is authorized and your address is current, please use the Trademark Electronic Application System (TEAS) Correspondence Address and Change of Owner Address Forms available at http://www.uspto.gov.

Page: 2 of 2 / RN # 5352889 OPPOSER'S EXHIBIT B.1

IN THE UNITED STATES PATENT AND TRADEMARK OFFICE BEFORE THE TRADEMARK TRIAL AND APPEAL BOARD

In the matter of Trademark Application No. 88/486,090 for the mark FLEX Published on October 29, 2019

) FLEX LTD. ) ) Opposition No. 91254336 Opposer, ) ) v. ) ) BAD ELF, LLC ) ) Applicant. ) )

APPLICANT’S RESPONSES TO OPPOSER’S FIRST REQUESTS FOR ADMISSION (Nos. 1 - 46)

Applicant BAD ELF, LLC responds to Opposer FLEX LTD.’s First Set of Requests for Admission pursuant to Fed. R. Civ.P. 36 and 37 CFR §2.120, as follows.

GENERAL OBJECTIONS AND DEFINIITIONS

The General Objections and Definitions set out in Applicant’s Responses To Opposer’s First Set Of Interrogatories apply to Applicant’s Responses to Opposer’s Requests for Admission.

APPLICANT’S RESPONSES TO OPPOSER’S REQUESTS FOR ADMISSION

Request No. 1

Admit that Opposer's U.S. Trademark/Service Mark Registration Nos. 4,995,935;

1 OPPOSER'S EXHIBIT B.1

4,930,741; and 5,352,889 were filed prior to the filing date of U.S. Application Serial No. 88/486,090. Applicant’s response to Request No. 1

Admitted

Request No. 2

Admit that Opposer’s Marks were in use and in use in commerce prior to the filing date of U.S. Application Serial No. 88/486,090. Applicant’s response to Request No. 2

Applicant is without knowledge to either admit or deny

Request No. 3

Admit that Applicant was aware of Opposer’s existence prior to its first use of the name and mark “FLEX”. Applicant’s response to Request No. 3

Denied

Request No. 4

Admit that Applicant was aware of the existence of Opposer’s Marks prior to Applicant’s filing of U.S. Application Serial No. 88/486,090. Applicant’s response to Request No. 4

Denied

Request No. 5

Admit that Applicant was aware of Opposer’s use of the mark “FLEX” as its business name prior to Applicant’s filing of U.S. Application Serial No. 88/486,090. Applicant’s response to Request No. 5

Denied

2 OPPOSER'S EXHIBIT B.1

Request No. 6

Admit that Applicant was aware of Opposer’s use of Opposer’s “FLEX” and “FLEX (Stylized)” marks in connection with supply chain management services, transportation logistics services, logistic management in the field of electronics, inventory management services for others, wholesale distributorship services in the field of electronics, manufacturing services for others in the field of electronics to the order and/or specification of others prior to Applicant’s filing of U.S. Application Serial No. 88/486,090.

Applicant’s response to Request No. 6

Denied

Request No. 7

Admit that Applicant was aware of Opposer’s use of Opposer’s “FLEX PULSE” mark in connection with providing temporary use of non-downloadable computer software for supply chain management, logistics and operation, inventory control, inventory management and tracking of documents and products over computer networks, intranets and the internet in the field of supply chain management prior to Applicant’s filing of U.S. Application Serial No. 88/486,090. 8) Admit that Applicant was aware of the existence of Opposer’s Marks prior to the filing date of Applicant’s U.S. Application Serial No. 88/486,090. Applicant’s response to Request No. 7

Denied

Request No. 8

Admit that Applicant was aware of the existence of Opposer’s Marks prior to the filing date of Applicant’s U.S. Application Serial No. 88/486,090.

Applicant’s response to Request No. 8

Denied

3 OPPOSER'S EXHIBIT B.1

Request No. 9

Admit that Applicant was aware of the similarities between Opposer’s Marks and “FLEX” prior to Applicant’s filing of U.S. Application Serial No. 88/486,090.

Applicant’s response to Request No. 9

Denied

Request No. 10

Admit that Opposer's Marks have priority over “FLEX”. Applicant’s response to Request No. 10

Denied

Request No. 11

Admit that Opposer's Marks are used in connection with goods and services that are similar or related to Applicant's goods and services offered under “FLEX”. Applicant’s response to Request No. 11

Denied

Request No. 12

Admit that wholesale distributorship services in the field of electronics includes the distribution of global positioning system (GPS) apparatus and global positioning system (GPS) receivers.

Applicant’s response to Request No. 12

Denied

Request No. 13

Admit that manufacturing services for others in the field of electronics to the order and/or specification of others includes the manufacture of global positioning system (GPS) apparatus and global positioning system (GPS) receivers. Applicant’s response to Request No. 13

4 OPPOSER'S EXHIBIT B.1

Denied

Request No. 14

Admit that computer software for supply chain management, logistics and operation, inventory control, inventory management and tracking of documents and products over computer networks, intranets and the internet in the field of supply chain management may incorporate global positioning system (GPS) technology.

Applicant’s response to Request No. 14

Denied

Request No. 15

Admit that global positioning system (GPS) apparatus and/or global positioning system (GPS) receivers may be used during the provision of supply chain management services, transportation logistics services, namely, arranging the transportation of goods for others. Applicant’s response to Request No. 15

Denied

Request No. 16

Admit that global position system (GPS) apparatus and global positioning system (GPS) receivers are used for tracking the location of assets.

Applicant’s response to Request No. 16

Admitted, to the extent that GPS is one of many means of identifying a location of an asset

Request No. 17

Admit that Opposer provides supply chain management and logistics services under Opposer’s Marks.

Applicant’s response to Request No. 17

Applicant is without knowledge to either admit or deny

5 OPPOSER'S EXHIBIT B.1

Request No. 18

Admit that Opposer provides manufacturing services for others in the field of electronics under Opposer’s “FLEX” and “FLEX (Stylized)” marks. Applicant’s response to Request No. 18

Applicant is without knowledge to either admit or deny

Request No. 19

Admit that Opposer provides wholesale distributorship services in the field of electronics under Opposer’s Marks. Applicant’s response to Request No. 19

Applicant is without knowledge to either admit or deny

Request No. 20

Admit that Opposer provides tracking and telematics solutions under Opposer's Marks. Applicant’s response to Request No. 20

Applicant is without knowledge to either admit or deny

Request No. 21

Admit that Opposer provides computer software for supply chain management, logistics and operation, inventory control, inventory management and tracking of documents and products over computer networks, intranets and the internet in the field of supply chain management under Opposer’s “FLEX PULSE” mark. Applicant’s response to Request No. 21

Applicant is without knowledge to either admit or deny

Request No. 22

Admit that Applicant offers global positioning system (GPS) apparatus and global positioning system (GPS) receivers.

6 OPPOSER'S EXHIBIT B.1

Applicant’s response to Request No. 22

Admitted

Request No. 23

Admit that Applicant offers global positioning system (GPS) apparatus and global positioning system (GPS) receivers that are used for recording the location of assets.

Applicant’s response to Request No. 23

Admitted

Request No. 24

Admit that Applicant offers GPS navigation services. Applicant’s response to Request No. 24

Denied

Request No. 25

Admit that Applicant’s global positioning system (GPS) apparatus and global positioning system (GPS) receivers may be used by consumers in the field of supply chain management and logistics. Applicant’s response to Request No. 25

Admitted

Request No. 26

Admit that Applicant’s global positioning system (GPS) apparatus and global positioning system (GPS) receivers may be used by consumers in the field of tracking and telematics. Applicant’s response to Request No. 26

Admitted

Request No. 27

7 OPPOSER'S EXHIBIT B.1

Admit that Applicant’s global positioning system (GPS) apparatus and/or global positioning system (GPS) receivers may be used by consumers to track mobile assets. Applicant’s response to Request No. 27

Admitted

Request No. 28

Admit that Applicant’s GPS navigation services may be used by consumers in the field of supply chain management and logistics.

Applicant’s response to Request No. 28

Denied

Request No. 29

Admit that Applicant’s GPS navigation services may be used by consumers in the field of tracking and telematics.

Applicant’s response to Request No. 29

Denied

Request No. 30

Admit that Applicant’s GPS navigation services may be used by consumers to track mobile assets.

Applicant’s response to Request No. 30

Denied

Request No. 31

Admit Applicant's Mark, FLEX, is identical in appearance to Opposer’s “FLEX” mark.

8 OPPOSER'S EXHIBIT B.1

Applicant’s response to Request No. 31

Denied

Request No. 32

Admit Applicant's Mark, FLEX, is identical in sound to Opposer's “FLEX” and “FLEX (Stylized)” marks. Applicant’s response to Request No. 32

Denied

Request No. 33

Admit that Applicant’s Mark, FLEX, is similar in appearance to Opposer’s “FLEX PULSE” mark. Applicant’s response to Request No. 33

Denied

Request No. 34

Admit Applicant's Mark, FLEX, is similar in commercial impression to Opposer's Marks. Applicant’s response to Request No. 34

Denied

Request No. 35

Admit Applicant's Mark, FLEX, is similar in connotation to Opposer's Marks. Applicant’s response to Request No. 35

Denied

Request No. 36

Admit that the goods and services listed in U.S. Application Serial No. 88/486,090 are highly similar to and related to the goods and services covered in the registrations for Opposer’s Marks.

Applicant’s response to Request No. 36

9 OPPOSER'S EXHIBIT B.1

Denied

Request No. 37

Admit that the consumers of goods and services listed in U.S. Application Serial No. 88/486,090 are the same consumers of the goods and services covered in the registrations for Opposer’s Marks.

Applicant’s response to Request No. 37

Denied

Request No. 38

Admit that the trade channel of goods and services listed in U.S. Application Serial No. 88/486,090 are the same trade channels of the goods and services covered in the registrations for Opposer’s Marks. Applicant’s response to Request No. 38

Denied

Request No. 39

Admit that Opposer has devoted substantial time, money, and effort in establishing and maintaining a high standard of quality of goods and services provided under Opposer’s Marks.

Applicant’s response to Request No. 39

Applicant is without knowledge to either admit or deny

Request No. 40

Admit that Opposer’s Marks have become a valuable asset of Opposer. Applicant’s response to Request No. 40

Applicant is without knowledge to either admit or deny

Request No. 41

10 OPPOSER'S EXHIBIT B.1

Admit that Opposer’s Marks serve as a symbol of origin and of identity for Opposer. Applicant’s response to Request No. 41

Applicant is without knowledge to either admit or deny

Request No. 42

Admit that Opposer’s Marks serve as a symbol of origin for Opposer’s goods and services.

Applicant’s response to Request No. 42

Applicant is without knowledge to either admit or deny

Request No. 43

Admit that Opposer’s Marks serve as a symbol of origin of the goodwill which is associated with Opposer’s goods and services. Applicant’s response to Request No. 43

Applicant is without knowledge to either admit or deny

Request No. 44

Admit that the “FLEX” mark is likely to cause confusion, mistake or deception, in the minds of prospective purchasers as to the origin or source of the Applicant’s goods and services, such that prospective purchasers may be confused that the goods and services offered under the “FLEX” mark originate with Opposer. Applicant’s response to Request No. 44

Denied

Request No. 45

Admit that consumers are likely to mistakenly believe that the Applicant’s goods and services offered under the “FLEX” mark are sponsored by, authorized by, endorsed, affiliated with or otherwise approved by the Opposer. Applicant’s response to Request No. 45

Denied

11 OPPOSER'S EXHIBIT B.1

Request No. 46

Admit that Opposer’s rights in and to Opposer’s Marks in connection with the goods and services advertised and sold under the Opposer’s Marks will be impaired and Opposer will be damaged if the “FLEX” mark proceeds to registration. Applicant’s response to Request No. 46

Denied

Dated: August 18, 2020 By: /s/ Marina F. Cunningham Marina F. Cunningham [email protected] Mallory S. Hein [email protected] McCormick, Paulding & Huber LLP CityPlace II, 185 Asylum Street Hartford, CT 06103-3410 Tel.: 860-549-5490 Fax: 860-527-0464

Attorneys for Applicant

12 OPPOSER'S EXHIBIT B.1

CERTIFICATE SERVICE

The undersigned hereby certifies that a copy of the foregoing

APPLICANT’S RESPONSES TO OPPOSER’S FIRST REQUESTS FOR ADMISSION (Nos. 1 - 46) was sent by electronic transmission, this 18th day of August 2020, to the following counsel of record:

Pamela N. Hirschman, Esq. Autumn R. Hartman, Esq. Sheridan Ross P.C. 1560 Broadway, Suite 1200 Denver, CO 80202-5141

[email protected], [email protected]

By: /s/Marina F. Cunningham Marina F. Cunningham

13 OPPOSER'S EXHIBIT B.2

IN THE UNITED STATES PATENT AND TRADEMARK OFFICE BEFORE THE TRADEMARK TRIAL AND APPEAL BOARD

In the matter of Trademark Application No. 88/486,090 for the mark FLEX Published on October 29, 2019

) FLEX LTD. ) ) Opposition No. 91254336 Opposer, ) ) v. ) ) BAD ELF, LLC ) ) Applicant. ) )

APPLICANT’S OBJECTIONS AND RESPONSES TO OPPOSER’S FIRST SET OF INTERROGATORIES (Nos. 1 - 40)

Pursuant to Rule 33 of the Federal Rules of Civil Procedure, Applicant BAD ELF, LLC (herein “Applicant”) hereby responds and objects to Opposer FLEX LTD.’s (herein “Opposer”) First Set of Interrogatories to Applicant dated July 17, 2020 (the “First Set of Interrogatories”). All responses are based on Applicant’s present knowledge, information and belief. Applicant expressly reserves its right to amend and supplement these responses to incorporate such further information in accordance with Rule 26 of the Federal Rules of Civil Procedure and/or to offer such further information at any trial or hearing in this case. Applicant expressly reserves the right to object to further discovery, the subject matter of any of these Interrogatories, and to the offer into evidence of any answer, or portion thereof, provided in response to these Interrogatories. OPPOSER'S EXHIBIT B.2

GENERAL OBJECTIONS Applicant’s specific objections to each Interrogatory are in addition to the general limitations and objections set forth in these General Objections. These limitations and objections form a part of Applicant’s response to each and every Interrogatory, and are set forth here to avoid the duplication and repetition of restating them for each response. Thus, the absence of a reference to a general objection is not to be construed as a waiver of the general objections as to a specific Interrogatory. 1. Applicant objects to the “Definitions” and “Instructions” set forth in the First Set of Interrogatories and to each Interrogatory as overly broad, unduly burdensome, vague and/or ambiguous to the extent that they seek to impose a greater burden and obligation to respond than is required by the Federal Rules of Civil Procedure and applicable law, and to the extent that they seek information beyond what is available from a reasonable investigation. 2. Applicant objects to each Interrogatory to the extent it seeks or can be construed to seek information that is privileged under applicable law, whether under the attorney-client, common interest, work-product immunity or other privilege or immunity. Such information shall not be disclosed and documents containing such information shall not be produced. 3. Applicant objects to each Interrogatory to the extent it seeks the disclosure of proprietary, confidential and/or competitively sensitive information. Applicant will provide such information in response to the Interrogatories, if at all, subject to the Standing Protective Order. 4. Applicant objects to each Interrogatory to the extent it purports to require it to obtain information from third parties and/or to obtain and identify documents that are not within its possession, custody or control. 5. Applicant objects to the Interrogatories to the extent they seek information that is neither relevant to any claim or defense in, or the subject matter of, the present action, nor reasonably calculated to lead to the discovery of evidence admissible in this action. 6. Applicant objects to the Interrogatories to the extent the discovery sought is unreasonably cumulative or duplicative.

2 OPPOSER'S EXHIBIT B.2

7. Applicant objects to each Interrogatory to the extent that it requests information that is confidential information of a third party until and unless the third party consents or a suitable order requiring release of the information has issued. 8. Applicant objects to each Interrogatory to the extent that it requests information that is already in Opposer’s possession, custody, or control, or information that is publicly available and can be obtained by Opposer with the same degree of effort as by Applicant. 9. Applicant objects to blanket requests to identify all persons or all documents that relate to a general proposition, or unidentified or vaguely referenced person or subject on the grounds that such requests are ambiguous, unduly burdensome, and indefinite in scope. 10. Applicant objects to the Interrogatories to the extent they seek to require it to respond to a single Interrogatory that encompasses multiple factual allegations in order to avoid the limitation on the number of interrogatories specified pursuant to Rule 33(a) of the Federal Rules of Civil Procedure. 11. Nothing herein shall be construed as an admission by Applicant as to the relevancy, or admissibility at trial, of any information that it may give in response to these Interrogatories or any of the information contained in any of the responses set forth herein. Applicant expressly reserves the right to object to further discovery and the subject matter of any of the Interrogatories.

RESPONSES

INTERROGATORY NO. 1 Explain the general nature of the business of Applicant.

RESPONSE TO INTERROGATORY NO. 1 Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory to the extent it is overly broad and unduly burdensome, and further to the extent it seeks information that is neither relevant to any claim or defense in, or the subject matter of, the present action, nor reasonably calculated to lead to the discovery of evidence admissible in this action. Applicant further objects to this Interrogatory to the extent it purports to seek information that is private, business

3 OPPOSER'S EXHIBIT B.2

confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant designs and sells a variety of GNSS receivers and Apple MFi accessories.

INTERROGATORY NO. 2 Describe in detail the corporate structure of Applicant, including identifying its officers and their responsibilities. RESPONSE TO INTERROGATORY NO. 2 Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory on the grounds that it is overly broad and unduly burdensome and seeks information irrelevant to the claims and defenses of any party to the pending lawsuit and information not reasonably calculated to lead to the discovery of admissible evidence. Applicant further objects to this Interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant states that it is a privately held company.

INTERROGATORY NO. 3 Describe the organization of Applicant, its corporate history, and the nature of its relationship with any corporate affiliates. RESPONSE TO INTERROGATORY NO. 3 Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory to the extent it is overly broad, unduly burdensome, vague and ambiguous and seeks information irrelevant to the claims and defenses of any party to the pending lawsuit and information not reasonably calculated to lead to the discovery of admissible evidence. Applicant further objects to this interrogatory to the extent it purports to seek information that is private, business

4 OPPOSER'S EXHIBIT B.2

confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant states that it is a privately held company operating since 2010.

INTERROGATORY NO. 4 Identify and explain all of Applicant's sources of revenue and income. RESPONSE TO INTERROGATORY NO. 4 Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory to the extent it is overly broad, unduly burdensome, vague and ambiguous and seeks information irrelevant to the claims and defenses of any party to the pending lawsuit and information not reasonably calculated to lead to the discovery of admissible evidence. Applicant further objects to this interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights. Subject to and without waiver of its General Objections, Applicant states that it is a privately held company and such information is highly proprietary and irrelevant.

INTERROGATORY NO. 5 Identify and explain Applicant's annual revenue and income since its inception. RESPONSE TO INTERROGATORY NO. 5 Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory to the extent it is overly broad, unduly burdensome, vague and ambiguous and seeks information irrelevant to the claims and defenses of any party to the pending lawsuit and information not reasonably calculated to lead to the discovery of admissible evidence. Applicant further objects to this interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights.

5 OPPOSER'S EXHIBIT B.2

Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant states that it is a privately held company and such information is proprietary and irrelevant.

INTERROGATORY NO. 6 State all known facts relating or referring to Applicant's conception and selection of Applicant's Mark. RESPONSE TO INTERROGATORY NO. 6 Applicant incorporates herein each of the foregoing General Objections. Applicant further objects to this Interrogatory to the extent it purports to seek information that is private, confidential, or otherwise protected from disclosure pursuant to statutory and common law rights or seeks information that is privileged under applicable law, whether under the attorney-client, common interest, work-product immunity or other privilege or immunity. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant selected the ‘Flex’ name to represent the delivery of on-demand, flexible accuracy of their new GNSS receiver.

INTERROGATORY NO. 7 State all known facts relating or referring to the dates Applicant first conceived of Applicant's Mark. RESPONSE TO INTERROGATORY NO. 7 Applicant incorporates herein each of the foregoing General Objections. Applicant further objects to this Interrogatory to the extent it purports to seek information that is private, confidential, or otherwise protected from disclosure pursuant to statutory and common law rights or seeks information that is privileged under applicable law, whether under the attorney-client, common interest, work-product immunity or other privilege or immunity. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant selected the ‘Flex’ name in April 2019.

6 OPPOSER'S EXHIBIT B.2

INTERROGATORY NO. 8 State all known facts relating or referring to the dates Applicant first started using Applicant's Mark. RESPONSE TO INTERROGATORY NO. 8 Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory to the extent it is overly broad, unduly burdensome, vague and ambiguous. Applicant further objects to this interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant began using the ‘Flex’ name in June 2019.

INTERROGATORY NO. 9 State all known facts relating or referring to the person(s) involved in such conception and selection of Applicant's Mark, with a description of each such person's involvement therein. RESPONSE TO INTERROGATORY NO. 9 Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory to the extent it is overly broad, unduly burdensome, vague and ambiguous and seeks information irrelevant to the claims and defenses of any party to the pending lawsuit and information not reasonably calculated to lead to the discovery of admissible evidence. Applicant further objects to this interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights. Subject to and without waiver of its General Objections or the foregoing specific objections, John J. Cunningham, CEO, was involved in selection of the name.

INTERROGATORY NO. 10 Identify all documents or things constituting or referring to Applicant's conception and selection of Applicant's Mark.

7 OPPOSER'S EXHIBIT B.2

RESPONSE TO INTERROGATORY NO. 10 Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory to the extent it is overly broad, unduly burdensome, vague and ambiguous and seeks information irrelevant to the claims and defenses of any party to the pending lawsuit and information not reasonably calculated to lead to the discovery of admissible evidence. Applicant further objects to this interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant will produce such documents.

INTERROGATORY NO. 11 State why Applicant selected the name “FLEX” as a trademark/service mark for “global positioning system (GPS) apparatus; global positioning system (GPS) receivers” in Class 9 and “GPS navigation services” in Class 39. RESPONSE TO INTERROGATORY NO. 11 Applicant incorporates herein each of the foregoing General Objections. Applicant further objects to this Interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights or seeks information that is privileged under applicable law, whether under the attorney-client, common interest, work-product immunity or other privilege or immunity. Applicant further objects to this Interrogatory as overly broad, unduly burdensome, vague and ambiguous. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant selected the ‘Flex’ name to represent the delivery of on-demand, flexible accuracy of their new GNSS receiver.

INTERROGATORY NO. 12 Identify any trademark searches or other searches, opinions, investigations, analyses or studies related to Applicant's conception, creation, design, clearance,

8 OPPOSER'S EXHIBIT B.2

selection and/or adoption of Applicant's Mark in the United States, including, without limitation, the persons involved, the date(s), and the data or results of those searches, opinions, investigations, analyses or studies. RESPONSE TO INTERROGATORY NO. 12 Applicant incorporates herein each of the foregoing General Objections. Applicant further objects to this Interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights or seeks information that is privileged under applicable law, whether under the attorney-client, common interest, work-product immunity or other privilege or immunity. Applicant further objects to this Interrogatory as overly broad, unduly burdensome, vague and ambiguous. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant will produce such documents.

INTERROGATORY NO. 13 Identify each person who was involved in the decision to use the mark “FLEX” in connection with “global positioning system (GPS) apparatus; global positioning system (GPS) receivers” and/or “GPS navigation services.” RESPONSE TO INTERROGATORY NO. 13 Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory to the extent it is overly broad, unduly burdensome, vague and ambiguous and seeks information irrelevant to the claims and defenses of any party to the pending lawsuit and information not reasonably calculated to lead to the discovery of admissible evidence. Applicant further objects to this interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights. Subject to and without waiver of its General Objections or the foregoing specific objections, see response to Interrogatory No. 9.

9 OPPOSER'S EXHIBIT B.2

INTERROGATORY NO. 14 Identify all persons most knowledgeable about the scope of Applicant’s use of Applicant's Mark, including the sale, distribution, advertising and marketing of goods and services offered in connection with Applicant's Mark in the United States. RESPONSE TO INTERROGATORY NO. 14 Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory to the extent it is overly broad, unduly burdensome, vague and ambiguous and seeks information irrelevant to the claims and defenses of any party to the pending lawsuit and information not reasonably calculated to lead to the discovery of admissible evidence. Applicant further objects to this interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights. Subject to and without waiver of its General Objections or the foregoing specific objections, see response to Interrogatory No. 9.

INTERROGATORY NO. 15 Identify each good or service on which, or in connection with which, Applicant uses, has used, or intends to use Applicant's Mark in the United States. RESPONSE TO INTERROGATORY NO. 15 Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory to the extent it is overly broad, unduly burdensome, vague and ambiguous and seeks information irrelevant to the claims and defenses of any party to the pending lawsuit and information not reasonably calculated to lead to the discovery of admissible evidence. Applicant further objects to this interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights. Subject to and without waiver of its General Objections or the foregoing specific objections, the ‘Flex’ mark is used in conjunction with the Bad Elf Flex™ GNSS receiver and associated accessories.

10 OPPOSER'S EXHIBIT B.2

INTERROGATORY NO. 16 Separately, for all goods and services distributed, offered for sale, or sold under Applicant’s Mark by Applicant, or on behalf of Applicant, provide the dates of first use of Applicant’s Mark in the United States. RESPONSE TO INTERROGATORY NO. 16 Applicant incorporates herein each of the foregoing General Objections. Subject to and without waiver of its General Objections, Applicant used the mark in June 2019.

INTERROGATORY NO. 17 Separately, for all goods and services distributed, offered for sale, or sold under Applicant’s Mark by Applicant, or on behalf of Applicant provide the dates of first use in commerce of Applicant’s Mark in the United States. RESPONSE TO INTERROGATORY NO. 17 Applicant incorporates herein each of the foregoing General Objections. Subject to and without waiver of its General Objections, Applicant used the mark in June 2019.

INTERROGATORY NO. 18 State whether Applicant intends to sell goods and/or services in addition to “global positioning system (GPS) apparatus; global positioning system (GPS) receivers” and “GPS navigation services” under the "FLEX" mark in the United States in the future. RESPONSE TO INTERROGATORY NO. 18 Applicant incorporates herein each of the foregoing General Objections. Applicant further objects to this Interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights. Subject to and without waiver of its General Objections or the foregoing specific objections, the ‘Flex’ mark will be used in conjunction with the GNSS receiver and associated accessories and services as they evolve over time to meet customer needs.

11 OPPOSER'S EXHIBIT B.2

INTERROGATORY NO. 19 State when Applicant first became aware of Opposer. RESPONSE TO INTERROGATORY NO. 19

Applicant incorporates herein each of the foregoing General Objections. Applicant further objects to this Interrogatory to the extent it purports to seek information that is private, confidential, or otherwise protected from disclosure pursuant to statutory and common law rights or seeks information that is privileged under applicable law, whether under the attorney-client, common interest, work-product immunity or other privilege or immunity. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant became aware of the Opposer upon receipt of the opposition filing.

INTERROGATORY NO. 20 State how Applicant first became aware of Opposer. RESPONSE TO INTERROGATORY NO. 20

INTERROGATORY NO. 21 State when Applicant first became aware of Opposer's use of Opposer's Marks. RESPONSE TO INTERROGATORY NO. 21 Applicant incorporates herein each of the foregoing General Objections.

12 OPPOSER'S EXHIBIT B.2

Applicant further objects to this Interrogatory to the extent it purports to seek information that is private, confidential, or otherwise protected from disclosure pursuant to statutory and common law rights or seeks information that is privileged under applicable law, whether under the attorney-client, common interest, work-product immunity or other privilege or immunity. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant became aware of the Opposer upon receipt of the opposition filing.

INTERROGATORY NO. 22 State how Applicant first became aware of Opposer's use of Opposer's Marks. RESPONSE TO INTERROGATORY NO. 22 Applicant incorporates herein each of the foregoing General Objections. Applicant further objects to this Interrogatory to the extent it purports to seek information that is private, confidential, or otherwise protected from disclosure pursuant to statutory and common law rights or seeks information that is privileged under applicable law, whether under the attorney-client, common interest, work-product immunity or other privilege or immunity. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant became aware of the Opposer upon receipt of the opposition filing through legal counsel.

INTERROGATORY NO. 23 Describe any instances of actual confusion, mistake or deception between Applicant and Opposer and/or between “FLEX” products and/or services and “FLEX”, “FLEX (Stylized)” and/or “FLEX PULSE” goods and/or services that Applicant is aware of, including information identifying the date of such instance, the identity of the party who was confused, and the circumstances under which Applicant learned of such instance of actual confusion. RESPONSE TO INTERROGATORY NO. 23

13 OPPOSER'S EXHIBIT B.2

Applicant incorporates herein each of the foregoing General Objections. Applicant further objects to this Interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights or seeks information that is privileged under applicable law, whether under the attorney-client, common interest, work-product immunity or other privilege or immunity. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant is not aware of any instances of confusion.

INTERROGATORY NO. 24 Identify the persons presently most knowledgeable of the circumstances of any instance of actual confusion, mistake or deception identified in response to Interrogatory No. 23. RESPONSE TO INTERROGATORY NO. 24

Applicant incorporates herein each of the foregoing General Objections. Applicant further objects to this Interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights or seeks information that is privileged under applicable law, whether under the attorney-client, common interest, work-product immunity or other privilege or immunity. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant is not aware of any instances of confusion.

INTERROGATORY NO. 25 Identify all documents or things constituting or referring to any information responsive to Interrogatory No. 23. RESPONSE TO INTERROGATORY NO. 25

14 OPPOSER'S EXHIBIT B.2

from disclosure pursuant to statutory and common law rights or seeks information that is privileged under applicable law, whether under the attorney-client, common interest, work-product immunity or other privilege or immunity.

Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant is not aware of any instances of confusion and has no documents.

INTERROGATORY NO. 26 Identify any survey conducted regarding Applicant's Mark. RESPONSE TO INTERROGATORY NO. 26

Applicant incorporates herein each of the foregoing General Objections. Applicant further objects to this Interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights or seeks information that is privileged under applicable law, whether under the attorney-client, common interest, work-product immunity or other privilege or immunity. Subject to and without waiver of its General Objections or the foregoing specific objections, no such documents exist.

INTERROGATORY NO. 27 Identify any survey conducted regarding Opposer’s Marks. RESPONSE TO INTERROGATORY NO. 27

Applicant incorporates herein each of the foregoing General Objections. Applicant further objects to this Interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights or seeks information that is privileged under applicable law, whether under the attorney-client, common interest, work-product immunity or other privilege or immunity. Subject to and without waiver of its General Objections or the foregoing specific objections, no such documents exist.

15 OPPOSER'S EXHIBIT B.2

INTERROGATORY NO. 28 State the name, address, title or position of each person Applicant intends to call or rely upon as a witness, including any expert witnesses. RESPONSE TO INTERROGATORY NO. 28 Applicant incorporates herein each of the foregoing General Objections. Applicant further objects to this Interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights or seeks information that is privileged under applicable law, whether under the attorney-client, common interest, work-product immunity or other privilege or immunity. Applicant objects to this Interrogatory to the extent it is premature. Subject to and without waiver of its General Objections or the foregoing specific objections, it is premature.

INTERROGATORY NO. 29 Identify the target consumers for Applicant’s goods and/or services that are currently sold or will be sold under the “FLEX” mark, including, but not limited to, the age range and education level of the target consumer. RESPONSE TO INTERROGATORY NO. 29

Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory to the extent it is vague and ambiguous and burdensome. Applicant further objects to this Interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights or seeks information that is privileged under applicable law, whether under the attorney-client, common interest, work-product immunity or other privilege or immunity. Subject to and without waiver of its General Objections or the foregoing specific objections, GIS and survey professionals are an example of Applicant’s customer base.

16 OPPOSER'S EXHIBIT B.2

INTERROGATORY NO. 30 List all geographical areas by city and state in which Applicant has previously offered or sold, presently offers or sells, or intends to offer or sell goods and/or services under the “FLEX” mark. RESPONSE TO INTERROGATORY NO. 30

Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory to the extent it is vague and ambiguous and burdensome. Applicant further objects to this Interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights or seeks information that is privileged under applicable law, whether under the attorney-client, common interest, work-product immunity or other privilege or immunity. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant intends to sell its product worldwide excluding export restricted areas.

INTERROGATORY NO. 31 With respect to each geographical area identified in response to Interrogatory No. 30, state the date the goods and/or services were first offered in such geographical area and whether or not the goods and/or services are currently offered at the designated location. RESPONSE TO INTERROGATORY NO. 31

Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory to the extent it is vague and ambiguous and burdensome. Applicant further objects to this Interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights or seeks information that is privileged under applicable law, whether under the attorney-client, common interest, work-product immunity or other privilege or immunity. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant considers its customer information proprietary.

17 OPPOSER'S EXHIBIT B.2

INTERROGATORY NO. 32 Identify and describe each of the channels of trade through which Applicant sells goods and/or services under the “FLEX” mark in the United States or through which Applicant intends to sell such goods and/or services in the future. RESPONSE TO INTERROGATORY NO. 32 Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory on the grounds that it is overly broad and unduly burdensome. Applicant further objects to this Interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant currently sells directly to the professional GIS and survey community.

INTERROGATORY NO. 33 State the name and address of all parties who produce or offer products or services under Applicant's Mark. RESPONSE TO INTERROGATORY NO. 33 Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory to the extent it is overly broad, unduly burdensome, vague and ambiguous. Applicant further objects to this interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant has not licensed the Mark to other parties for such purposes.

INTERROGATORY NO. 34 Identify any trademark Applicant has used in connection with global positioning system (GPS) apparatus and/or global positioning system (GPS) receivers. RESPONSE TO INTERROGATORY NO. 34

18 OPPOSER'S EXHIBIT B.2

Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory to the extent it is overly broad, unduly burdensome, vague and ambiguous and seeks information irrelevant to the claims and defenses of any party to the pending lawsuit and information not reasonably calculated to lead to the discovery of admissible evidence. Applicant further objects to this interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights. Applicant also objects to this Interrogatory to the extent it seeks publicly available information that is as easily obtainable by Opposer as Applicant. Subject to and without waiver of its General Objections or the foregoing specific ® objections, Applicant states that it owns marks such as BAD ELF and BAD ELF

TM FLEX , among others.

INTERROGATORY NO. 35 Identify any service mark Applicant has used in connection with GPS navigation services. RESPONSE TO INTERROGATORY NO. 35 Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory to the extent it is overly broad, unduly burdensome, vague and ambiguous. Applicant further objects to this interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant states that it is not currently providing such services.

INTERROGATORY NO. 36 For each calendar year since commencement of use of “FLEX”, state the dollar amount Applicant expended in the United States in connection with the advertisement of such goods and/or services. RESPONSE TO INTERROGATORY NO. 36

19 OPPOSER'S EXHIBIT B.2

Applicant incorporates herein each of the foregoing General Objections. Applicant further objects to this interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant considers such information highly proprietary.

INTERROGATORY NO. 37 For each calendar year since commencement of use of “FLEX”, state the amount of sales by Applicant for the goods and/or services in dollar amount and quantity, including gross revenue and profits. RESPONSE TO INTERROGATORY NO. 37 Applicant incorporates herein each of the foregoing General Objections. Applicant further objects to this interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant considers such information highly proprietary.

INTERROGATORY NO. 38 Identify your marketing and advertising efforts for the “FLEX” mark. RESPONSE TO INTERROGATORY NO. 38 Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory to the extent it is overly broad, unduly burdensome, vague and ambiguous. Applicant further objects to this interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant has advertised with xyHt and Esri and Google.

20 OPPOSER'S EXHIBIT B.2

INTERROGATORY NO. 39 For each and every one of Opposer's Requests for Admission set forth in Opposer's First Set of Requests for Admission that Applicant denies, describe in detail the reasons Applicant denies the Request for Admission, including, but not limited to, identifying any and all facts which Applicant asserts to support such reasons. RESPONSE TO INTERROGATORY NO. 39 Applicant incorporates herein each of the foregoing General Objections. Applicant objects to this Interrogatory to the extent it is overly broad, unduly burdensome, vague and ambiguous and seeks information irrelevant to the claims and defenses of any party to the pending lawsuit and information not reasonably calculated to lead to the discovery of admissible evidence. Applicant further objects to this interrogatory to the extent it purports to seek information that is private, business confidential, trade secret, or otherwise protected from disclosure pursuant to statutory and common law rights. Applicant further objects to this Interrogatory to the extent it is redundant to other interrogatories propounded by Opposer. Subject to and without waiver of its General Objections or the foregoing specific objections, Applicant plans to rely on the following facts: Opposer has not registered the ‘Flex’ mark in Class 9; Opposer registered Class 39 use as for “Packaging articles to the order and specification of others”; Applicant and Opposer operate in separate markets; Opposer has not demonstrated any mark confusion in their marketplace; and Applicant has not encountered any mark confusion in their marketplace.

INTERROGATORY NO. 40 Identify each person who provided information for the answers to the foregoing interrogatories, stating each interrogatory which such individual provided information for the answer thereto.

RESPONSE TO INTERROGATORY NO. 40 Applicant incorporates herein each of the foregoing General Objections.

21 OPPOSER'S EXHIBIT B.2

Subject to and without waiver of its General Objections, John J. Cunningham, CEO, provided the information.

Respectfully submitted,

BAD ELF, LLC, Applicant

Attorneys for Applicant

22 OPPOSER'S EXHIBIT B.2

CERTIFICATE OF SERVICE

The undersigned hereby certifies that a copy of the foregoing APPLICANT’S OBJECTIONS AND RESPONSES TO OPPOSER’S FIRST SET OF INTERROGATORIES (Nos. 1 - 40) has been sent and served on this 18th day of August 2020, via e-mail to the following counsel of record for Opposer:

Pamela N. Hirschman, Esq. Autumn R. Hartman, Esq. Sheridan Ross P.C. 1560 Broadway, Suite 1200 Denver, CO 80202-5141

[email protected], [email protected]

By: /s/Marina F. Cunningham Marina F. Cunningham

23 OPPOSER'S EXHIBIT C.1

Reg. No. 5,552,736 Instafreight GmbH (GERMANY LIMITED LIABILITY COMPANY) Oranienstr. 25 Registered Sep. 04, 2018 10999 Berlin FED REP GERMANY

Int. Cl.: 9, 35, 36, 39, 42 CLASS 9: Software applications for wireless devices for planning, organization, optimization, booking, arranging, scheduling and managing orders in the field of Service Mark transportation, logistics, and warehousing and for information on shipment status; recorded multimedia content, namely, CDs, DVDs, USB flash drives on the subject of transport, Trademark logistic and storage of goods; computer software, recorded for planning, organization, optimization, booking, arranging, scheduling and managing orders in the field of Principal Register transportation, logistics, and warehousing and for information on shipment status; electronic navigational, tracking and positioning apparatus and instruments, namely, GPS tracking devices; electronic publications, downloadable, namely, magazines, brochures, flyers, books, handbooks, pamphlets, on the subject of transportation, logistics, and warehousing; electronic payment terminals; computer software applications, downloadable for planning, organization, optimization, booking, arranging, scheduling and managing orders in the field of transportation, logistics, and warehousing and/or information on shipment status; all aforementioned goods only in the field of transport, logistics as well as warehousing

CLASS 35: Business inquiries; outsourcing services in the nature of arranging procurement of goods for others; provision of an on-line marketplace far buyers and sellers of goods and services; book-keeping and accounting services; office functions; computerised business information updating services; computerised file management; computerised business information retrieval; providing business information directory services, via a global computer network; commercial information and advice for consumers consumer advice shop; invoicing services; supply chain management services; inventory management services; price comparison services; billing services; collection and systematization of business data into computer databases; sales promotion for others; rental of advertising space; negotiation and conclusion of commercial transactions for third parties; procurement of contracts for others, namely, in the field of transportation, logistics and warehousing; administrative processing of purchase orders; advertising and marketing; provision of commercial and business contact information via the internet; the bringing together, for the benefit of others, of a variety of services, namely, of office functions including invoicing, ordering services and processing of purchase orders, transport services, warehousing, services in the field of quality assurance and quality control for third parties, enabling consumers to conveniently compare and purchase those services; all aforementioned services only in the field of transport, logistics as well as warehousing

CLASS 36: Issue of tokens of value in the nature of gift vouchers; providing financial information via a web site; electronic payment services, namely, electronic payment processing of credit card payments and debit advice; providing information in insurance matters; underwriting services, namely, vehicle and transport underwriting services; providing information on all aforementioned services, namely, financial information electronic payment information, insurance information; business finance procurement services; insurance brokerage, all aforementioned services only in the field of transport, logistics as well as warehousing

CLASS 39: Collection of freight, namely, freight loading services; pick-up and delivery of goods and packages; transportation information; transport of goods; consultancy relating to OPPOSER'S EXHIBIT C.1 the transportation and storage of goods; freight forwarding; transport brokerage; warehousing information; GPS navigation services; messenger courier services; distribution services; transport information, namely, tracking and tracing of shipments; GPS navigation in the nature of positioning, and route and course plotting; transport reservation; transport information, namely, tracking of passenger or freight vehicles using computers or global positioning systems; transportation and delivery services by air, road, rail and sea; transportation logistics, namely, supply chain logistics and reverse logistics services, namely, storange, transportation and delivery of goads for others by air, rail, ship, or truck; transport, namely, transport by aircraft, truck, rail or ship; rental of storage containers; rental of warehouse space; packaging and storage of goods; warehousing; providing information on all aforementioned services, namely, providing transportation information, providing warehousing information, providing delivery information; logistic and reservation services in relation to distribution of goods, namely, supply chain logistics and reverse logistics services, namely, storage, transportation and delivery of goods for others by air, rail, ship, or truck; rental of storage containers, rental of warehouse space, packaging and storage of goods, warehousing; all aforementioned services only in the field of transport, logistics as well as warehousing

CLASS 42: Consultancy services relating to quality control; quality assurance consultancy; providing temporary use of non-downloadable software applications accessible via a web site for planning, organization, optimization, booking, arranging, scheduling and managing orders in the field of transportation, logistics, and warehousing and for information on shipment status; providing search engines for the Internet; design and development of computer software for logistics, supply chain management and e-business portals; design and development of computer software for process control; software as a service SaaS for planning, organization, optimization, booking, arranging, scheduling and managing orders in the field of transportation, logistics, and warehousing and for information on shipment status; quality control for others; all aforementioned services only in the field of transport, logistics as well as warehousing

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAIM TO ANY PARTICULAR FONT STYLE, SIZE OR COLOR

PRIORITY DATE OF 06-17-2016 IS CLAIMED

OWNER OF INTERNATIONAL REGISTRATION 1370887 DATED 12-16-2016, EXPIRES 12-16-2026

SER. NO. 79-218,904, FILED 12-16-2016

Page: 2 of 3 / RN # 5552736 OPPOSER'S EXHIBIT C.1

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 3 of 3 / RN # 5552736 OPPOSER'S EXHIBIT C.2

Reg. No. 5,624,637 T World Service GmbH (GERMANY Gesellschaft mit beschränkter Haftung ) Im Taubengrund 3-5 Registered Dec. 11, 2018 65451 Kelsterbach FED REP GERMANY

Int. Cl.: 9, 39, 42 CLASS 9: Software for use in database management of transportation logistics data; optical and magnetic data carriers featuring transportation logistics data; electronic databases in the Service Mark field of transportation logistics recorded on computer media; downloadable computer databases in the field of transportation logistics; computer software featuring digital maps; Trademark downloadable electronic directories; transportation logistics data recorded on computer media; electronic timetables recorded on computer media; electronic navigational and Principal Register positioning apparatus and instruments, namely, GPS navigation devices and satellite-aided navigation devices; electronic global positioning systems; Global Positioning System apparatus; navigation, guidance, tracking, targeting and map making devices, namely, long- range navigation machines, computers, computer software for use in transportation logistics, navigation apparatus for vehicles in the nature of on-board computers, satellite-aided navigation devices, GPS tracking devices, navigation apparatus for boats, wireless transceivers with collection and display technology for the status and tracking of all vehicle types in local environments

CLASS 39: Air, marine, locomotive, and GPS navigation services, namely, positioning and route and course plotting of vehicles, ships, containers, rail cars and planes; transport of goods, freight, documents, materials and packages for others; transporting and delivery of goods, freight, documents, materials and packages for others; arrangement of transportation, namely, reservation services for transporting goods, freight, documents, materials and packages, for others

CLASS 42: Design and development of computer software for logistics; design and development of computer software for logistics, supply chain management and e-business portals

The color(s) blue and white is/are claimed as a feature of the mark.

The mark consists of the wording "CARGOSTEPS" in blue and a blue and white globe with a blue teardrop with a white circle at the center.

OWNER OF INTERNATIONAL REGISTRATION 1367676 DATED 12-06-2016, EXPIRES 12-06-2026

SER. NO. 79-217,549, FILED 12-06-2016 OPPOSER'S EXHIBIT C.2

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 2 of 2 / RN # 5624637 OPPOSER'S EXHIBIT C.3

Reg. No. 5,483,017 Pole Star Space Applications Limited (UNITED KINGDOM Limited company incorporated under the laws of England and Wales ) Registered Jun. 05, 2018 Tavistock House South, Tavistock Square London Wc1h 9lg Int. Cl.: 9, 35, 38, 42, 45 UNITED KINGDOM CLASS 9: Computer hardware for the maritime industry; Computer software for the maritime Service Mark industry, namely, software for fleet management, ship security alert systems, Long Range Identification and Tracking (LRIT) and tracking and monitoring of vessels, vehicles and Trademark aircraft; transceivers; transceivers for providing web-based tracking, monitoring and messaging via satellite; localization devices, namely, GPS tracking devices; data acquisition Principal Register software in the field of transportation and logistics; computer software for the maritime industry for navigation, tracking marine assets, reporting and verifying catch data for fisheries, fleet management, ship security alert systems, Long Range Identification and Tracking (LRIT) and tracking and monitoring of vessels, vehicles and aircrafts, the implementation and support of tracking and directional navigation systems, namely, fleet tracking and management systems (FTMS), vehicle fleet logistics systems, fisheries information systems (FIS), fisheries information surveillance tools (FIST) and vessel tracking hub (VTH) systems; computer software for the maritime industry for tracking, recording, transmitting, measuring and displaying information and data in support of a tracking and directional navigation system for use in the mobile assets management, fisheries enforcement, environmental monitoring, logistics, surveillance, security and public transportation industries; computer software for maritime industry for supply chain management in the transportation industry, and managing and arranging transportation, processing and tracking of packages, goods and cargo by air, rail, ship or truck and to manage, arrange and track the warehousing and storage of parcels, goods and cargo while in transit; computer hardware all relating to fleet management, ship security alert systems, Long Range Identification and Tracking (LRIT) and tracking and monitoring of vessels, vehicles and aircraft; computer software for the implementation and support of tracking and directional navigation systems, including fleet tracking and management systems (FTMS), vehicle fleet logistics systems, fisheries information systems (FIS), fisheries information surveillance tools (FIST) and vessel tracking hub (VTH) systems; computer software for tracking, recording, transmitting, measuring and displaying information and data in support of a tracking and directional navigation system for use in the mobile assets management, fisheries enforcement, environmental monitoring, logistics, surveillance, security and public transportation industries; computer software for supply chain management in the transportation industry; logistics management software to assist in managing and arranging transportation, processing and tracking of packages, goods and cargo by air, rail, ship or truck and to manage, arrange and track the warehousing and storage of parcels, goods and cargo while in transit

CLASS 35: Business management; business administration services; providing office functions; data processing services; provision of business information; business consulting services relating to product distribution, operations management services, logistics, supply chain and distribution solutions in the transportation industry; advisory, consultancy and information services all relating to all the aforesaid services; all the aforesaid services including those provided online from a computer database or the Internet

CLASS 38: Telecommunications services, namely, providing communication services via satellite for web based tracking and monitoring of land vehicles, marine vessels, and field OPPOSER'S EXHIBIT C.3 equipment, namely, electricity generators, oil pipelines, drills and other heavy machinery used in oil drilling, in the transport, energy and fishing industries; telecommunication services, namely, providing broadband, radio, cellular, and satellite communication services via terrestrial wireless technology for web based tracking and monitoring of land vehicles, marine vessels, and field equipment, namely, electricity generators, oil pipelines, drills and other heavy machinery used in oil drilling, in the transport, energy and fishing industries; providing e-mail services; providing user access to the Internet; electronic transmission of messages and data via satellite and terrestrial wireless technology for use in the tracking and monitoring of land vehicles, marine vessels, and field equipment, namely, oil pipelines, drills and other heavy machinery used in oil drilling, in the transport, energy and fishing industries; advisory, consultancy and information services all relating to all the aforesaid services; all the aforesaid services including those provided online from a computer database or the Internet

CLASS 42: Design and development of computer hardware and software; computer programming; installation, maintenance and repair of computer software; updating of computer software for others; integration of computer software into multiple systems; computer consultancy services; design, drawing and commissioned writing of computer programmes, software and code for the creation of web sites for others; electronic systems design services for others; electronic data storage; weather forecasting; conformance testing services, namely, testing, analysis, and evaluation of goods and services of others to assure compliance with industry standards; advisory, consultancy and information services all relating to all the aforesaid services; all the aforesaid services including those provided online from a computer database or the Internet; Software as a service SaaS, namely, hosting software for use by others for navigation, tracking marine assets, reporting and verifying catch data for fisheries, fleet management, ship security alert systems, Long Range Identification and Tracking (LRIT) and tracking and monitoring of vessels, vehicles and aircrafts, the implementation and support of tracking and directional navigation systems, namely, fleet tracking and management systems (FTMS), vehicle fleet logistics systems, fisheries information systems (FIS), fisheries information surveillance tools (FIST) and vessel tracking hub (VTH) systems; Software as a service SaaS, namely, hosting software for use by others for tracking, recording, transmitting, measuring and displaying information and data in support of a tracking and directional navigation system for use in the mobile assets management, fisheries enforcement, environmental monitoring, logistics, surveillance, security and public transportation industries; Software as a service SaaS, namely, hosting software for use by others for supply chain management in the transportation industry, and managing and arranging transportation, processing and tracking of packages, goods and cargo by air, rail, ship or truck and to manage, arrange and track the warehousing and storage of parcels, goods and cargo while in transit; provision of non-downloadable computer software for use as an application programming interface (API) for use in the tracking and monitoring of land vehicles, marine vessels, and field equipment; design and development of application programming interfaces (API); providing information in the field of computer software for use as an application programming interface (API) and computer software development tools from searchable indexes and databases of information, including text, electronic documents, databases, graphic and audio visual information, by means of global computer information networks; Application service provider featuring application programming interface (API) for navigation, tracking marine assets, reporting and verifying catch data for fisheries, fleet management, ship security alert systems, Long Range Identification and Tracking (LRIT) and tracking and monitoring of vessels, vehicles and aircrafts, the implementation and support of tracking and directional navigation systems, namely, fleet tracking and management systems (FTMS), vehicle fleet logistics systems, fisheries information systems (FIS), fisheries information surveillance tools (FIST) and vessel tracking hub (VTH) systems; Application service provider featuring application programming interface (API) for tracking, recording, transmitting, measuring and displaying information and data in support of a tracking and directional navigation system for use in the mobile assets management, fisheries enforcement, environmental monitoring, logistics, surveillance, security and public transportation industries; Application service provider featuring application programming interface (API) for supply chain management in the transportation industry, and managing and arranging transportation, processing and tracking of packages, goods and cargo by air, rail, ship or truck and to manage, arrange and track the warehousing and storage of parcels, goods and cargo while in transit; providing temporary use of on-line non-downloadable software for use as an application programming interface (API) for use in connection with access, retrieval, upload,

Page: 2 of 4 / RN # 5483017 OPPOSER'S EXHIBIT C.3 and management of voice, messages, data, documents, signals, images, video, digital media content, and audio, visual, and audiovisual materials; application service provider featuring application programming interface (API) software for use in connection with access, retrieval, upload, and management of voice, messages, data, documents, signals, images, video, digital media content, and audio, visual, and audiovisual materials

CLASS 45: Web based tracking and monitoring of land vehicles, marine vessels, and field equipment, namely, electricity generators, oil pipelines, drills and other heavy machinery used in oil drilling, in the transport, energy and fishing industries via satellite and terrestrial wireless technology; all the aforesaid services for security purposes

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAIM TO ANY PARTICULAR FONT STYLE, SIZE OR COLOR

PRIORITY DATE OF 12-10-2014 IS CLAIMED

OWNER OF INTERNATIONAL REGISTRATION 1261733 DATED 05-12-2015, EXPIRES 05-12-2025

SER. NO. 79-171,122, FILED 05-12-2015

Page: 3 of 4 / RN # 5483017 OPPOSER'S EXHIBIT C.3

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 4 of 4 / RN # 5483017 OPPOSER'S EXHIBIT C.4 OPPOSER'S EXHIBIT C.4 OPPOSER'S EXHIBIT C.4 OPPOSER'S EXHIBIT C.5

Reg. No. 5,557,729 Logwin AG (LUXEMBOURG AKTIENGESELLSCHAFT (AG)) Z.i. Potaschbierg, 5. An Den Längten Registered Sep. 11, 2018 L-6776 Grevenmacher LUXEMBOURG

Int. Cl.: 9, 35, 38, 39, 42 CLASS 9: Computer hardware; computer software and computer programs for use in the management of air and rail transport, logistics, supply chain management, warehouse Service Mark management, order fulfillment, personnel management; computer interfaces; database management software for logistics and supply chain management; database management Trademark systems comprised of database management software and computer hardware for logistics and supply chain management; hardware, software and firmware for operation of Principal Register communication networks; pagers; messagers, namely, portable telecommunication instant messaging devices; geolocation apparatus, namely, satellite positioning devices in the nature of a global positioning system (GPS); satellites; facsimile transmission and reception apparatus; modems; portable satellite communication handsets being cellular compatible, namely, satellite telephones, for use in connection with voice, data, messaging, location and paging services; structural parts and fittings of the aforesaid goods, namely, satellite components in the nature of feed horns

CLASS 35: Billing services, advisory services concerning business management and business economy matters; book-keeping, wage accounting, payroll preparation work; computer-aided database management; computer-aided database management services, computer-aided data verification, personnel services, namely, employment hiring and placing logistics staff for others, business consulting services in the field of marketing of educational training; business administration; business organization services, negotiation and settlement of commercial transactions for others; distributorships in the field of merchandising articles; all aforementioned services only in relation to logistics projects

CLASS 38: Electronic data communication by electronic mail, or by electronic computer terminals, electronic data transmission, services for communication between computers, namely, communications by computer terminals, computer aided transmission of information, electronic communication services namely, electronic transmission of data and documents among users of computers, providing access to electronic telecommunication networks and electronic databases, providing access to telecommunication networks, communication by and between computers and computer terminals, namely, communications by computer terminals, communication via electronic platforms, namely, providing voice communication services over the Internet; telecommunication and data communication services, namely, telecommunication access services and data communication services by electronic mail, telematics services, namely, telematics sending of information

CLASS 39: Transport of goods; delivery of goods via rails, road, ship and aircraft storage of goods, packaging and parceling of various goods for transport purposes, namely, the packaging of goods using sustainable or biodegradable packaging and shipping materials; storage services, namely, storage of goods; wrapping services for baggage protection during travel; cargo handling; air transport services; dispatching service in the nature of dispatching freight, namely, arranging for pickup, delivery, storage and transportation of freight via ground and air carriers; transport of goods and warehousing services, transport and storage of goods; packaging and storing of goods, shipping of goods; delivery of goods OPPOSER'S EXHIBIT C.5

CLASS 42: Analyzing of computer systems, namely, analyzing on the Internet traffic control and content control of websites of others; applications support in the nature of troubleshooting of database applications, design of computer software and hardware; Technical advising in the field of data automation and selection of computer hardware and software; Technical advisory, consultancy and providing information in the field of computers; computer software services, namely, design and development of software; consultancy and advising in the field of evaluation, selection and implementation of computer software, firmware, hardware and of data processing systems; chemical analyses; consultancy in the field of computers; installation, maintenance and repair of computer software; integration of computer systems and computer networks; quality control services for others; computer systems analyses; upgrading of computer software

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAIM TO ANY PARTICULAR FONT STYLE, SIZE OR COLOR

OWNER OF INTERNATIONAL REGISTRATION 0990338 DATED 07-09-2008, EXPIRES 07-09-2018

SER. NO. 79-217,975, FILED 09-01-2017

Page: 2 of 3 / RN # 5557729 OPPOSER'S EXHIBIT C.5

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 3 of 3 / RN # 5557729 OPPOSER'S EXHIBIT C.6

Reg. No. 5,521,687 BUCCI AUTOMATIONS S.P.A. (ITALY JOINT STOCK COMPANY) Via Granarolo, 167 Registered Jul. 24, 2018 I-48018 Faenza (ravenna), ITALY CLASS 7: Units for dispensing medicines in the form of automatic vending machines; Int. Cl.: 7, 9, 42 machines for assembling vehicle parts; industrial robots; robotic arms for industrial purposes; robotic stores for storing and dispensing medicines, being automatic vending machines; Service Mark mechanical elevating apparatus, namely, elevating work platforms, power-operated hoists, Machine operated platforms capable of elevation above ground level; mechanical liners being Trademark component parts of machines; packing machines; machines for packaging pharmaceuticals; dividing machines, namely, dough dividing machines in the nature of food cutting machines Principal Register for commercial use, grain separating machines, metal sawing machines; canning machines; packaging machines; dispensing machines, not being automatic vending machines for dispensing parts and medicine; shearing machines, electric; shredders, being machines for industrial use; wrapping machines; machines for winding pipes; power- operated mechanical reels used to extend or retract industrial hoses; sealing machines for industrial purposes; labellers, being machines, namely, electronic label printing machines for commercial use; printing machines; riveting machines; dosing valves, being parts of machines; electrical apparatus for sealing plastics, being packaging machines; welding machines, electric; impact wrenches

CLASS 9: Industrial process control software; electric installations for the remote control of industrial operations; computer software for two or three- dimensional simulation for use in design and development of industrial products; Computer hardware and software systems for industrial and hospital automation; network operating system programs; operating system programs; data processing systems comprising computer hardware and software for use in transmitting data electronically, for users to interact and exchange data electronically, for use in capturing, storing, retrieving, reading, processing, manipulating and analyzing digital data; global positioning system (GPS) consisting of computers, computer software, transmitters, receivers, and network interface devices; video imaging systems comprising cameras, switchers, monitors, microphones, and recorders; computer operating systems; computer software and firmware for operating system programs; electrical apparatus in the nature of computer hardware and software for testing industrial and hospital systems; testing and quality control devices, namely, computer hardware; laboratory robots

CLASS 42: Technical design for others in the field of machinery, computer software; design of packaging machines, machines for processing plastics, machines in the textile industry, and design of apparatus and instruments therefor; design of mechanical, electromechanical and optoelectronic apparatus and instruments; design and development of computer software for logistics; design and development of computer software for logistics, supply chain management and e-business portals; technological services and research and design relating thereto, namely, research and design for others in the field of computer networks, software, industrial machinery; provision of information relating to industrial design; industrial research in the field of computer software, robotics; consultancy relating to industrial research in the field of computer software, robotics; design of computer hardware and software for industrial applications; verification and quality control services for industrial machinery, namely, inspection of industrial machinery for quality control purposes; computer-aided OPPOSER'S EXHIBIT C.6 design and testing of new products for others; computer-aided research in the field of software, robotics; computer systems analysis; installation, maintenance and repair of software for computer systems; material testing; design and testing for new product development; design of packaging and wrapping materials; product research and development; industrial research and development in the field of computers, computer software, robotics; research in the field of mechanical engineering

The mark consists of an imprint depicting the wording "SINTECO" in fancy characters, such wording being preceded by a substantially triangular figure constituted by three separate triangles of different sizes.

PRIORITY DATE OF 05-10-2016 IS CLAIMED

OWNER OF INTERNATIONAL REGISTRATION 1364396 DATED 10-28-2016, EXPIRES 10-28-2026

SER. NO. 79-216,101, FILED 10-28-2016

Page: 2 of 3 / RN # 5521687 OPPOSER'S EXHIBIT C.6

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 3 of 3 / RN # 5521687 OPPOSER'S EXHIBIT C.7

Reg. No. 5,216,935 Comité International Olympique (SWITZERLAND association ) Château de Vidy Registered Jun. 06, 2017 1007 Lausanne SWITZERLAND CLASS 1: Chemicals for use in industry and science, namely, chemical additives for use in Int. Cl.: 1, 2, 3, 4, 5, 6, 7, the pharmaceutical industry and the food industry; unprocessed artificial resins for use in 9, 10, 11, 12, 14, 16, 17, manufacturing plastics, unprocessed plastics; manures; fire extinguishing compositions; tempering and soldering preparations; chemical substances for preserving foodstuffs; 18, 19, 25, 28, 29, 30, 32, adhesives used in industry for the binding of books, for the manufacture of surgical bandages, 35, 36, 37, 38, 39, 40, 41, and adhesives used in construction; unprocessed synthetic resins; thermoplastic and thermosetting unprocessed synthetic resins organic molding compositions, for general use in 42, 43, 44 the industrial arts; chemical intermediates; organosilicone compounds, namely, polysiloxanes and silanes in the form of unprocessed artificial resins, pastes, fluids, elastomers, vulcanizing Service Mark preparations and accelerators; antifoaming agents; chemical catalysts for paints; chemicals for developing and fixing x-ray films and other chemicals associated with the development of Trademark said films; phosphors; chemical substances for use as nuclear fissionable material; fuel for nuclear reactors; adhesive substances used in industry; polycrystalline alumina ceramic, for Principal Register general use in the industry; soldering fluxes and preparations; thermoplastic and thermosetting adhesives; chemicals, biochemicals and reagents for use in industry, science and research for non-medical purposes; chemical preparations, test kits and reagents for analysis or diagnosis used for scientific purposes, namely, chemical preparations for cell separation and culture, nucleic acid purification, nucleotides, fluorescent nucleotides, oligonucleotides, peptides, proteins, amino acids, organic molecules, and markers for DNA/RNA synthesis; substances for scientific or medical research use, namely, reagents for luminescence, reagents for gene expression quantification, reagents for use with the polymerase chain reaction process, reagents for use with the rolling circle amplification process, reagents for DNA cloning and vectors, modifying and restriction enzymes, reagents for labeling, sequencing and fragment analysis of nucleic acids, proteins and custom synthesis, reagents for recombinant protein expression purification; chromatography chemicals; substances for scientific or medical research use, namely, reagents for electrophoresis, bioinformatics, spectrophotometry and fluorometry; radiochemicals for scientific research use; substances for scientific or medical research use, namely, reagents for scintillating proximity assays, high through put screening assays for drug development, reagents for high resolution laser fluorescence confocal microscopy; specialty chemicals for use in industry, science and research; gases and gas mixtures for industrial, research and scientific purposes; chemical preparations and additives for use in the manufacture of pharmaceutical products, and diagnostic preparations and substances; chemical test reagents, saline solution and reagent-coated paper all for scientific and laboratory use; fissionable OPPOSER'S EXHIBIT C.7 chemical elements for scientific research use; radioactive elements and isotopes for industrial, scientific and research purposes; radioactive sources and standards for use in radiographic techniques; radioactive sources for use in non-destructive testing, purification and sterilizing techniques; radionuclides for scientific research use; chemicals and chemical compositions for use in the treatment of water systems, waste water treatment systems, cooling water systems, boiler water and steam generating systems, boiler condensate systems, fluid separation systems, water clarification and dewatering in aqueous systems, conditioning systems, gas cleaning systems, industrial process systems, fuels and fuel processing systems, hydrocarbon and gas processing systems, oil and gas processing and petrochemical systems, pulp and papermaking systems, metal and plastic coating systems, metal processing systems; chemical products, namely, chemical gasoline additives, distillate chemical and detergent fuel additives and performance additives for fuels used in turbine engines; bags of chemically- treated water-absorbing granular materials for placement into fuel tanks; test kit consisting of reagents used for determining the presence of algae and active organic organisms in diesel fuel; bacteria cultures and nutrients for waste water and sludge treatment; polymeric chemicals used to disperse particulate matter in steam generating equipment; chemicals and chemical compositions as antifoulants and demulsifiers in coke-making and by-product operations of iron and steel industries; chemicals, catalysts, and unworked plastics for use as filtering material, acid gas eliminating filters, and zinc oxide whisker crystals filters; unprocessed plastics, none of the above covering photographic, cinematographic or optical goods; etching fluids for dissolving unwanted materials, namely, metals, semiconductor material and glass

CLASS 2: Paints, varnishes, lacquers; coatings in the nature of preservatives against rust and against deterioration of wood; colorants; mordants dyes; raw natural resins; metals in foil and powder form for painters, decorators, printers and artists; corrosion inhibitants in the nature of a coating for use in the metal finishing industry, namely, a final aqueous acidic rinse; corrosion inhibitants in the nature of a coating for use in cooling water systems; corrosion inhibitants in the nature of a coating, namely, resinous coatings for metal and masonry surfaces; coating materials, namely, coatings in the nature of fluids or powders for protection against chemicals, weather damages, scratches, paint chipping; filled toner cartridges for printer use; filled ink cartridges for printer use; toners, toners for copying apparatus and machines, toners for facsimile apparatus and machines

CLASS 3: Bleaching preparations and other detergent substances for laundry use, namely, laundry bleach, laundry blueing, laundry detergent, laundry pre-soak, laundry sizing, laundry soap, laundry starch for laundry use; general purpose cleaning, polishing, scouring and abrasive preparations; soaps; perfumery, essential oils, cosmetics, hair lotions; dentifrices; cleaning preparations containing chemicals and chemical compositions for use in cleaning steel, aluminum, galvanized and mixed metal surfaces for general industrial use in the manufacture of metal products; cleaning agents containing chemicals and chemical compositions for use in industry to remove contaminants from industrial process systems; paint strippers containing chemicals and chemical compositions to remove paint from equipment surfaces in paint spray booth operations

CLASS 4: Diesel fuel and gasoline

CLASS 5: Pharmaceutical preparations for use in treating respiratory disorders and masculoskeletal system disorders; sanitary preparations for medical purposes; dietetic foods and beverages, namely, soups, biscuits, waffles, bread, rusks, crispbread, crackers, crumpets, pasta, milk beverages, cheese, cheese foods, charcuterie and vitamin and mineral formed and packaged as bars, all adapted for medical use; food for babies; medical plasters and dressings; material for stopping teeth, dental wax; all purpose disinfectants; preparations for destroying vermin; fungicides, herbicides; pharmaceutical diagnostic preparations for medical purposes; pharmaceutical substances for medical purposes, namely, for use in treating respiratory disorders and masculoskeletal system disorders; diagnostic reagents and preparations for medical purposes; diagnostic substances for medical purposes; contrast media for medical imaging; diagnostic scanning agents for in vivo use; diagnostic imaging agents for magnetic resonance imaging; diagnostic radiopharmaceutical preparations for clinical, medical, scientific and research use; radiopharmaceutical sources and standards for use in nuclear medicine; radioactive pharmaceutical preparations and non-radioactive reagents for producing radiopharmaceuticals for in vivo diagnostic or therapeutic use; gases and gas mixtures for

Page: 2 of 20 / RN # 5216935 OPPOSER'S EXHIBIT C.7 medical imaging; pre-filled vials containing medical diagnostic reagents; pre-filled cartridges containing chemical reagents for medical use; pre-filled cylinders containing gases and gas mixtures for medical use; babies' diapers of paper, babies' disposable training pants of paper and cellulose; infant and baby cloth diaper sets comprised of cloth diapers and shirts sold together as a unit

CLASS 6: Common metals and their alloys; metal building materials, namely, panels, bars, tubes, coils, pipes, sheeting, framing, soffits; transportable buildings of metal; materials of metal for railway tracks; non-electric cables and wires of common metal; ironmongery in the nature of small items of metal hardware, namely, door handles, door knobs, door and window hinges, door and window locks, door and window fittings, bolts, hooks, and brackets; pipes and tubes of metal; metal safes; metal ores; metal locks; metal security enclosures, namely, key cabinets, storage tubes and storage boxes for securing keys; metal lock boxes for residential, vehicular, industrial and real estate sales use; metal key cabinets for locking, tracking and storing keys; metal key safes; common metals and metal alloys in raw, sheet, wire, pellets, rod, foil, strip, liquid, castings, sintered, pressed and fabricated form; metal key chains and key rings; metal trolley ducts for wiring, doors of metal, gates of metal, wireless operated metal garage doors, acid-resistant high-polymer metal cladding for building and construction, steel sheeting, steel panels for office flooring, welding wire, carbon rods for welding use

CLASS 7: Machines and machine tools for cutting and forming of materials; motors and engines not for land vehicles for generating power and electricity; machine couplings and transmission components not for land vehicles, namely, shafts and gear boxes; agricultural implements other than hand operated implements, namely, incorporators and seed drills; incubators for eggs; apparatus, equipment and instruments for the generation of power, namely, electric generators and wind powered electricity generators; turbines; turbines for power generation; wind turbines for power generation; wind turbines in association with wind farms, turbine generating installations, namely, electric power generating installations; engines for the generation of electricity; and parts and fittings for all the aforesaid; solar- powered electricity generators; dynamo electric machines, electric motors not for land vehicles, steam turbines, gas turbines and parts thereof, electric generators and their parts, aircraft engines, compressors, namely, air compressors; washing machines for clothes, dishwashers, garbage disposers and compactors; pumps, namely, centrifugal pumps, diaphragm pumps, bellows pumps and electric process and transfer pumps; machine parts, namely, fluid separation cartridges and parts therefor, in the nature of semi-permeable membranes; filter cartridges for various industrial machines for filtration applications including the filtration of coating solutions for the manufacture of magnetic tape and the filtration of petrochemicals, portable water, beer in the brewing industry, and other specialty chemicals; machines for the feeding and application of chemicals for industrial use; axial and centrifugal compressors; reciprocating compressors; screw and vane compressors; rotary, vacuum, electric, submersible and centrifugal pumps; turboexpanders, namely, air and electric compressors; CNG (compressed natural gas) refueling machines for land vehicles and industrial equipment and accessories and parts for all the foregoing, namely, pumps, valves, fuel filters, filter casings, distributor rotors, blades, bearings and mechanical seals; steam condensers; boat engines; turbochargers for engines; fuel injectors; welding machines, industrial robots, machines for inserting electronic components, dry etching machinery, micro electric-discharge machines, optical disc production machines, precision joining machines, processing machines for printed wired boards and welding wire, parts mounting machines, soldering machines, screw fastening machines, electric power tools, namely, drills, saws, stone cutters, tile cutters, polishers, soldering chisels, sanders, blowers, rotary hammers, grinders, screw drivers, wrenches, shears; electric motors for machines, electric generators; elevators; laundry centers, namely, a clothes washer combined with a clothes dryer; electric clothes washing machines, electric dish washers; electric compressors; pumps, namely, electric pumps; mixing, cutting and chopping machines, electric food blending machines, electric juice extractors, electric food processors, electric meat grinders, electric can openers, electric knife sharpeners, electric coffee mills, electric ice crushers, electric waste processors; power-operated garden tools, namely, hedge trimmers, shredders, chippers, cultivators, leaf blowers, grass shears; electric lawn mowers, power-operated garden sprayers for disinfectants and insecticides; electric appliances for cleaning, namely, electric vacuum cleaners, electric floor polishers; electric window cleaners; electricity generators for home use, arc, gas and

Page: 3 of 20 / RN # 5216935 OPPOSER'S EXHIBIT C.7 plasma metal cutting machines; electric food blenders, electric juicers, electric mixers, electric food processor, electric meat grinders, electric can openers, electric knife sharpeners; food waste disposals for kitchens; and industrial chemical reactors, namely, chemical heavy wall reactors

CLASS 9: Blank recording discs, namely, compact discs; cash registers, calculating machines, data processing equipment and computers; fire-extinguishing apparatus; protective helmets for sports; glasses, sunglasses, sports glasses, namely, sports goggles for use in skiing, racquetball, swimming; computer software for individual and multi-player network games and interactive evolutive scenario games; fuel distribution equipment, namely, metered fuel pumps, electrical fuel level gauges, control valves for regulating the flow of gases and fuel lines; automated fuel station management systems, comprised of computer operating software, metered fuel pumps, rate control panels, fuel lines and dispensing nozzles for fueling land and marine vehicles and marine vehicles and aircraft; gas meters; automated railway track switch machines; Global Position System (GPS) based tracking and monitoring systems for the railroad and transit industries; electrical devices and electrical power distribution products, namely, capacitors, circuit breakers, circuit breaker load centers, circuit closers, circuit interrupters, commutators, contactors, current rectifiers, current limiters, electric contacts, electric collectors, electric conductors, electric connectors, electric controllers, electric inductors, electric power supplies, electricity distribution boards and boxes, electricity distribution consoles, electricity switchboards and switchboxes; computer software for troubleshooting and maintaining programmable controllers, for analyzing blood vessels including cardiac vessels which also provides calculation functions with respect to blood vessels, for use with medical patient monitoring equipment, for receiving, processing, transmitting and displaying data, for use in developing personalized asset allocation programs, for use on-line to enable office equipment dealers to submit applications, manage portfolios and communicate with the company, for use in accessing mortgage and insurance information, for collecting data involving vital medical signs, for use with electrical power systems analyses and instructional manual sold as a unit therewith, for use by employees for financial institutions for determining financial investments for clients and in processing the sale of the identified investments, for obtaining information on the flood-hazard status of real property, for the development of graphical user interfaces and data visualization, for use to calculate mortgage payments, for regulating and managing vehicle fleet maintenance services, for use in connection with accessing and utilizing commercial computer services, for use by customers to obtain lease portfolio information, for a radiology information system for use by radiologists and radiology department in the database management of employee and patient information, for patient monitoring and archival purposes, installed on and used in connection with PCs and medical monitoring equipment, for graphical user interface, for use in sending encrypted and compressed data over paging carrier systems, for providing access to websites where buyers and sellers can conduct business electronically, and for underground navigation, namely, for navigation of down hole probe assembly for oil drilling and drilling assemblies for routing underground utilities; electrical goods, electrical power generation and distribution products and electrical voltage and overvoltage surge products, namely, arresters, busways, capacitors, lighting contactors, controllers and input/output devices in the nature of keyboards and monitors, fuses, lighting controllers, switch boxes, LEDs, namely, light emitting diodes, voltage regulators for electric power, voltage surge protectors, voltage surge suppressors, voltmeters, electrical circuit boards, relays and timers, solenoids and limit switches, full- voltage manual starters, reduced voltage starters, electrical switches and disconnects, circuit board terminal blocks and pumping panels, circuit breakers and disconnects, transformers, electrical lighting and power circuit boards, electrical wires, cables, cords, and conductors, electrical wiring, lightning arresters, electricity meters, power meters, grounding resistors, humidity and temperature sensors; building and wood sensors, specifically sound wave and vibration sensors; industrial calibration sensors, specifically, proximity sensors; push buttons, motor control centers comprised primarily of physical groupings of combination starters in one assembly; electrical resistance heating wires and electrical controllers therefor and voltage regulators; software and software programs for data collection, data management and data analysis for use in industrial, research, and medical use; apparatus for electrophoresis not for medical use; chromatography columns and pumps; apparatus for bioinformatics systems, namely, computer hardware and software for processing biological information; apparatus for scintillation, namely, scintillation counter to measure beta-emitting nuclides; imaging apparatus for radioactive and luminescent emissions, namely, cameras and scanners; synthesis

Page: 4 of 20 / RN # 5216935 OPPOSER'S EXHIBIT C.7 and purification integrated systems, namely, chromatography columns, cartridges, fraction collectors, mixers, monitors, pumps, recorders and analysis software; apparatus for microarrays, namely, probes, slides, buffers, bacterial controls, racks and trays; laser based optical apparatus for digital imaging not for medical use; laboratory articles, namely, microarray slides; laboratory glassware, vials and microvials and microtitre plates; computer software for hospital operating room management; computer software for critical care information management; industrial process control software; computer software programs and program manuals sold as a unit for use in factory management; graphical user interface based computer programs for controlling machines in industrial automation applications; software for creating graphics displays and editing dynamic data interfaces for real time graphics applications for industrial and business applications; communications software for connecting computer network users; industrial process software for plastic injection molding; software for control, monitoring, simulation, communications, data logging and collection, and factory automation; software to integrate manufacturing machine operations, control processes, provide data for visualization, track problems and generate production reports; packaged software for use in the operation and programming of grinding machines in the manufacturing industry; industrial process control hardware, namely, computer monitors; laptop computers, ethernet cards and cables; computer networking hardware, memory cards; microchips; microprocessors; computer network hubs, switches and routers, computer peripherals, displays and terminals; computer whiteboards; system boards and processors; industrial process controllers featuring call control, operator interface, gage interfaces and data collectors; computer software for control and manufacturing applications, namely, statistical process control, data collection, and distributed numerical control, manufacturing execution systems and document management software; digital signal processing products and systems, namely, industrial automation controls and programmable logic controllers; machine tools, namely, an adaptive control product in the nature of an external controller to optimize machine tool cutting performance of rough and semi-rough cuts; distributed and remote input/output computer hardware devices, input/output modules, interface modules, power supplies and mounting hardware therefor; intrusion and burglar alarm systems, security devices, namely, programming logic computers, control panels, electronic intrusion detectors, electronic glass-break sensors, electronic vibration sensors, magnetic contacts for use in security systems, electronic switch plates, electronic motion sensors for alarm systems, electronic motion sensitive switches, hard-wire sirens, audio speakers, electronic drivers, access control and alarm monitoring systems; fire, heat and smoke detecting and alarm units; computer card operated access control systems; card readers, card encoders, and encoded cards for use with card operated access control systems; video cameras; video object recognizers; video object trackers; video license plate readers; video alarm verifiers; video face recognizers; video vehicle recognizers; video traffic detectors; video access door controllers; video intrusion detectors; processing hardware and software that analyzes digital video images to automatically extract, record and report intelligence, and remote video monitoring systems for security and surveillance applications; central video monitors; video recorders; cameras; closed circuit video systems; closed circuit video system comprising one or more cameras, and a camera housing; short range, wireless, radio frequency transceivers; power line transceivers; communication control hardware for operating closed circuit camera; communication control hardware, namely, keypad controllers, matrix switchers, multiplexers, digital video recorders, integrated pan-tilt-zoom domes, remote video controllers, receivers, electronic alarm, management controls and triggers, and video transmission devices sold separately or as part of a system for operating closed circuit cameras; personal digital assistant devices configured for use by real estate professionals; communications interface devices for use with personal digital assistant devices, fiber-optic transmission systems, namely, fiber optic transmitters, receivers and transceivers used in the transmission of video, audio, and data signals over optical fiber; electrical switches; electro-mechanical locks; magnetic locks; electric keys; hand held electronic hardware for receiving, controlling, storing, manipulating, displaying and transmitting data and for operating electronic locks; electronic access cards and readers and encoders therefore; magnetic assess cards and readers and encoders therefore; smart access cards and readers and encoders therefore; proximity cards and readers and encoders therefore; electronic key fobs and readers and encoders therefore; bar code access cards and readers, encoders; access keypads; radio frequency tracking tags; tracking and control system comprising one or more radio frequency tags, transceivers, and sensors used to determine and monitor the location and movement of tangible assets, inventory and individuals; infrared sensors; computer hardware and software

Page: 5 of 20 / RN # 5216935 OPPOSER'S EXHIBIT C.7 for facilities management and controlling facility access systems and components therefore, namely, control panels, access card readers, and equipment and systems for video imaging, video monitoring, digital hard drive recording, network transmission and remote access; networked digital video storage servers for access control and surveillance applications, alarm monitoring and security; computer software and hardware for controlling and operating security and access system comprising locks, doors, access, and identification; devices and security enclosures in the nature of electronic boxes for securing keys; surveillance equipment sold individually as components or together as a system comprising one or more surveillance cameras, covert cameras, close circuit television cameras, camera housings, camera mounts, camera lenses, video monitors, video recorders, digital recorders, video storage media, video switches, control panels, keypad controllers, joystick controllers, electronic display interfaces for alarms and access control equipment, transceivers, receivers, transmitters, signal processors, multiplexers, matrix switches, controllers, control panel housing, switch housing, transformers switches, splitters, coaxial cables, connectors, motion detectors, microphones and speakers; computer user interface software and control software for managing security, fire and access systems; electric locks; hand-held electronic computer and communication hardware for receiving, controlling, storing, manipulating, displaying and transmitting data for operating electronic locks, electronic key fobs, readers and encoders; data processing software and computer hardware; power supplies, namely, batteries, voltage and current regulators and transformers; control panels, namely, electronic apparatuses adapted to electrically monitor a pre-determined activity and activate a burglar alarm; siren speakers; and electronic siren drivers, namely, tone generators and amplifiers adapted to be used for sirens; computer software to control communication hardware for operating and controlling closed circuit cameras; switch units incorporating magnetically actuated reed switches for use in burglary and fire sensing alarm systems, in industrial position sensing apparatus, in revolution counters, in equipment cabinet safety interlock systems, in industrial position controlling apparatus, in electrical cables and in pump and valve controlling apparatus and home security alarm systems; electrical and electronic checking apparatus, namely, detectors, scanners and monitors for screening individuals, baggage, and cargo for the presence of particular substances; electrical and electronic checking apparatus, namely, detectors, scanners and monitors for screening individuals, baggage, and cargo for the presence of explosives and/or narcotics; apparatus for detecting presence of explosives and other contraband; time or condition sensing apparatus for initiating and controlling regeneration or backwash cycles for water treatment equipment; control valves for water conditioning and water filtration equipment; bioreactors for culturing cells; portable analytical instruments, namely, a probe with a microprocessor based data conversion logger for measurement of organic and inorganic chemicals in water; filters and filter housings for laboratory use; fluid separation apparatus for laboratory use; membrane filters for laboratory use; silt density measuring device; deionization units for laboratory use; fluid flow control devices, namely, pumps, valves, flow meters and regulators for laboratory use; ozone monitors; laboratory equipment, namely, porous microtiter plates for use in cell biology and other life science applications; electronic water and process treatment controls, namely, apparatus for use in the treatment of commercial and industrial water systems, boiler water systems, cooling water systems, and closed water systems, pulp and paper processing systems, fuel processing systems, and metal processing systems to analyze the chemistry of the system, determine the proper treatment program, apply the desired treatment and monitor the effectiveness of the treatment; computer software for data management in the water treatment and pulp and paper fields; electronic controllers used for processing information in the water treatment and pulp and paper fields; apparatus for use in industrial water systems to measure and control pH and conductivity; apparatus for feeding chemical to an industrial, commercial or municipal water system in measured amounts; electronic test apparatus for use in water treatment; laboratory testing equipment, namely, deposition and corrosion rate testers; mobile laboratory equipped with equipment and instrumentation to monitor and measure pH, conductivity, and chromate concentration of industrial and domestic waters, to conduct inorganic analysis of water and to conduct microbiological testing of water; electronic and electrochemical products, namely, fuel cells; photovoltaic solar cells and cell modules, photovoltaic solar hybrid modules, electronical sensors for measuring solar radiation, solar cells; apparatus for converting electronic radiation to electrical energy, namely, photovoltaic solar modules and parts therefor; document and photo printers namely, laser printers, ink jet printers, multifunction and all in one printers; electronic hand-held units for the wireless receipt and transmission of data that enables the user to keep track of or manage personal information and has the

Page: 6 of 20 / RN # 5216935 OPPOSER'S EXHIBIT C.7 capacity to transmit and receive voice, image and video communication; software for the synchronization of data between a remote station or unit and a fixed or remote station or unit and software which enables and provides one-way and two-way wireless connectivity to data; portable digital electronic devices for recording, organizing, transmitting, manipulating, and reviewing text, data, image, and audio files and operating software therefor; hand-held electronic devices for the wireless receipt and transmission of data; software for the redirection of messages, e-mail, and other data from a personal computer or a server to one or more hand-held electronic devices; computer software and programs for management and operation of wireless communication devices; portable telecommunication instant messaging devices; computer software for accessing, searching, indexing and retrieving information and data from global computer networks and global communication networks, and for browsing and navigating through web sites on said networks; computer software for sending and receiving short messages and electronic mail and for filtering non-text information from the data; hand-held electronic devices for data, voice, image and video communication; computer game software for mobile handsets; electronic game software for mobile handsets; batteries, dry cells, rechargeable batteries, battery chargers, storage batteries, solar cells, fuel cells, carbon rods for use as fuel cells in dry batteries, wiring apparatus, namely, electrical connectors, electric cables, electrical conduits, floor ducting especially for housing electric cables, ballast for discharge lamps, dimmer switches, circuit breakers, magnetic contactors and starters, circuit protectors, switch gears, electric junction boxes, appliance switches, outlet sockets, electrical plugs, insulating materials in the nature of insulated electrical connectors, wires and cables, electric time switches; video entry phones, intercom systems, electric door chimes, electric buzzers, fire alarms, gas leakage alarms, burglar alarms, portable emergency buzzers; acoustic machines and apparatus, namely, radios, cassette tape players and recorders, radio cassette recorders, portable cassette tape players, compact disc players and recorders, mini disc players and recorders, mini disc decks, DVD (digital versatile disc) audio players and recorders, secure digital players and recorders, secure digital card, audio speakers, stereo tuners, amplifiers, stereo component system comprised of tuners, amplifiers, audio speakers, record players, graphic equalizers, radios incorporating clocks, IC (integrated circuit) recorders, digital sound processors, headphones, earphones, microphones, sing-along cassette players and recorders in the nature of karaoke players, pre-recorded compact disc featuring sports, electric megaphones, audio and video recorders and players for language laboratories, car audio systems comprised of stereos, speakers, amplifiers, equalizers, crossovers and speaker housings, public address systems, audio mixers, audio equipment cleaners, namely, magnetic head cleaners, audio cables, video cables, audio-visual machines and apparatus, namely, television receivers, cathode ray tube displays, cathode ray tubes, television signal image pick up tubes, plasma television receivers, plasma displays, LCD (liquid crystal display) television receivers, liquid crystal displays, combined television receiver with video tape recorder, combined television receiver with audio and video disc player, antennas, tuners for satellite broadcasting, tuners for television, Internet display terminals, video projectors, video cassette recorders, camcorders, video cameras, video printers, laser disc players, video CD (compact disc) players, video CDs (compact disc) featuring sports, DVD (digital versatile disc) video players and recorders, color video systems for large-scale display, comprised of video projector, audio speakers, cable television systems, namely, converters and transmitters, hard disk drivers, video imagers, electric optical display boards, multi-purpose electric display systems, comprised of LED (light emitting diodes) monitors and screens, closed circuit video equipment systems, comprised of cameras and monitors for video surveillance, DVDs (digital versatile disc) featuring sports, television cameras, video switchers, electronic editing controller, light emitting diode display; optical-disc machines and apparatus, namely, optical disc drives, optical disc recorders, optical disc players, optical disc changers, blank optical discs; communication machines and apparatus, namely, facsimile transceivers, transceivers, telephones, cellular mobile telephones, carry case for cellular mobile telephone, telephone answering machines, private automatic branch telephone switching apparatus, global positioning system receivers, radio telephones, marine radars, radio paging receivers, mobile communication systems and multi-channel access radio systems, comprised of radio emitters, radio receivers, radio emitters/receivers, radio repeaters, radio signal amplifiers, radio antennas, radio-telephones; electronic traffic information boards, video teleconferencing systems, comprised of cameras, transmitters, receivers and players, personal handy-phone systems, comprised of mobile telephones, pagers, local area network (LAN) hardware and operating software, AV (audio/visual) encoders and decoders, in-car navigation apparatus, electronic apparatus for the collection of road tolls, GPS (global positioning system) antenna;

Page: 7 of 20 / RN # 5216935 OPPOSER'S EXHIBIT C.7 checking and supervising apparatus and instruments, namely, electric door openers, communication and monitoring system for apartment buildings comprised of video cameras, computer monitors, intercoms, intruder detection systems, comprised of burglar alarms, video monitors, automated control system comprised of hardware and software for monitoring and controlling functions within buildings and electric multi-layer security appliances; automatic controlling machines and instruments, namely, electric notice boards, traffic management equipment, namely, display monitors, computers, auto compasses, software to manage traffic, automated traffic-signal control apparatus, bus location system, and ultrasonic vehicle detectors, electric light dimmers, electric daylight switches, inverters, programmable logic controllers, transformers, power capacitors; data processing equipment, namely, computers and computer peripheral devices, computers, word processors, image scanners for personal computer, document and photo printers, PC (personal computer) cards, computer keyboards, computer mouse, CD-ROM (compact disc-read only memory) drives, floppy disk drives, electronic and magnetic card reader and writers, bar code readers, time recorders, mobile data terminal, electronic cash registers, electronic equipment for point-of-sales (POS) systems, namely, point-of-sale terminals, bar code readers, optical readers, advertisement display monitors, keyboards, printers, scanners, radio transmitters, radio receivers, computer hardware, and computer operating software, data collection terminals in the nature of computer terminals, PDA (personal digital assistants), DVD-RAM/ROM (digital versatile disc-random access memory/read only memory) drive, CAD/CAM (computer aided design/computer aided manufacturing) drives, hard disc drives, electronic calculators, uninterrupted power supplies for computers and communication and broadcasting equipment; head cleaning tapes for audio and video recorders, IC (integrated circuit) memory cards; weighing and measuring apparatus and instruments, namely, thermoluminescence dosimeters, electronic counters, ammeters, power consumption meters, clamp meters, electric leakage meters, electric insulation meters, thermometers, measurement system processors, multi- circuit type electric power monitor, electronic micro-precision measurements, step counter, namely, pedometers, audio and video signal analyzers, oscilloscopes, modulators, voltmeters, audio and video signal distortion meters; electronic sensors, namely, photoelectric sensor, temperature sensors, position sensors, angular speed sensors, rotation sensors, angle sensors, dew sensors; electric components, namely, light emitting diodes, liquid crystals displays, liquid crystal display modules, magnetrons, diodes, transistors, thermostats, integrated circuits, LSI (large scale integration) circuits, semiconductor memory devices, one-chip microcomputers, electric condenser microphone, halftone image processors, thermal printing heads for printers, magnetic heads for audio cassette players, permanent magnets, electrical connectors, electric relays, lasers for use in manufacturing semiconductors, image sensors for CCDs (charge coupled devices), film capacitor, electric tuner units, electric high frequency units, electric coin validating units, electric monetary bill validating units, voltage controlled oscillators, PPL (phase-locked loop) synthesizer modules, electronic wireless communication module unit, optical transmission components, namely, connectors for optical fiber, printed wiring boards in the nature of circuit boards, speaker components, namely, speaker enclosures, speaker drivers, power supplies, AC (alternating current) adapters, convergence magnets, and electrical coil inductors, capacitors for electrical appliances, filters of electric signals, transformers, deflection yoke thermistors, varistors, acousto-optic devices, namely, resistors, potentiometers, encoders, printer units, hybrid IC (integrated circuit) cards, electronic components, namely, piezoelectric switches, heat sink wiring boards, transparent touch panels, electro luminescent display units, electro-magnetic resistors, thermomagnetic cut-offs devices; data processors in particular for financial applications; computer operating programs; computer hardware and software for the development, maintenance and use of local and wide area computer networks; systems for reading memory cards and systems for reading data in memories in the nature of memory readers for reading integrated circuit memories and banking card memories; cash dispensers; automated billing machines for processing accounting information; magnetically encoded cards, namely, magnetic cards and cards with integrated circuits, in particular, for financial debit and credit applications; electronic card reader, printers for use with data processing systems and financial transaction systems; encoders and decoders; modems; electronic data carrier cards, namely, blank smart cards, magnetic coded card readers, electronic data carrier card readers, namely, smart card readers, electronic encryption units, computer hardware, computer terminals, computer software for data collection, database management and data analysis for use in connection with providing financial, banking and telecommunications services; electrical and electronic goods, namely, calculating machines, electronic day planners; banking cards, namely, credit

Page: 8 of 20 / RN # 5216935 OPPOSER'S EXHIBIT C.7 cards and debit cards using magnetic memories and integrated circuit memories; banking cards, namely, credit cards and debit cards having integrated circuits and microprocessors; memory cards; automatic cash dispensers; equipment for data processors and computers, namely, cards equipped with microprocessors and integrated circuits; computer hardware in the nature of integrated circuit cards and card readers containing transponders and other proximity payment devices; mouse pads; fluid control devices, namely, expansion valves, flow meters, pressure switches, sequence timers, regulators, levelers, ejectors, and electrical controls and switches, electrical inductors, electrical transformers, electric regulating and controlling devices, electric measuring instruments, switchboards; electric devices for attracting and killing insects; electrostatic emission control devices, namely, electrostatic precipitators for reducing particulate emission in industrial applications; electronic notice boards

CLASS 10: Surgical apparatus and instruments for medical, dental and veterinary use, artificial limbs, eyes and teeth; orthopaedic articles, namely, orthopaedic joint implants, orthopaedic support bandages, orthopaedic braces, orthopaedic soles, orthopaedic footwear; suture materials; clinical medical test kits for use in anti-doping tests, comprised of test tubes, test plates and indicator charts for evaluating test results; medical apparatus for the dispensing of measured unit doses of pharmaceutical preparations; vials for medical use; cannulas for medical use; syringes for medical use; fluid injectors for medical use; cartridges for medical use sold empty; medical devices, namely, infusion pumps for intravenous administration of fluids; needles for medical purposes; implantable radiation therapy devices consisting of encapsulated radioisotope brachytherapy sources; radiation therapy delivery system consisting of radioactive seeds and a bio-absorbable carrier assembly; cardiac output monitors; heat and moisture exchangers for medical use; bacteria filters for medical use; gas analyzers for medical purposes; anesthesia record keeping and data management systems and patient monitor systems, namely, gas monitors, pulse oximeters, multi-parameter monitors, ECG monitors, invasive and non-invasive blood pressure monitors, neuromuscular transmission monitors, metabolic monitors and spirometers for anesthesia, intensive care and diagnostic applications; anesthesia machines and ventilators for patient care; intensive care and anesthesia accessories for single patient use, namely, gas sampling lines, airway adapters, breathing circuits, spirometry sensors and tubes, tubes, water traps, pulse oximetry sensors, non-invasive blood pressure cuffs, intravenous flushing sets, anesthesia masks, carbon dioxide absorbers, temperature probes and nebulizers; central nervous system monitors; gastrointestinal tonometers; gradient coils, namely, magnetic gradient coils used in magnetic resonance imaging; medical diagnostic devices, namely, bone densitometers; fetal monitoring apparatus, namely, fetal pulse and vital signs monitors; patient monitoring apparatus, namely, heart and vital signs monitors; medical imaging systems, namely, ultrasounds, medical diagnostic imaging machines, imaging devices for screening and diagnostic applications for use in planning intervention and surgery, and parts thereof and attachments thereto; medical diagnostic apparatus for displaying diagnostic images, namely, spot film apparatus, x-ray image intensifiers, x-ray fluoroscopes, mobile x-ray units, radiographic film viewers, computerized tomography scanners, nuclear resonance scanners, ultra sound scanners, magnetic resonance scanners, positron emission tomography (pet) scanners; and parts thereof and attachments thereto including tables and pads; electronic blood pressure meters, laser medical treatment devices, namely, lasers for medical use, ultrasonic medical diagnostic apparatus, hearing aids, laser scalpels, electric massagers, hand-held vibrators for medical use, low frequency electronic muscle stimulator for medical use, high frequency electromagnetic therapy apparatus for medical use, air mattresses for medical use, namely, electric air mats for bedsores, electric inhalers for therapeutic use sold empty, electric heating pads for medical purposes, medical bone densitometers for use in the diagnosis of osteoporosis; radiation dosimeters for assessing therapeutic doses of radiation delivered to patients; body fat monitors

CLASS 11: Solar collectors, solar heat collection panels; solar light fixtures, namely, indoor and outdoor solar powered lighting units and fixtures; solar thermal installations, namely, solar thermal modules; solar water heaters; domestic electric and gas cooking appliances, namely, cooking rings, gas and electric stoves; gas and electric ovens and cook tops; heat exchangers for use in the distributed residential and portable fuel cell power applications; nuclear reactors and accessories and component parts thereof, namely, heat pumps, steam valves and valves for regulating the flow of gases and liquids; electric lamps; electric lighting

Page: 9 of 20 / RN # 5216935 OPPOSER'S EXHIBIT C.7 fixtures and their parts, namely, lampshades; electric refrigerators, freezers, air conditioning apparatus; microwave ovens for cooking; wall cooking ovens for domestic use; electric and gas food warming drawers; convection ovens, electric and gas cook tops; electric and gas cooking ovens and ranges; ventilation hoods for stoves; and ventilating exhaust fans; water filters; water softening units; clothes dryers; electric fans, ceiling fans, flashlights; lamps and lights for vehicles; electric lights for Christmas trees; fluid separation units; fluid concentration units; fluid recycling units; polymeric membrane material for use in the separation of fluids; filter apparatus used for filtering solids from gases and liquids or filtering liquids from gases, and for filtering one immiscible liquid from another; spirally-wound elements or cartridges contained within a tubular plastic sleeve for concentrating products and removing impurities in fluid treatment systems; water conditioning units for residential purposes; water treatment equipment, namely, reverse osmosis modules and membranes therefor; water purification units and systems consisting of clarifiers, electro-deionization systems, condensate polishers, vacuum degasification units, ultra filtration units, ultraviolet sterilizers, ion exchangers, acid and caustic regeneration systems, reverse osmosis systems, forced draft decarbonator units, filters, chemical feed systems and bulk storage units, sold with automatic controls and instruments to monitor operating parameters of the units and systems electrochemical liquid purification units for use in the industrial, commercial and municipal sectors; water filtering units for domestic, commercial and industrial use; waste water purification units; water purifying units for potable water for domestic, commercial and industrial use; fluid separation units, namely, industrial fluid filters; recycling units, namely, fluid purification units; water treatment equipment, namely, cartridge filtration units; water treatment equipment for household use, namely, water softeners and water conditioners; media filters and depth filters for removing sediments, iron, sulfur, tastes and odors from water; reverse osmosis water purification units; depth filter units and depth filter cartridges for liquid and air filtration for domestic, industrial, and commercial use; disposable cartridge filters for industrial water filtration; apparatus and installations for lighting, namely, incandescent lamps, glow switch starters, screw-in fluorescent lamps, fluorescent lamps, tungsten halogen lamps, flash lights, fluorescent lanterns, lamps, fluorescent lighting fixtures, dynamo lights for bicycles, germicidal lamps for purifying air, and lighting fixtures; apparatus and installations for cooking, namely, automatic bread makers for domestic use, electric kettle, electric rice cooker, gas fueled rice cookers, electric slow cookers, electric roasters, ovens for cooking, electric toasters, electric coffee makers, electric cooking stoves, electric thermo pots, gas cookers, induction heating hobs, electric barbecue griddles, microwave ovens, gas cooking stoves with ovens, electric food-pans, sinks; apparatus and installations for refrigeration and freezing, namely, refrigerators, freezers, cold and hot water dispensers, freezing and refrigerating showcases, electric water coolers, electric ice makers; ventilating apparatus and instruments, namely, electric fans, ventilating fans, electric air purifiers, extraction hoods for cookers, electric dehumidifiers, electric humidifiers, blowing machines in the nature of electric exhaust fans, air conditioning apparatus in the nature of air curtains, air handling units, ceiling fans, roof ventilators, and parts and fittings therefor, all included in this class; apparatus and installations for heating, steam-generating, drying, cooling and air- conditioning, namely, air conditioners, fan coil units for air-conditioning, evaporative air refreshing apparatus, gas and electric stoves, electric space heaters, electric blankets, electrically heated floor carpets, kerosene fan heaters, electric foot warmers (kotatsu), gas cordless room warmers; water supply apparatus, namely, hot water tanks; installations for sanitary purposes in the nature of steam rooms, electric bidets, toilets, washing toilet seats, portable toilets, sewage aeration treatment systems, comprised of filters and gas extractors, water-purifiers, incinerators in the nature of trash burners, sauna baths, bathtubs, bath installations, electric home shower; water heaters, gas instantaneous water heaters; dryers, namely, electric dish dryers, electric hair dryers, clothes dryers; metallic sinks; electric lamps; dryers for clothes, electric clothes dryers

CLASS 12: Land vehicles; apparatus for locomotion by land, air or water, namely, cars, buses, coaches, light lorries and trucks, vans, motor homes, motorbikes, mopeds, scooters, boats, ships, airplanes, helicopters, locomotives, railway cars; tires for vehicles; electric motors and diesel engines for land vehicles; bicycles, bicycle tires and tubes, automatic guided vehicles, electric power assisted bicycles

CLASS 14: Coins, ingots and medals in precious metals or in their alloys, commemorative or not; jewelry, precious stones; horological and chronometric instruments, lapel pins

Page: 10 of 20 / RN # 5216935 OPPOSER'S EXHIBIT C.7

CLASS 16: Paper, cardboard and goods made from these materials, namely, paper napkins and towels, tissue and toilet paper, newsprint paper, paper banners, disposable paper baby bibs, paper grocery bags, cardboard and paper cartons; printed matter, namely, commemorative stamp sheets; newspapers, magazines and books in the field of sport events, photographs, posters; bookbinding material, namely, tape, wire, cloth; stationery; adhesives for stationery or household purposes; artists' materials, namely, pens, pencils, calligraphy sets, comprised of writing utensils, drawing sets comprised of artists' brushes, artists' pastels; paint brushes; typewriters and office requisites, except furniture, namely, envelope sealing machines, franking machines, adhesive tape dispensers, correcting fluid for type, finger-stalls, paper embossers, paper folding machines, punches, rubber bands, staplers; printed instructional and teaching material, except apparatus, in the field of sports entertainment, sports events and sports training; plastic materials for packaging, namely, blister cards, bags; printers' type; printing blocks; cheque books, credit cards without magnetic coding, punched cards without magnetic coding; computer paper for use in publishing newspapers and periodicals; paper shredders, electric staplers, battery-operated letter openers, electric pencil sharpeners, electric paper hole punches, electronic typewriters, ribbon cassettes for electronic typewriters, cheque printing machines, thermal papers; access card laminators for office use

CLASS 17: Rubber, gutta-percha, asbestos, mica and goods made from these materials and not included in other classes, namely, rubber bands for commercial and industrial uses, rubber bars and rods, rubber bottle stoppers, rubber chips or granules for use as a playground ground cover, rubber cords and laces, rubber sealant for caulking and adhesive purposes, rubber sheets, rubber sleeves for protecting parts of machinery, rubber thread and covered rubber yarn not for textile use, electrical insulating rubber products, foam rubber, rings of rubber for use as pipe connection seals, asbestos fabrics, asbestos fire curtains, asbestos nets, asbestos paper, asbestos powder, asbestos yarn, mica for use in the manufacture of electronic instruments; plastics in extruded form for use in manufacture; packing and insulating materials; flexible pipes, not of metal; silicone sealants for a variety of uses such as for bath tub caulking, sealing boats and automobiles; silicone based sealants and adhesives for road and weather topping, silicone rubber roof coating; plastic panels for building construction purposes; plastic glazing compounds; plastic in the form of sheets, plates, foils, blocks, all for use in manufactures; electrical insulation material, electric insulators, namely, insulating varnish, silicone rubber compounds; thermal insulating material, thermoplastic insulation materials used as building materials for insulating, roofing and glazing; plastic material in the form of sheets, rods or foils, molding materials, PVC (polyvinyl chloride) lined flexible water pipes; soundproofing materials for buildings

CLASS 18: Knapsacks made of leather; all-purpose sports bags made of leather; leather back packs; leather tote bags; leather handbags; leather draw-string bags; leather purses; leather wallets; leather credit card cases; briefcase-type leather business folders; leather brief cases; attaché cases of leather; garment bags for travel; leather gym bags; all-purpose sports gear carrying bags made of leather; umbrellas; luggage trunks for traveling; parasols; walking sticks; whips, harnesses; saddlery; leather barrel bags; leather fanny backs; leather dog leashes; travel bags and shoe bags for travel; leather duffel bags; suit bags for travel; leather school bags; leather gym bags shaped to fit into footlockers; leather pet collars

CLASS 19: Non metallic building materials, namely, reinforcing materials; non-metallic rigid pipes, for building; asphalt, pitch and bitumen; non-metallic transportable buildings; monuments, not of metal; thermoplastic building and construction materials used as wood, metal or glass substitutes for support or roofing, namely, bricks, mounting blocks, rigid pipes, plates, and transparent plates; non-metal doors, non-metal rain gutters, non-metal ceiling panels, non-metal folding doors, wood flooring, sound insulating sheets, namely, sound deadening gypsum wallboard, non-metal roof tiles, prefabricated houses, laminated flooring, non-metal siding, non-metal building material, namely, steps; roofing, not of metal, incorporating solar cells

CLASS 25: Belts, neckties; suspenders; bandannas; beach sandals; infant and toddler sleep wear; bathrobes, nightshirts, pajamas and lounge wear; beach cover-up dresses; toddler short and top sets; girls knit dresses with pants sets; boys shorts and top sets; girls skirt/panty combinations; socks; plays suits; coveralls; union suits; collarless shirts; shorts; pants and slacks; shirts; jackets; judges, team, referee and umpire uniforms; sweaters; parkas; turtlenecks; mittens; gloves; underwear; rompers; jerseys; maternity tops; bow ties; head wear

Page: 11 of 20 / RN # 5216935 OPPOSER'S EXHIBIT C.7 and scarves; ear muffs, ear bands and headbands; hosiery; rain wear, namely, rain ponchos and jackets; footwear, namely, shoes, boots and slippers; bath thongs; hats; caps; visors; aprons; ski and cloth bibs; team uniform reproductions, comprising of jerseys featuring reproductions of professional athletic team logos; canvas footwear; knickers; wind-resistant jackets; T-shirts; sweatshirts; sweat pants; baseball caps; coats; pullovers; one-piece ski suits; golf shirts and hats; blazers; leg warmers; sequined evening tops; jeans; leotards; workout and sports apparel, namely, shorts, jackets, slacks and skirts; ski masks and ski gloves; sailing gloves

CLASS 28: Games and playthings, namely, dolls and stuffed toy animals; toy scale model vehicles; jigsaw puzzles; action puppets; toy plastic mini-helmets, blow-up toys, namely, beach balls, novelty flotation devices for recreational use, specifically arm floats, swim floats, foam floats; commemorative mascot dolls; bobble-head dolls; hand puppets; teddy bears; plastic yo-yos, action figures and accessories to be used with action figures; marbles; kites; toy trucks; plastic toy hoops; toy model train sets; radio-operated toy vehicles; toys for pets; coin and non-coin operated pinball machines; hand-held units for playing video games; gymnastic and sporting articles not included in other classes, namely, commemorative sports balls with the logo of an international athletic event on them, dart board cabinets and darts, basketball backboards; golf bag covers, shoulder strap pads for golf bags; aerodynamic discs for playing board games; archery sets; rubber and wooden sports balls; jump ropes; athletic supporters; tennis, badminton, volley ball and goalie nets; ice-hockey sticks; iron shots specifically for use in the shot put competition; tennis racquetball and badminton rackets; table tennis paddles; baseball and cricket bats; gymnastic equipment, namely, bottle-shaped clubs; balloons; baseball, boxing, karate, softball and hockey gloves, bowling ball bags; fishing lures; discuses; exercise equipment, namely, barbells and weight-lift benches; athletic equipment shaped nylon bags for carrying tennis rackets, skis and squash rackets; ice skates, skis, snow boards and cross-country skis; curling equipment, specifically curling stones. bob sleighs, protective pads for all kinds of team sports, specifically, football knee pads, football elbow pads, football chest pads, football shoulder pads, soccer leg pads, ice and field hockey knee pads; protective face masks for baseball, football, ice hockey and field hockey; decorations for Christmas trees; playing cards; electric fishing floats, devices for tying fishing lines to fishing hooks, wax applicators for skis, stationary exercise bicycles and rollers therefor

CLASS 29: Meat, fish, poultry and game, not live; meat extracts; preserved, dried and cooked fruits and vegetables; jellies, jams, compotes; eggs, milk and milk products, namely, cheese and yogurt; edible oils and fats

CLASS 30: Coffee, tea, cocoa, sugar, rice, tapioca, sago, artificial coffee; flour and preparations made from cereals, namely, biscuits and cookies, bread, pastry and confectionery, namely, cakes, fruit ices; honey, treacle; yeast, baking-powder; salt, mustard; vinegar, sauces as condiments, namely, mayonnaise, ketchup and relish; spices; ice

CLASS 32: Beers; mineral and aerated waters and other non-alcoholic drinks, namely, aloe vera drinks, coffee-flavored soft drinks, soft drinks, energy drinks, guarana drinks, isotonic drinks, sports drinks; fruit drinks and fruit juices; syrups for making beverages and other preparations for making soft drinks, fruit drinks and fruit juices beverages

CLASS 35: Dissemination of advertising matter via all media, namely, in the form of thematic messages centered on human values; promotion of products and services of third parties through sponsoring arrangements and license agreements relating to international sports' events; business management; business administration; providing office functions; promoting the goods and services of others by means of contractual agreements, namely, arranging for sponsors to affiliate their goods and services with an awards program, a sports competition and sporting activities and licensing agreements relating to international sports' events to enable partners to gain additional notoriety and/or image derived from those of cultural and sporting events, in particular international sporting events; promoting the goods and services of others by means of image transfer, namely, making the partners' products and services benefit from the notoriety and attractiveness of sporting events and competitions; rental of advertising space of all kinds and on all carriers, digital or not; business management services, namely, administration of competitions for the participation of national teams to an international athletic competition, and promoting the support to said teams with the public

Page: 12 of 20 / RN # 5216935 OPPOSER'S EXHIBIT C.7 and the concerned circles by means of promotional campaigns in the media; inventory control services; consultation in the field of inventory control services; business acquisition integration services; direct marketing advertising for others featuring database marketing; consultation in the field of direct marketing advertising for others featuring database marketing; business reorganization consulting services; truck and automobile fleet management services, namely, voyage reporting and invoicing via a global computer network; consultation in the field of truck and automobile fleet management services; business administration consulting services; operation and management of power plants of others; consultation in the field of operation and management of power plants, business services, namely, the administration of repair and services contracts, supply chain management and consulting services in the areas of chemical product and service sourcing and procurement, product inventory and supply management and cost; consulting, marketing, cost and pricing analysis relating to electrochemical liquid purification units for use in the industrial sector; administrative, commercial and technical computerized file management; data entry and data processing services; consultancy in computerized database and file management; the bringing together, for the benefit of others, of a variety of goods and services, enabling customers to conveniently view and purchase those goods and services from an Internet web site particularly specializing in the marketing of the sale of goods and services of others; business information, commercial information agencies, rental of photocopying machines; promoting the sale of goods and services of others by means of advertisements, promotional contests, discounts and incentives in the nature of sweepstakes, rebates, reward points, and value added offers generated in connection with the use of payment cards; the provision of documentation, namely, direct mail advertising, dissemination of advertising matter, distribution of samples, document reproduction; advertising regarding commercial sales promotion of goods and services at the retail level; providing consumer product information regarding purchase of goods and services on-line via the Internet and other computer networks; advertising services, namely, advertising for transport, travel, hotels, lodging, food and meals, sports, entertainment and sightseeing, for tourist agencies services; consultation in the field of data processing, in particular, in regard to financial transactions; maintenance of computerized databases; computerised file management, namely, digital file management comprising a portfolio of images and video sequences intended for use under license in traditional advertising and in the promotion of behavior, namely, moral advertising; retail and wholesale store services, online store services, and online ordering services featuring tires, sports goods, bicycles and parts and fittings for bicycles

CLASS 36: Insurance consultation; financial management; monetary exchange; real estate affairs, namely, real estate appraisal, real estate investment; credit card, debit card, charge card, bank card, pre-paid card, smart card, electronic cash card, and store account card authorization and transaction processing services; financing of sporting and cultural activities; rental of buildings and outbuildings designed for hosting business entertainment; asset based and private label financing services; financial analysis and consultation; financial administration of credit card accounts; credit card services, namely, extension of credit to others; financial asset management for others; insurance and re-insurance services, namely, underwriting services for all types of insurance; equity investment services; insurance underwriting services in the field of bonds; financial guarantee assurance underwriting services; personal loan financing; mortgage banking services; acquisition financing services; commercial financing services; commercial real estate agency services; mutual fund investment; private equity and debt investment; consultancy, advisory and information services relating to all the foregoing services; insurance brokerage services, credit agency services in the fields of consumer and commercial credit, real estate loan financing services and banking and financing services; computerized services in connection with financial and monetary operations relating to electronic commercial transactions, namely, electronic funds transfers, electronic debit and credit card transaction processing; banking, namely, bank card and store account card authorization and transaction processing services; financial clearing- house services; issuing of cheques and letters of credit; financial trust operations; bill payment services; electronic credit and debit transaction processing; electronic funds transfer; smart card and electronic cash card payment, authorization, and transaction processing services; electronic cash disbursements services; cash replacement rendered by credit card and debit cards; electronic cash transactions; cheque verification; cheque cashing. deposit access and automated teller machine services; payment processing services, namely, credit

Page: 13 of 20 / RN # 5216935 OPPOSER'S EXHIBIT C.7 card and debit card transaction processing services; providing financial information via a global computer network; financial sponsorship of musical concerts and festivals; information services in the tourist field, namely, providing financial information in regard to financial matters for the assistance of tourists; providing information related to commodity trading

CLASS 37: Building construction; repair, installation and maintenance of computer systems hardware, computer network hardware and computer hardware; construction, installation, repair, replacement, overhaul and maintenance of power plants, engines, turbines, wind turbines, motors and apparatus, equipment and instrument for the generation of power and electricity and their component parts, fittings and accessories; installation, maintenance and repair services for compressors and pumps, namely, machine pumps and compressors, turbo expanders, fuel pumps and fuel distribution equipment, CNG refueling equipment, gas turbines, steam turbines, air cooled heat-exchangers, steam condensers, heavy wall reactors and tubular reactors; oil and gas pipeline maintenance and repair services; drilling and pumping of oil and gas; drilling for crude oil; oil well casing, tubing and drill pipe installation; rental of oil and gas well drilling tools; diagnostic repair and maintenance services rendered in the repair and maintenance of aircraft engines, turbines, electrical equipment, medical equipment, locomotives including accessories and component parts of all the foregoing; construction equipment leasing; chemical cleaning services for glass-lined reactor vessels used in the chemical and pharmaceutical processing industries; maintenance services for heat transfer systems and condensers; maintenance and repair services in the field of computerized cooling system equipment, repair and maintenance of machinery, instruments, electrical equipment and appliances, namely, oil and gas equipment maintenance and repair services; installation of point of sale terminals in shops; computer maintenance; electric appliance installation and repair, repair of radio receivers and television receivers, repair and maintenance of electrical communication apparatus and instruments, repair and maintenance of household electric appliances, repair and maintenance of electric lighting apparatus, repair and maintenance of power distribution and control apparatus, repair and maintenance of electric motors, repair and maintenance of measuring and testing machines and instruments, repair and maintenance of medical apparatus and instruments, repair and maintenance of metalworking machines and tools, repair and maintenance of cooking appliances, repair and maintenance of automatic distribution machines, repair and maintenance of water purifying apparatus, repair and maintenance of musical instruments, watch and clock repair and maintenance, repair and maintenance of gas water heaters for household purposes, repair and maintenance of bath equipment, repair of toilet stool units with washing water squirting features, installation, maintenance and repair of computer hardware, repair and maintenance of air conditioning apparatus, office machines and equipment installation, maintenance and repair, machinery installation, maintenance and repair, vehicle repair, repair and maintenance of electrical communication apparatus and instruments, repair and maintenance of computers, repair and maintenance of electronic printers, telephone repair, repair and maintenance of consumer electronics and telecommunications equipment

CLASS 38: Telecommunication services, namely, local and long distance transmission of voice, data, graphics by means of telephone, telegraphic, cable, and satellite transmissions; television broadcasting; communications by mobile telephones; communications by electronic computer terminals; providing access to databases and Internet related telecommunications networks; communications by a communications system consisting of teletypewriters connected to a telephonic network to send and receive signals; communications by telegraph; communications by telephone; communications by facsimile; paging by radio; communications by teleconferencing; cable television broadcasting; radio broadcasting; press and information agency services, specifically, transmission of news including sports results and entertainment; other message transmission services, specifically, delivery of messages by electronic means; broadcasting of a commercial site on the Internet; streaming of radio and television programming and broadcasting services provided via the Internet; electronic messaging; providing access to computer bulletin boards, and real-time chat forums for transmission of messages among users concerning sports and entertainment; transmission of messages and images via computer; providing access to telecommunications channels for home and office tele-shopping services via computer and/or interactive communications technologies; telecommunication of information including web pages, computer programs and any other data, specifically, data transmitted by electronic

Page: 14 of 20 / RN # 5216935 OPPOSER'S EXHIBIT C.7 communications network; electronic mail services; providing user access to the Internet; providing telecommunications connections to the Internet or databases; providing access to digital music web sites on the Internet; providing access to MP3 web sites on the Internet; delivery of digital music by telecommunications; rental of access time to a central database available on the Internet providing access to search engine databases; management of chat forums on the Internet for transmission of messages among computer users concerning sports and entertainment; rental of telecommunication lines for access time to a central server database; rental of telecommunication lines for access time to a computer database; simultaneous broadcasting of films and of video and sounds recordings via electronic communications networks; providing e-mail services; wireless data messaging service, particularly service that enable a user to send and/or receive message through a wireless data work; one-way and two-way paging services; electronic transmission of data, images, audio, video and documents, including text, cards, letters, messages, mail, animations and electronic mail, over local or global communications networks, including the internet, intranets, extranets, television, mobile communication, cellular and satellite networks; electronic transmission of computer software over local or global communications networks, including the internet, intranets, extranets, television, mobile communication, cellular, and satellite networks; providing access to databases and local or global communications networks, namely, the Internet, intranets, extranets, television, mobile communication, cellular, and satellite networks; message transmission and relay services, namely, electronic transmission of messages; telecommunication services for the dissemination of information by mobile telephone, namely, the transmission of data to mobile telephones; mobile telephone communication services; electronic transmission and reception of voice communication; communication services, namely, transmission of data by telecommunications networks, and multimedia communications networks; rental of access time to global computer networks. transmission of data, images, audio, video and documents, including text, electronic cards, letters, messages, e-mail, animations and electronic mail, over local or global communications networks, including the internet, intranets, extranets, television, mobile communication, cellular and satellite networks

CLASS 39: Courier and air transportation services; travel arrangement; transmission of oil or gas through pipelines; automobile, aircraft, railcar and marine vessel leasing; chemical delivery and storage services in the field of water treatment and pulp and paper making systems; leasing of shipping containers; boat transport; vehicles reservation services; travel services, namely, travel information services, reservation services and organization of travel in the nature of pre-trip planning assistance services; travel ticket reservation services; information services in the tourist field, namely, transportation information services; information services in the tourist field, namely, ticket reservation information services for transportation, travel and sightseeing; information services in the tourist field, namely, activity scheduling information services for sightseeing and transportation; travel services in the nature of arranging transportation for the assistance of tourists; tourist reservation services, namely, travel ticket reservation and transportation reservation services; providing travel information to travelers regarding fares, timetables and methods of transport; tourist assistance services, namely, ticket reservations for transport, travel and sightseeing; tourist assistance services, namely, activity scheduling for sightseeing; tourist reservation services, namely, ticket reservation services for transport, travel and sightseeing; providing travel timetables and modes of transport

CLASS 40: Treatment of materials in the nature of vulcanization, polishing by abrasion and metal treatment; developing of films for movies; enlarging of photographs, printing of photographs, developing of films for photographs; leasing or rental of machines and instruments for developing, printing, enlarging or finishing for photography; oil production services; gas production services; oil and gas well treatment services; oil and gas refining services; wastewater treatment services; water treatment services, namely, desalination, purification, conditioning, identifying and controlling microbiological organisms, cleaning of ion exchange resins; membrane regeneration services; providing information to others, over a global computer network, relating to industrial water purification

CLASS 41: Providing of training services in the fields of aquatics, archery, athletics, badminton, basketball, boxing, canoe/kayak, cycling, equestrian, fencing, football, golf, gymnastics, handball, hockey, judo, modern pentathlon, rowing, rugby, sailing, shooting, table tennis, tae kwon do, tennis, triathlon, volleyball, weightlifting, and wrestling;

Page: 15 of 20 / RN # 5216935 OPPOSER'S EXHIBIT C.7 entertainment in the nature of international sporting events, namely, aquatics performances, archery performances, athletics performances, badminton performances, basketball performances, boxing performances, canoe/kayak performances, cycling performances, equestrian performances, fencing performances, football performances, golf performances, gymnastics performances, handball performances, hockey performances, judo performances, modern pentathlon performances, rowing performances, rugby performances, sailing performances, shooting performances, table tennis performances, tae kwon do performances, tennis performances, triathlon performances, volleyball performances, weightlifting performances, and wrestling performances; organizing international community sporting and cultural events, television show production in the field of sporting and cultural entertainment; organization of cultural and educational exhibitions in the field of sports; organization of lotteries; betting and gambling services relating to or in conjunction with sport; entertainment services provided at or relating to sports events, namely, presentation of live show performances in the nature of opening and closing ceremonies of international sports events; organization of international community sporting and cultural events; organization of sporting competitions, namely, aquatics, archery, athletics, badminton, basketball, boxing, canoe/kayak, cycling, equestrian, fencing, football, golf, gymnastics, handball, hockey, judo, modern pentathlon, rowing, rugby, sailing, shooting, table tennis, tae kwon do, tennis, triathlon, volleyball, weightlifting, and wrestling competitions; management of sporting facilities, namely, providing sports facilities; rental of audio and video equipment; production and distribution of motion picture films; production of video tapes and audio sounds recordings; rental of films and video tapes and sounds recordings; rental of interactive education and entertainment videotapes in the field of sports; production of radio and television programs featuring coverage of sports and sporting events; radio and television program and video tape production services; production of animated motion picture films; production of animated television programs; seat booking services for shows and sporting events; timing of sports events; organization of beauty contests; on-line gambling services; providing of games over the Internet, namely, on-line computer games; providing of raffle services in the nature of a lottery; providing information relating to sports entertainment and education, provided on-line from a computer database or the Internet; electronic games services provided by means of the Internet, namely, providing on-line computer games; providing on-line electronic publications, namely, publication of electronic magazines and newspapers; publication of electronic books, reviews, journals, magazines, texts other than publicity texts; on-line publication of electronic books, reviews, journals, magazines, texts other than publicity texts; providing non-downloadable digital music on the Internet via a global computer network; providing non-downloadable digital music by means of MP3 Internet web sites on a global computer network; providing sport records and statistical information in connection with sports and sporting events; leasing of recorded sound and images, namely, audio, video and photographic archives relating to sport competitions and related events, audio production services; providing information in the field of sports, namely, providing sporting results; providing information related to sporting events provided on-line from a computer database or from the Internet; music publishing and production services; providing non-downloadable digital music, namely, music from the opening and closing ceremonies of international sporting events, via the Internet; providing statistical information in relation to sports results and audience ratings for sports competitions; training in the use and operation of signaling and cross-warning systems for the rail and transit industries; educational services in the field of medical imaging and diagnostics, namely, holding seminars, conferences, symposiums or workshops relating to the pharmaceutical industry, for medical practitioners and employees of pharmaceutical companies; educational services, namely, holding seminars, conferences, symposiums or workshops in the field of life science and biotechnology for scientists and researchers; conducting seminars related to industrial water treatment problems; providing training services for all the aforesaid; providing training services in management and the medical field through the use of instructions and demonstrations provided online, through the Internet, intranet and extranets; education services, namely, conducting practical training workshops, classes and seminars featuring demonstrations in the field of management and medicine; design, organization and conducting of educational courses, seminars and training in the field of computers; organizing and conducting musical concerts; booking of seats for shows and cinema presentations; entertainment information; film production; production of television and radio shows; entertainment services in the nature of theatre productions; providing golf facilities; health club services, namely, providing instruction and equipment in the field of physical exercise;

Page: 16 of 20 / RN # 5216935 OPPOSER'S EXHIBIT C.7 sport camp services; presentation of live show performances; movie theatres; organization of cultural shows; holiday camp services; movie studios; news reporters services; providing online non-downloadable publications, in the nature of books, magazines, reviews in the field of sports; education services, namely, conducting classes, seminars, presentations, video presentations in the field of sports, provision of educational material, namely, development and dissemination of educational materials in the area of financial literacy; educational services in the tourist field, namely, providing seminars, conferences, symposiums and workshops in the field of booking travel and entertainment tickets; information services in the tourist field, namely, ticket reservation information in the nature of providing information concerning ticket reservations for shows and other entertainment events entertainment; information services in the tourist field, namely, entertainment information services; information services in the tourist field, namely, providing activity scheduling information services for sports, culture and other entertainment events; services in regard to entertainment for the assistance of tourists, namely, tourist assistance services in the nature of activity scheduling for sporting, cultural and other entertainment events; tourist reservation services, namely, ticket reservation services for sporting, cultural and other entertainment events; tourist reservation services, namely, ticket reservation services for sporting, cultural and other entertainment events; arranging and conducting ceremonies relating to the presentation of prizes and awards

CLASS 42: Scientific and technological services and research and design relating thereto in the field of medical and pharmaco-toxicological science and testing; industrial analysis and research services in the field of medical and pharmaco-toxicological science and testing; laboratory analysis in the field of medical and pharmaco-toxicological science and testing; design and development of computer hardware and software; services relating to wind and wind power, namely, professional engineering and design consulting services and engineering services; design of new products for others in the field of wind power; industrial design services; design of power, wind power and electric power generating equipment and installations; engineering services, technical consultation and scientific research services in the oil and gas exploration industries; oil and gas exploration services; geophysical exploration for the oil and gas industries; analysis of oil and gas fields; oil and gas prospecting, namely, well logging and testing; oil and gas well testing; oil and gas pipeline inspection; remote monitoring and diagnostic services for compressors, pumps, turboexpanders, fuel pumps and fuel distribution equipment, CNG refueling equipment, gas turbines, steam turbines, air cooled heat exchangers, steam condensers, heavy wall reactors and tubular reactors; planning, design and management of information technology systems in the field of global railroad and transit industries; leasing of computer equipment; consultation, and advisory services relating to engineering, design and development problems encountered by utility, industrial, and commercial companies, governments, and individuals; computer programming services for others; computer software design and analysis services for others; computer consultation services. maintenance and updating of computer software and computer programs for others; installation of computer software; computer systems analysis and design services for others; consultancy services relating to chemical research; consultancy services relating to the discovery and evaluation of drugs and compounds having diagnostic, prophylactic and/or therapeutic properties; medical and scientific research consultancy services relating to methods for diagnosis using laser based optical systems; development and design of high through put screening assays for drug development services; research and development in the biotechnology field; technical support services for factory automation software, namely, providing maintenance of computer software and providing periodic upgrades of software; custom design of security access systems; design and consulting services in connection with the configuration of systems used in applications supporting fiber optic technology; technical support, namely, monitoring of network systems; technical consultation concerning the design and development of security and access systems; laboratory and testing services for fluid separation and membrane testing; engineering and consulting services for the detection of contaminants in water treatment systems, aqueous systems, cooling water systems, industrial boiler water systems, industrial water and process systems, industrial fuel processing systems, pulp and paper making systems, and metal and plastic processing systems; engineering services and technical support services, namely, design and configuration of computer software and hardware systems to be used in the treatment of aqueous system and in the treatment of pulp and paper making systems, petroleum and petrochemical processing systems, and metal and plastic finishing operations.

Page: 17 of 20 / RN # 5216935 OPPOSER'S EXHIBIT C.7 programming for data processing machines, namely, programming of electronic money machines; providing on-line non-downloadable computer programs for assuring security of data transfers; research and industrial development in the field of computers; technical consultation in the field of computers; creation and maintenance of computer data bases and computer programs; hosting the web sites of others on a computer server for a global computer network; installation of computer software; maintenance of computer software; providing search engines for the Internet; quality control for others; recovery of computer data; product research and development for others; surveying; updating of computer software; maintenance of computer software; engineering, testing and research relating to electric machines, apparatus and instruments, computer rental; rental of computer software and programs; recovery of computer data, namely, images, documents and of audio and video data, including texts, cards, letters, messages, mail, animations and electronic mail, via local or global communication networks, including the Internet, intranets, extranets, television, mobile communication networks, cellular networks and satellite networks; identification and testing of microbiological organisms; computer consultation services for value-added data computer servers, namely, multimedia systems, interactive videography, and global computer networks for telecommunications; consultancy regarding information technology management; industrial product research, development and testing in the field of sport; scientific research in the field of sports; hosting weblogs; providing web hosting electronic platforms for sharing and transmitting data; providing an on-line, non-downloadable, Internet- based interactive computer application featuring technology enabling users to note personal evaluations of the performance of an athlete, to vote for an athlete, as well as record their comments, and also enabling them to consult ratings, votes and comments from other users; providing an on-line, non-downloadable, Internet-based interactive computer application featuring technology enabling users to identify and vote for athletes participating in an international athletic competition, as well as to monitor the performance of these athletes; digital storage services for carriers containing immobile and mobile images, namely, storage of electronic media, namely, images, text and audio data

CLASS 43: Serving food and drinks; restaurant services; welcoming services, namely, providing food and drink; catering services; booking of temporary accommodation and hotel rooms; bar services; cafés; rental of meeting rooms, namely, rental of rooms for social functions; tourist homes; information services in the tourist field, namely, lodging information services; information services in the tourist field, namely, information on provision of food and drinks; services in regard to lodging for the assistance of tourists in the nature of travel agency services, namely, making reservations and booking for temporary lodging; services in regard to provision of food and meals for the assistance of tourists, namely, restaurant reservation services; tourist reservation services, namely, hotel reservation and food and meal reservation services; information services in the tourist field, namely, reservation information concerning hotel, lodging, food and meals; tourist assistance and reservation services, namely, making reservations for hotels, lodging, food and meals; and leasing and rental of mobile and modular buildings for temporary use

CLASS 44: Medical services; medical and pharmaco-toxicological controls, namely, drug use testing services in the nature of anti-doping testing; veterinary services; hygienic and beauty care for human beings or animals; agriculture, horticulture and forestry services, namely, pest control services for agriculture, horticulture or forestry; consultancy services relating to medical and diagnostic imaging; consultancy services relating to diagnostic, prophylactic and therapeutic properties of pharmaceuticals; medical information services; medical imaging services; medical diagnostic testing, monitoring and reporting services; and medical advisory services related to all the aforesaid; leasing of medical equipment

The color(s) blue, white, yellow, black, green and red is/are claimed as a feature of the mark.

PRIORITY CLAIMED UNDER SEC. 44(D) ON SWITZERLAND APPLICATION NO. 54231/2016, FILED 04-06-2016, REG. NO. 692304, DATED 04-06-2016, EXPIRES 04-06-2026

The mark consists of a geometric design comprised of multiple blue rectangles arranged in a ring, forming multiple white quadrilateral and triangular shapes between the rectangles, above the words "TOKYO 2020" in blue, above five interlocking rings in colors of blue, yellow, black, green, and red from left to right; the remaining white background in the mark

Page: 18 of 20 / RN # 5216935 OPPOSER'S EXHIBIT C.7 represents transparent areas and is not being claimed as a feature of the mark.

SER. NO. 87-158,560, FILED 09-01-2016 JEFFERY COWARD, EXAMINING ATTORNEY

Page: 19 of 20 / RN # 5216935 OPPOSER'S EXHIBIT C.7

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

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Reg. No. 5,574,222 Armada Logistics, Inc. (DELAWARE CORPORATION) 48 Grove St. Suite 201 Registered Oct. 02, 2018 Somerville, MASSACHUSETTS 02144 CLASS 9: Sensors for measuring ambient temperature; Sensors for measuring humidity; Int. Cl.: 9, 42 Sensors for measuring light; Sensors for measuring barometric pressure; Photometric sensors; Sensors for measuring position, velocity and acceleration; Sensors for measuring orientation; Service Mark GPS tracking devices; GPS sensing devices; Alarm sensors; Cellular spectrum sensors; Sensors for determining position, velocity, acceleration and temperature; Sensors for the Trademark determination of temperatures, positions and distances; Telecommunications hardware and software for monitoring and alerting remote sensor status via the Internet; Sensors for Principal Register monitoring cellular spectrum power, cellular coverage in various locations, and reporting the status via the internet; Wireless controllers to remotely monitor and control the function and status of other electrical, electronic, and mechanical devices or systems, namely, remote metering systems, gas and liquid cylinders, lighting systems, vehicle tracking devices, energy and utility systems, and security systems; Computer application software for mobile phones and handheld computers, namely, software for reading, receiving, analyzing, managing and viewing data retrieved from remote sensors; Downloadable software in the nature of a mobile application for reading, receiving, analyzing, managing and viewing data retrieved from remote sensors

FIRST USE 1-12-2018; IN COMMERCE 1-12-2018

CLASS 42: Providing temporary use of web-based enterprise computer software for use in managing supply chain logistics, transportation container shipping, the transportation of goods by truck, and the warehousing of goods; Providing temporary use of web-based enterprise computer software in the field of analytics for tracking, managing, and reporting anticipated supply chain logistics data, transportation container shipping data, transportation data, and warehousing data

FIRST USE 1-12-2018; IN COMMERCE 1-12-2018

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAIM TO ANY PARTICULAR FONT STYLE, SIZE OR COLOR

The wording "ODYN" has no meaning in a foreign language.

SER. NO. 87-779,879, FILED 02-01-2018 OPPOSER'S EXHIBIT C.8

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 2 of 2 / RN # 5574222 OPPOSER'S EXHIBIT C.9 OPPOSER'S EXHIBIT C.9 OPPOSER'S EXHIBIT C.9 OPPOSER'S EXHIBIT C.10

Reg. No. 5,372,254 Go People Pty Ltd (AUSTRALIA LIMITED LIABILITY COMPANY) Se 1504 L15, Tower B, Registered Jan. 09, 2018 Pacific Hwy Chatswood Nsw 2067 AUSTRALIA

Int. Cl.: 9, 35, 39, 42 CLASS 9: Apparatus for recording, transmission or reproduction of sound or images; computer software for use in the booking and tracking of postal and courier services; Service Mark computer application software for use in the booking and tracking of postal and courier services; electronic tracking devices for use in the booking and tracking of postal and courier Trademark services; electronic location apparatus, namely, GPS tracking devices and receivers for use in the booking and tracking of postal and courier services Principal Register CLASS 35: Business management, administration and information services; business franchising services in the nature of business management advisory services relating to franchising; provision of business advice, consultancy, and assistance in relation to franchising; administration of business affairs to franchises; management, organisation, operation and administration of loyalty and incentive schemes or programs; advisory, consultancy and information services relating to the aforesaid

CLASS 39: Transport of packages, parcels and mail; packaging and storage of goods; courier and postal services; location and tracking of goods by computer, namely, providing an on-line computer database in the field of the delivery of goods; computer tracking and tracing services for letters and parcels; information services relating to the location of goods, namely, GPS navigation services relating to the location and delivery of goods; delivery of goods by courier; cargo delivery services; delivery of goods and parcels; courier booking services; collection of goods and parcels for transportation; supply chain logistics and reverse logistics services, namely, storage, transportation and delivery of goods for others by air, rail, ship, bicycle, motorbike or truck; freight services; franking of mail; warehousing; advisory, consultancy and information services relating to the aforesaid

CLASS 42: Design and development of computer hardware and software; online provision of web-based software for use in the booking and tracking of postal and courier services; software as a services (SAAS) services featuring software for use in the booking and tracking of postal and courier services; updating and upgrading computer software; computer support services, namely, help desk services; technical support, namely, troubleshooting of computer software problems; advisory, consultancy and information services relating to the aforesaid

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAIM TO ANY PARTICULAR FONT STYLE, SIZE OR COLOR

PRIORITY DATE OF 09-01-2016 IS CLAIMED

OWNER OF INTERNATIONAL REGISTRATION 1345609 DATED 02-28-2017, EXPIRES 02-28-2027

SER. NO. 79-207,996, FILED 02-28-2017 OPPOSER'S EXHIBIT C.10

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 2 of 2 / RN # 5372254 OPPOSER'S EXHIBIT C.11

Reg. No. 5,526,829 TRAXENS, Société par Actions Simplifiée (FRANCE société par actions simplifiée (sas) ) 2 Rue Marc Donadille Registered Jul. 31, 2018 F-13013 Marseille FRANCE

Int. Cl.: 9, 35, 38, 39, 42 CLASS 9: Scientific measuring, signaling and checking apparatus and instruments, namely, survey transits; electrical and electronic apparatus and devices for navigation, measuring, data Service Mark acquisition, data transfer and/or positioning, namely, GPS tracking devices for containers, pallets, trucks, trains, freighters, vehicles carrying goods or any transportation mode and Trademark vector involved in the field of freight and logistics; operating software; data processors; sensors for measuring air pressure in truck tires; electronic apparatus and devices, namely, Principal Register tracking and tracing software for containers, pallets, trucks, trains, cargo ships, vehicles carrying goods or any mode and vector of transport involved in the field of freight and logistics; telecommunication apparatus and equipment, namely, telephones; non- downloadable software for performing various on-line accounting and tracking operations, namely, controlling equipment, managing account profiles, notifying equipment routing, viewing order status, having real-time access to account information, submitting service requests and creating personalized reports in the field of containers, pallets, trucks, trains, freighters, vehicles carrying goods or any mode and vector of transport involved in the field of freight and logistics; apparatus for storing, retrieving and transmitting data, namely, blank memory cards; encoded magnetic cards for tracking financial transactions; card reading devices, namely smart card readers; all the aforesaid goods in the field of enterprise logistics systems for tracking containers, pallets, trucks, trains, freighters, vehicles carrying goods or any mode and vector of transport involved in the field of freight and logistics; receivers for geolocalization by satellite, GPS and GNSS; apparatus and instruments for remotely tracking and transmitting the location of freight containers, namely, RFID chips

CLASS 35: Monitoring of transport schedules for business purposes; monitoring of maintenance schedules for business purposes of containers, pallets, trucks, trains, cargo ships, vehicles carrying goods or any mode and vector of transport involved in the field of freight and logistics

CLASS 38: Telecommunications, namely, electronic transmission of data, particularly by satellite, radio and/or cable; provision of access to databases; telecommunication services, namely, electronic bulletin board services; rental of telecommunication apparatus; electronic messaging services; rental of access time to global computer networks

CLASS 39: Transportation, namely, delivery of freight by truck; packaging and storage of merchandise for others; transport information, namely, information on delivery by freight transport; transportation supply chain logistics services, namely, storage, transportation and delivery of documents, packages, raw materials, and other freight for others by air, rail, ship or truck; distribution service, namely delivery of goods by ship; physical storage of electronically-stored data or documents; logistics services relating to transport and distribution, namely supply chain logistics and reverse logistics services, namely, storage, transportation and delivery of documents, packages, raw materials, and other freight for others by air, rail, ship or truck; advice in the field of freight transportation and freight delivery logistics OPPOSER'S EXHIBIT C.11

CLASS 42: Software as a service (SaaS) and cloud computing featuring temporary online use of software for performing various on-line accounting and tracking operations, namely, controlling equipment, managing account profiles, notifying equipment routing, viewing order status, having realtime access to account information, submitting service requests and creating personalized reports in the field of containers, pallets, trucks, trains, freighters, vehicles carrying goods or any mode and vector of transport involved in the field of freight and logistics; information technology (IT) consultancy; Computer services, namely providing temporary, online use of software for the measurement, control and analysis of operationally relevant data relating in particular to containers, pallets, trucks, trains, freighters, vehicles carrying goods or any mode and vector of transport in the field of freight and logistics; design and development of computer hardware and software, especially for tracking and tracing systems; electronic data storage; rental of computer programs, smart card reading devices and computer memories and computers; technical computer consultancy services relating to the operation of business logistics systems; computer programming services; software design; computer hosting, namely, linking to databases and computer software systems for customers; provision of technical computer software information concerning integration of systems for monitoring of containers, pallets, trucks, trains, cargo ships, vehicles carrying goods or any mode and vector of transport involved in the field of freight and logistics

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAIM TO ANY PARTICULAR FONT STYLE, SIZE OR COLOR

PRIORITY DATE OF 11-12-2015 IS CLAIMED

OWNER OF INTERNATIONAL REGISTRATION 1363497 DATED 05-10-2016, EXPIRES 05-10-2026

SER. NO. 79-215,736, FILED 05-10-2016

Page: 2 of 3 / RN # 5526829 OPPOSER'S EXHIBIT C.11

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 3 of 3 / RN # 5526829 OPPOSER'S EXHIBIT C.12

Reg. No. 5,206,834 Bolloré (FRANCE Société anonyme ) ODET Registered May 23, 2017 F-29500 ERGUE GABERIC FRANCE

Int. Cl.: 4, 9, 35, 36, 39, CLASS 4: Fuels; petroleum; motor fuels; diesel oil; industrial oils and greases; industrial 40, 42 lubricants; non-chemical additives for combustibles in the nature of oil and greases, fuels and lubricants; electrical energy Service Mark CLASS 9: Apparatus and instruments for conducting, switching, transforming, accumulating, regulating or controlling electricity, namely, batteries, battery chargers, capacitors and super- Trademark capacitors; cables for charging electric batteries; equipment for data processing and computers; software for tracking delivery; logistics management software in the field of Principal Register transport, of freight; inventory management software; telephones, mobile telephones; personal digital assistants, computers, laptop computers, MP3 players; electronic chips for the manufacture of integrated circuits; electronic chip readers, remote electronic chip readers; computer terminals and computer peripherals; identification microprocessors; electronic and digital media for recording data, namely, blank digital storage media; electronic geolocation apparatus, namely GPS tracking devices

CLASS 35: Administrative management of the transport of merchandise in the nature of administrative and customs authorizations, namely, customs clearance services; import-export agency services; completion of administrative formalities for the international or domestic transport of merchandise, namely, providing transportation documentation for others; commercial promotion services in the field of transport; advice on commercial strategy in the field of logistics and management in the field of logistics; wholesale store and retail store services of combustibles, fuels, motor fuels, diesel oil, greases, lubricants, non-chemical additives for combustibles, fuel and lubricants, and of electricity

CLASS 36: Customs agency services, namely, customs tax payment processing, reclamation of import duties for others; customs duty collection services, namely, financial customs brokerage services; financial sponsorship of transportation of merchandise

CLASS 39: Transport of goods and merchandise; packaging and storage of goods and merchandise; organization of transport of goods and cargo by sea, river, air, land; transport of goods and merchandise by boat, rail, road and airplane; transportation consulting services for the transport of merchandise; transit storage of goods and merchandise by sea, air and land; chartering services, namely, chartering of airplanes, boats, trains, trucks; packaging and repackaging of products and merchandise; rental of containers for storage and/or transport; storage container services, namely, rental of storage containers, container warehousing services; unloading and loading of cargo containers; terminal services for managing the transport of containers in a port area, namely, warehousing, unloading, loading, shipping of containers; rental of warehouses; storage, forwarding and delivery services for cargo and OPPOSER'S EXHIBIT C.12 mail; delivery tracking services, namely, electronic storage and archiving, for subsequent retrieval, of data related to delivery and tracking cargo in transit; information services relating to the transport, storage and delivery of merchandise, namely, providing information regarding the transportation, storage, and delivery of goods and merchandise; freight forwarder services; ship brokerage services, freight brokerage, transport brokerage; vehicle rental; express distribution and delivery of mail and parcels by air, truck, train, boat; junk, trash and debris removal services; cargo unloading services; maritime transport agency services, namely, transport of goods and merchandise by sea; port operators, namely, management of maritime traffic in the nature of maritime towing and access of boats to the port and of the loading and unloading of merchandise, as part of concessions; port handling, namely, management of maritime traffic flow at a transportation port; transportation of machinery and accessories required for petroleum extraction and mining; distribution, transport by air, train, truck, and boat, storage of combustibles, fuel, motor fuel, gasoline, greases, lubricants, non-chemical additives for combustibles, fuel and lubricants, and of electricity; assistance to industrial and commercial companies in connection with their transport logistics, namely, supply chain logistics and reverse logistics services, namely, storage, transportation and delivery of goods for others by rail, air, ship, or truck; consultancy, information relating to transport logistics for all merchandise and goods, namely, transportation consulting services

CLASS 40: Production of energy; production of electricity; professional consulting in the production of energy and electricity; information on the production of solar electricity and renewable energy

CLASS 42: Industrial analysis and research services in the field of logistics and transport; quality control and audit in the field of transport and transport logistics; design, development, and maintenance of software and software packages in the field of logistics and transport; installation of software and software packages; consulting relating to software and software packages; engineering surveying; programming for computers; design, development, and maintenance of software and software packages; design, development of electronic apparatus for tracking transported goods; industrial analysis studies and research relating to energy; technical engineering advice and featuring expert reports relating to facilities enabling the production, storage and distribution of energy; testing of materials; technical engineering information and advice relating to energy as well as its management and operation; information on research and development in the field of energy; providing temporary use on online non-downloadable software for monitoring and checking of energy consumption; engineering services, namely, technical valuations and estimates of energy consumption; research and development of new products for others; engineering services in the field of transport, freight logistics and tracking; technical engineering control services featuring expert reports; research and development services in the field of electrical engineering and the production of electrical, solar, hydraulic, geothermal and thermal energy; engineering consulting in the field of environmentally friendly energy solutions

The color(s) black and blue is/are claimed as a feature of the mark.

The mark consists of the stylized blue wording "BOLLORÉ TRANSPORT & LOGISTICS" and blue arc design with blue triangle. There is a stylized black tear drop design below the lower end of the blue arc.

OWNER OF U.S. REG. NO. 3879320, 3983253, 2441830

PRIORITY DATE OF 11-17-2015 IS CLAIMED

OWNER OF INTERNATIONAL REGISTRATION 1302822 DATED 01-27-2016, EXPIRES 01-27-2026

No claim is made to the exclusive right to use the following apart from the mark as shown: "TRANSPORT & LOGISTICS"

SER. NO. 79-189,040, FILED 01-27-2016 BRIAN J PINO, EXAMINING ATTORNEY

Page: 2 of 3 / RN # 5206834 OPPOSER'S EXHIBIT C.12

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 3 of 3 / RN # 5206834 OPPOSER'S EXHIBIT C.13

Reg. No. 5,111,567 Brandpath Limited (UNITED KINGDOM LIMITED ) c/o Osborne Clarke Registered Jan. 03, 2017 2 Temple Back East, Temple Quay BRISTOL BS1 6EG UNITED KINGDOM

Corrected Apr. 25, 2017 CLASS 9: Computer software for use in the field of e-commerce solutions for business and consumer purposes; computer systems programs and downloadable hosted software to act as Int. Cl.: 9, 35, 36, 37, 38, an e-commerce platform and bespoke software to allow businesses and their supply chains to 39, 42, 45 conduct transactions over remote computer databases; computer software applications programs allowing order management and tracking, remote site management and customer Service Mark relationship management, analysis of customer preferences and buying patterns; computer software application programs to allow secure real time financial transactions and Trademark authentication; computer software applications programs for use in database management, spreadsheets, word processing and for graphical applications; computer software application programs for processing, manipulating and analysing data and for transmitting the data by Principal Register means of computer terminals, by means of fibre-optic networks, by means of fibre-optic cables downloaded from a global computer network by means of hosted computer software, telephones, mobile phones and wap phones and interactive television apparatus; pre-recorded data media, namely, magnetic discs, optical discs, magneto-optical discs, all containing the aforesaid computer programs for use in database management, spreadsheets, word processing and for graphical applications for use in the field of electronics, computers, mobile devices, smart home products, mobile phones, pagers, multimedia equipment, computers and related devices, cameras, photographic equipment, notebooks, laptops, MP3 players, tablets, electronic readers, consumer electronics, consumer electronic wearables and smartphones; apparatus for the recording, transmission or reproduction of sound or images; audio recorders and digital media players; communications apparatus, equipment and accessories for use in the field of electronics, namely, computers, mobile devices, namely, smartphones, mobile phones, pagers, cameras, laptop computers, mp3 players, smart home products, namely, computer hardware and software designed for smart home control including security cameras and systems, locks, lighting, thermostats, vacuums, televisions, cameras, camcorders, network devices, namely, computer network interface devices, electronic bathroom products, namely, electronic bathroom scales, headphones, computer game software, photographic equipment and accessories, namely, camera mounts and supports, GPS tracking devices, printers, mobile phones, pagers, multimedia equipment, namely, multimedia projectors, cameras, photographic equipment, namely, digital cameras and video cameras, laptops, MP3 players, PC tablets, consumer electronics, namely, audio speakers, headsets for mobile telephones, consumer electronic wearables, namely, smart watches, smartphones; telecommunications apparatus, equipment and accessories for use in the field of electronics, namely, computers, mobile devices, namely, smartphones, mobile phones, pagers, cameras laptop computers, mp3 players, smart home products, namely, computer hardware and software designed for smart home control including security cameras and systems, locks, lighting, thermostats, vacuums, televisions, cameras, camcorders, network devices, namely, computer network interface devices, electronic bathroom products, namely, electronic bathroom scales, speakers, headphones, computer game software, photographic equipment and accessories, namely, camera mounts and supports, GPS tracking devices, printers, mobile phones, pagers, multimedia equipment, namely, multimedia projectors, computers cameras, photographic equipment, namely, digital cameras and video cameras, laptops, MP3 players, PC tablets, consumer electronics, namely, audio speakers, headsets for mobile telephones, consumer electronic wearables, namely, smart watches, and smartphones; paging apparatus and OPPOSER'S EXHIBIT C.13 equipment, computer hardware; computer firmware for use in database management spreadsheets, word processing and for graphical applications for use in relation to electronics, computers, mobile devices, smart home products, mobile phones, pagers, multimedia equipment, computers and related devices, cameras, photographic equipment, notebooks, laptops, MP3 players, tablets, electronic readers, consumer electronics, consumer electronic wearables and smartphones; Downloadable computer and electronic games software; downloadable computer software for use in database management, spreadsheets, word processing and for graphical applications for electronics, computers, mobile devices, smart home products, mobile phones, pagers, multimedia equipment, computers and related devices, cameras, photographic equipment, notebooks, laptops, MP3 players, tablets, electronic readers, consumer electronics, consumer electronic wearables and smartphones; downloadable electronic publications downloaded via online databases or the Internet in the nature of books, magazines, manuals, articles, periodicals, and newsletters in the field of electronics, computers, mobile devices, smart home products, mobile phones, pagers, multimedia equipment, computers and related devices, cameras, photographic equipment, notebooks, laptops, MP3 players, tablets, electronic readers, consumer electronics, consumer electronic wearables and smartphones; downloadable digital music files from the internet; downloadable computer software supplied from the Internet for use in database management, spreadsheets, word processing and for graphical applications in the field of electronics, computers, mobile devices, smart home products, mobile phones, pagers, multimedia equipment, computers and related devices, cameras, photographic equipment, notebooks, laptops, MP3 players, tablets, electronic readers, consumer electronics, consumer electronic wearables and smartphones; computer software for use in database management, spreadsheets, word processing and for graphical applications and telecommunications apparatus in the nature of telephones, modems, computers, electronics in the nature of computers, mobile devices, namely, devices for hands-free use of mobile phones, smart home products, namely, computer hardware and software designed for smart home control including security cameras and systems, locks, lighting, thermostats, vacuums, televisions, cameras, camcorders, network devices, namely, computer network interface devices, electronic bathroom products, namely, electronic bathroom scales, speakers, headphones, computer game software, photographic equipment and accessories, namely, camera mounts and supports, GPS tracking devices, printers, mobile phones, pagers, multimedia equipment, namely, multimedia projectors, computers cameras, photographic equipment, namely, digital cameras and video cameras, laptops, MP3 players, PC tablets, consumer electronics, namely, audio speakers, headsets for mobile telephones, consumer electronic wearables, namely, smart watches, and smartphones to enable connection to databases and the Internet ; batteries; battery chargers; electronic downloadable publications, namely, books, magazines, manuals, articles, periodicals, newsletters in the field of electronics, computers, mobile devices, smart home products, mobile phones, pagers, multimedia equipment, computers and related devices, cameras, photographic equipment, notebooks, laptops, MP3 players, tablets, electronic readers, consumer electronics, consumer electronic wearables and smartphones

CLASS 35: Business services relating to the commercialisation of goods and services, namely, advertising services, marketing services, business management services and retail store services featuring technology equipment, telecommunications equipment, multimedia equipment, information technology equipment, computer hardware, computer software, computer firmware and accessories, audio-visual equipment, consumer electronics, electronic devices, mobile devices, smartphones, WAP phones tablets, e-readers, digital memory storage devices, memory cards, hard drives, monitors, laptops, processors, batteries, power cells, smart home products including computer hardware and software designed for smart home control including security cameras and systems, locks, lighting, thermostats, vacuums, televisions, cameras, camcorders, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, personal computers, printers, monitors, projectors, smart lighting, security products, vacuums, cleaning robots, robots and robotic equipment, thermostats, baby monitors, electronic kitchen products, electronic safety products, electronic emergency products, TVs, cameras, camcorders, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, toys, drones, consumer electronic wearables, watches, in-car electronics, printers and printer

Page: 2 of 10 / RN # 5111567 OPPOSER'S EXHIBIT C.13 accessories, projectors, computers, networking servers, monitors, 3D printers, power cables, battery chargers, garden accessories, visual/optical equipment and accessories, binoculars, telescopes, microscopes, range finders, whiteboards, interactive television apparatus, accessories for hardware and wireless devices, sim cards, pay as you go calling cards, telephone calling cards, scratch cards, data cards, memory cards, data processing equipment, fitness equipment, entertainment equipment, perfume, aftershave, cosmetics, make-up, beauty preparations, shampoos, hair styling and hair care preparations, leather or imitation leather for packaging and carrying goods, trunks, suitcases, travelling luggage sets of leather, travelling bags, handbags, garment bags for travel, vanity cases sold empty, rucksacks, briefcases, wallets, purses, belts, jewellery, change purses, leather key cases, umbrellas, footwear, headgear, clothing, watches, watch bands, watch cases, Spectacles, sunglasses, spectacle cases, bags, sporting goods and accessories, fashion accessories, cigarette lighters, hip flasks, tie pins, tie clips, cufflinks, money clips, business card holders and fashion accessories; retail store services featuring general consumer merchandise and consumer goods, namely, technology equipment, telecommunications equipment, multimedia equipment, information technology equipment, computer hardware, computer software, computer firmware and accessories, audio-visual equipment, consumer electronics, electronic devices, mobile devices, smartphones, WAP phones tablets, e-readers, digital memory storage devices, memory cards, hard drives, monitors, laptops, processors, batteries, power cells, smart home products including computer hardware and software designed for smart home control including security cameras and systems, locks, lighting, thermostats, vacuums, televisions, cameras, camcorders, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, personal computers, printers, monitors, projectors, smart lighting, security products, vacuums, cleaning robots, robots and robotic equipment, thermostats, baby monitors, electronic kitchen products, electronic safety products, electronic emergency products, TVs, cameras, camcorders, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, toys, drones, consumer electronic wearables, watches, in-car electronics, printers and printer accessories, projectors, computers, networking servers, monitors, 3D printers, power cables, battery chargers, garden accessories, visual/optical equipment and accessories, binoculars, telescopes, microscopes, range finders, whiteboards, interactive television apparatus, accessories for hardware and wireless devices, sim cards, pay as you go calling cards, telephone calling cards, scratch cards, data cards, memory cards, data processing equipment, fitness equipment, entertainment equipment, perfume, aftershave, cosmetics, make-up, beauty preparations, shampoos, hair styling and hair care preparations, leather or imitation leather for packaging and carrying goods, trunks, suitcases, travelling luggage sets of leather, travelling bags, handbags, garment bags for travel, vanity cases sold empty, rucksacks, briefcases, wallets, purses, belts, jewellery, change purses, leather key cases, umbrellas, footwear, headgear, clothing, watches, watch bands, watch cases, Spectacles, sunglasses, spectacle cases, bags, sporting goods and accessories, fashion accessories, cigarette lighters, hip flasks, tie pins, tie clips, cufflinks, money clips, business card holders and fashion accessories; retail store services provided by means of a global computer network featuring technology equipment, telecommunications equipment, multimedia equipment, information technology equipment, computer hardware, computer software, computer firmware and accessories, audio-visual equipment, consumer electronics, electronic devices, mobile devices, smartphones, WAP phones tablets, e-readers, digital memory storage devices, memory cards, hard drives, monitors, laptops, processors, batteries, power cells, smart home products including computer hardware and software designed for smart home control including security cameras and systems, locks, lighting, thermostats, vacuums, televisions, cameras, camcorders, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, personal computers, printers, monitors, projectors, smart lighting, security products, vacuums, cleaning robots, robots and robotic equipment, thermostats, baby monitors, electronic kitchen products, electronic safety products, electronic emergency products, TVs, cameras, camcorders, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices,

Page: 3 of 10 / RN # 5111567 OPPOSER'S EXHIBIT C.13 toys, drones, consumer electronic wearables, watches, in-car electronics, printers and printer accessories, projectors, computers, networking servers, monitors, 3D printers, power cables, battery chargers, garden accessories, visual/optical equipment and accessories, binoculars, telescopes, microscopes, range finders, whiteboards, interactive television apparatus, accessories for hardware and wireless devices, sim cards, pay as you go calling cards, telephone calling cards, scratch cards, data cards, memory cards, data processing equipment, fitness equipment, entertainment equipment, perfume, aftershave, cosmetics, make-up, beauty preparations, shampoos, hair styling and hair care preparations, leather or imitation leather for packaging and carrying goods, trunks, suitcases, travelling luggage sets of leather, travelling bags, handbags, garment bags for travel, vanity cases sold empty, rucksacks, briefcases, wallets, purses, belts, jewellery, change purses, leather key cases, umbrellas, footwear, headgear, clothing, watches, watch bands, watch cases, Spectacles, sunglasses, spectacle cases, bags, sporting goods and accessories, fashion accessories, cigarette lighters, hip flasks, tie pins, tie clips, cufflinks, money clips, business card holders and fashion accessories; Mail order, catalogues ordering and on-line retail store and wholesale distributorship services featuring general merchandise in the nature of technology equipment, telecommunications equipment, multimedia equipment, information technology equipment, computer hardware, computer software, computer firmware and accessories, audio-visual equipment, consumer electronics, electronic devices, mobile devices, smartphones, WAP phones tablets, e-readers, digital memory storage devices, memory cards, hard drives, monitors, laptops, processors, batteries, power cells, smart home products, smart lighting, security products, vacuums, cleaning robots, robots and robotic equipment, thermostats, baby monitors, electronic kitchen products, electronic safety products, electronic emergency products, TVs, cameras, camcorders, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, toys, drones, consumer electronic wearables, watches, in-car electronics, printers and printer accessories, projectors, computers, networking servers, monitors, 3D printers, power cables, battery chargers, garden accessories, visual/optical equipment and accessories, binoculars, telescopes, microscopes, range finders, whiteboards, interactive television apparatus, accessories for hardware and wireless devices, sim cards, pay as you go calling cards, telephone calling cards, scratch cards, data cards, memory cards, data processing equipment, fitness equipment, entertainment equipment, perfume, aftershave, cosmetics, make-up, beauty preparations, shampoos, hair styling and hair care preparations, leather or imitation leather for packaging and carrying goods, trunks, suitcases, travelling luggage sets of leather, travelling bags, handbags, garment bags for travel, vanity cases sold empty, rucksacks, briefcases, wallets, purses, belts, jewellery, change purses, leather key cases, umbrellas, footwear, headgear, clothing, watches, watch bands, watch cases, Spectacles, sunglasses, spectacle cases, bags, sporting goods and accessories, fashion accessories, cigarette lighters, hip flasks, tie pins, tie clips, cufflinks, money clips, business card holders and fashion accessories; retail store services, mail order retail store services, online retail store services and wholesale store services in the field of electronic equipment, computer hardware, firmware, software and technology equipment, telecommunications equipment, multimedia equipment, information technology equipment, computer hardware, computer software, computer firmware and accessories, audio-visual equipment, consumer electronics, electronic devices, mobile devices, smartphones, WAP phones tablets, e-readers, digital memory storage devices, memory cards, hard drives, monitors, laptops, processors, batteries, power cells, smart home products, smart lighting, security products, vacuums, cleaning robots, robots and robotic equipment, thermostats, baby monitors, electronic kitchen products, electronic safety products, electronic emergency products, TVs, cameras, camcorders, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, toys, drones, consumer electronic wearables, watches, in-car electronics, printers and printer accessories, projectors, computers, networking servers, monitors, 3D printers, power cables, battery chargers, garden accessories, visual/optical equipment and accessories, binoculars, telescopes, microscopes, range finders, whiteboards, interactive television apparatus, accessories for hardware and wireless devices, sim cards, pay as you go, telephone calling cards, scratch cards, data cards, memory cards, data processing equipment, fitness equipment, entertainment equipment and accessories, electronic devices in the nature of technology equipment, telecommunications equipment, multimedia equipment, information technology equipment, computer hardware, computer

Page: 4 of 10 / RN # 5111567 OPPOSER'S EXHIBIT C.13 software, computer firmware and accessories, audio-visual equipment, consumer electronics, electronic devices, mobile devices, smartphones, WAP phones tablets, e-readers, digital memory storage devices, memory cards, hard drives, monitors, laptops, processors, batteries, power cells, smart home products. smart lighting, security products, vacuums, cleaning robots, robots and robotic equipment, thermostats, baby monitors, electronic kitchen products, electronic safety products, electronic emergency products, TVs, cameras, camcorders, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, toys, drones, consumer electronic wearables, watches, in-car electronics, printers and printer accessories, projectors, computers, networking servers, monitors, 3D printers, power cables, battery chargers, garden accessories, visual/optical equipment and accessories, binoculars, telescopes, microscopes, range finders, whiteboards, interactive television apparatus, accessories for hardware and wireless devices, sim cards, pay as you go calling cards, telephone calling cards, scratch cards, data cards, memory cards, data processing equipment, fitness equipment, entertainment equipment, mobile devices, perfume, aftershave, cosmetics, make-up, beauty preparations, shampoos, hair styling and hair care preparations, leather or imitation leather for packaging and carrying goods, trunks, suitcases, travelling luggage sets of leather, travelling bags, handbags, garment bags for travel, vanity cases sold empty, rucksacks, briefcases, wallets, purses, belts, jewellery, change purses, leather key cases, umbrellas, footwear, headgear, clothing, watches, watch bands, watch cases, Spectacles, sunglasses, spectacle cases, bags, sporting goods and accessories, fashion accessories, cigarette lighters, hip flasks, tie pins, tie clips, cufflinks, money clips, business card holders and fashion accessories; Office functions and business information of advertising for others via an on-line electronic communications network; providing an on-line searchable database for the sale of goods and services of others featuring technology equipment, telecommunications equipment, multimedia equipment, information technology equipment, computer hardware, computer software, computer firmware and accessories, audio-visual equipment, consumer electronics, electronic devices, mobile devices, smartphones, WAP phones tablets, e-readers, digital memory storage devices, memory cards, hard drives, monitors, laptops, processors, batteries, power cells, smart home products, smart lighting, security products, vacuums, cleaning robots, robots and robotic equipment, thermostats, baby monitors, electronic kitchen products, electronic safety products, electronic emergency products, TVs, cameras, camcorders, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, toys, drones, consumer electronic wearables, watches, in-car electronics, printers and printer accessories, projectors, computers, networking servers, monitors, 3D printers, power cables, battery chargers, garden accessories, visual/optical equipment and accessories, binoculars, telescopes, microscopes, range finders, whiteboards, interactive television apparatus, accessories for hardware and wireless devices, sim cards, pay as you go calling cards, telephone calling cards, scratch cards, data cards, memory cards, data processing equipment, fitness equipment, entertainment equipment, perfume, aftershave, cosmetics, make-up, beauty preparations, shampoos, hair styling and hair care preparations, leather or imitation leather for packaging and carrying goods, trunks, suitcases, travelling luggage sets of leather, travelling bags, handbags, garment bags for travel, vanity cases sold empty, rucksacks, briefcases, wallets, purses, belts, jewellery, change purses, leather key cases, umbrellas, footwear, headgear, clothing, watches, watch bands, watch cases, Spectacles, sunglasses, spectacle cases, bags, sporting goods and accessories, fashion accessories, cigarette lighters, hip flasks, tie pins, tie clips, cufflinks, money clips, business card holders and fashion accessories being offered by others for sale; Providing an on-line searchable ordering services in the field of technology equipment, telecommunications equipment, multimedia equipment, information technology equipment, computer hardware, computer software, computer firmware and accessories, audio-visual equipment, consumer electronics, electronic devices, mobile devices, smartphones, WAP phones tablets, e-readers, digital memory storage devices, memory cards, hard drives, monitors, laptops, processors, batteries, power cells, smart home products, smart lighting, security products, vacuums, cleaning robots, robots and robotic equipment, thermostats, baby monitors, electronic kitchen products, electronic safety products, electronic emergency products, TVs, cameras, camcorders, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories,

Page: 5 of 10 / RN # 5111567 OPPOSER'S EXHIBIT C.13

GPS/tracking devices, toys, drones, consumer electronic wearables, watches, in-car electronics, printers and printer accessories, projectors, computers, networking servers, monitors, 3D printers, power cables, battery chargers, garden accessories, visual/optical equipment and accessories, binoculars, telescopes, microscopes, range finders, whiteboards, interactive television apparatus, accessories for hardware and wireless devices, sim cards, pay as you go calling card, telephone calling cards, scratch cards, data cards, memory cards, data processing equipment, fitness equipment, entertainment equipment, perfume, aftershave, cosmetics, make-up, beauty preparations, shampoos, hair styling and hair care preparations, leather or imitation leather for packaging and carrying goods, trunks, suitcases, travelling luggage sets of leather, travelling bags, handbags, garment bags for travel, vanity cases sold empty, rucksacks, briefcases, wallets, purses, belts, jewellery, change purses, leather key cases, umbrellas, footwear, headgear, clothing, watches, watch bands, watch cases, Spectacles, sunglasses, spectacle cases, bags, sporting goods and accessories, fashion accessories, cigarette lighters, hip flasks, tie pins, tie clips, cufflinks, money clips, business card holders and fashion accessories; promotional services, namely, promoting the goods of others by providing online gift cards, gift certificates, coupons, offers and other discounts and competitions; Membership club services in the nature of providing promotions, competitions for business purposes, discounts and special offers to members in the field of marketing and promotions; provision of incentive award programs to promote the sale of products and services of others; provision of comparison shopping websites and price comparison websites and information; database management services; automated and computerised trading services, namely, on-line trading services in which seller advertises products to be auctioned, online trading and bidding is done via the Internet; on-line trading services, namely, auction services, online trading services in which seller posts products to be auctioned and bidding is done via the internet featuring technology equipment, telecommunications equipment, multimedia equipment, information technology equipment, computer hardware, computer software, computer firmware and accessories, audio-visual equipment, consumer electronics, electronic devices, mobile devices, smartphones, WAP phones tablets, e-readers, digital memory storage devices, memory cards, hard drives, monitors, laptops, processors, batteries, power cells, smart home products, smart lighting, security products, vacuums, cleaning robots, robots and robotic equipment, thermostats, baby monitors, electronic kitchen products, electronic safety products, electronic emergency products, TVs, cameras, camcorders, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, toys, drones, consumer electronic wearables, watches, in-car electronics, printers and printer accessories, projectors, computers, networking servers, monitors, 3D printers, power cables, battery chargers, garden accessories, visual/optical equipment and accessories, binoculars, telescopes, microscopes, range finders, whiteboards, interactive television apparatus, accessories for hardware and wireless devices, SIM cards, pay as you go calling cards, telephone calling cards, scratch cards, data cards, memory cards, data processing equipment, fitness equipment, entertainment equipment, perfume, aftershave, cosmetics, make-up, beauty preparations, shampoos, hair styling and hair care preparations, leather or imitation leather for packaging and carrying goods, trunks, suitcases, travelling luggage sets of leather, travelling bags, handbags, garment bags for travel, vanity cases sold empty, rucksacks, briefcases, wallets, purses, belts, jewellery, change purses, leather key cases, umbrellas, footwear, headgear, clothing, watches, watch bands, watch cases, Spectacles, sunglasses, spectacle cases, bags, sporting goods and accessories, fashion accessories, cigarette lighters, hip flasks, tie pins, tie clips, cufflinks, money clips, business card holders and fashion accessories; Office functions and business information services, and classified advertising services; computerised retail store services featuring technology equipment, telecommunications equipment, multimedia equipment, information technology equipment, computer hardware, computer software, computer firmware and accessories, audio-visual equipment, consumer electronics, electronic devices, mobile devices, smartphones, WAP phones tablets, e-readers, digital memory storage devices, memory cards, hard drives, monitors, laptops, processors, batteries, power cells, smart home products, smart lighting, security products, vacuums, cleaning robots, robots and robotic equipment, thermostats, baby monitors, electronic kitchen products, electronic safety products, electronic emergency products, TVs, cameras, camcorders, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, toys, drones, consumer electronic

Page: 6 of 10 / RN # 5111567 OPPOSER'S EXHIBIT C.13 wearables, watches, in-car electronics, printers and printer accessories, projectors, computers, networking servers, monitors, 3D printers, power cables, battery chargers, garden accessories, visual/optical equipment and accessories, binoculars, telescopes, microscopes, range finders, whiteboards, interactive television apparatus, accessories for hardware and wireless devices, SIM cards, pay as you go calling cards, telephone calling cards, scratch cards, data cards, memory cards, data processing equipment, fitness equipment, entertainment equipment, perfume, aftershave, cosmetics, make-up, beauty preparations, shampoos, hair styling and hair care preparations, leather or imitation leather for packaging and carrying goods, trunks, suitcases, travelling luggage sets of leather, travelling bags, handbags, garment bags for travel, vanity cases sold empty, rucksacks, briefcases, wallets, purses, belts, jewellery, change purses, leather key cases, umbrellas, footwear, headgear, clothing, watches, watch bands, watch cases, Spectacles, sunglasses, spectacle cases, bags, sporting goods and accessories, fashion accessories, cigarette lighters, hip flasks, tie pins, tie clips, cufflinks, money clips, business card holders and fashion accessories; retail store services featuring general merchandise and consumer goods including technology equipment, telecommunications equipment, multimedia equipment, information technology equipment, computer hardware, computer software, computer firmware and accessories, audio-visual equipment, consumer electronics, electronic devices, mobile devices, smartphones, WAP phones tablets, e-readers, digital memory storage devices, memory cards, hard drives, monitors, laptops, processors, batteries, power cells, smart home products including computer hardware and software designed for smart home control including security cameras and systems, locks, lighting, thermostats, vacuums, televisions, cameras, camcorders, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, personal computers, printers, monitors, projectors, smart lighting, security products, vacuums, cleaning robots, robots and robotic equipment, thermostats, baby monitors, electronic kitchen products, electronic safety products, electronic emergency products, TVs, cameras, camcorders, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, toys, drones, consumer electronic wearables, watches, in-car electronics, printers and printer accessories, projectors, computers, networking servers, monitors, 3D printers, power cables, battery chargers, garden accessories, visual/optical equipment and accessories, binoculars, telescopes, microscopes, range finders, whiteboards, interactive television apparatus, accessories for hardware and wireless devices, sim cards, pay as you go calling cards, telephone calling cards, scratch cards, data cards, memory cards, data processing equipment, fitness equipment, entertainment equipment, perfume, aftershave, cosmetics, make-up, beauty preparations, shampoos, hair styling and hair care preparations, leather or imitation leather for packaging and carrying goods, trunks, suitcases, travelling luggage sets of leather, travelling bags, handbags, garment bags for travel, vanity cases sold empty, rucksacks, briefcases, wallets, purses, belts, jewellery, change purses, leather key cases, umbrellas, footwear, headgear, clothing, watches, watch bands, watch cases, Spectacles, sunglasses, spectacle cases, bags, sporting goods and accessories, fashion accessories, cigarette lighters, hip flasks, tie pins, tie clips, cufflinks, money clips, business card holders and fashion accessories; providing opportunities for exchange of information and conversation regarding a wide variety of topics by means of product reviews, namely, providing a web site featuring the reviews on products and services for commercial purposes posted by users; searching and retrieving business and commercial information, sites, and resources located on the global computer network, namely, providing an online searchable database featuring business and consumer information and business and consumer contacts; Business information directory services; Business and consumer information, namely, auction services; auctioneering relating to the sale of third party goods and services; business advice and consultancy relating to franchising, namely, Business franchising services in the nature of business management advisory services relating to franchising; Franchising namely, consultation and assistance in business management, organization and promotion; franchising, namely, offering business management assistance in the establishment and/or operation of retail store services; advertising and marketing for others; product promotional services, namely, promoting the goods of others via a global computer network; business management; business administration; business information, business enquiries, business investigations, business research in the field of electronics, computers, mobile devices, smart home products, mobile phones, pagers, multimedia equipment, computers and related

Page: 7 of 10 / RN # 5111567 OPPOSER'S EXHIBIT C.13 devices, cameras, photographic equipment, notebooks, laptops, MP3 players, tablets, electronic readers, consumer electronics, consumer electronic wearables and smartphones; Office functions and business information, namely, inventory management services; compilation of information into databases, systemisation of information into computer databases, marketing research, statistical information services, namely, compilation of statistics, statistical evaluation of marketing, news services for communication media, namely, news clipping services, business news, namely, news clipping services, company statistics namely, compilation of statistics, statistical evaluations of marketing data, advisory services and consultancy services in relation to the above; disseminating of advertising matter via global computer network by means of hosted computer software, telephones, mobile phones and WAP phones and interactive television, provision of business and commercial information in the field of electronics, computers, mobile devices, smart home products, mobile phones, pagers, multimedia equipment, computers and related devices, cameras, photographic equipment, notebooks, laptops, MP3 players, tablets, electronic readers, consumer electronics, consumer electronic wearables and smartphones; data processing services; Providing office functions; business information, business enquiries, business investigations, business research; commercial inventory management services; rental of vending machines; office functions; administrative services, namely, compilation of customer information into computer databases in electronic form * advisory, consultancy and information services relating to all the aforesaid *

CLASS 36: Insurance, namely, Insurance underwriting services for all types of insurance; Insurance consultancy, insurance information, insurance administration and insurance underwriting; financial affairs and monetary affairs, namely, financial information, management and analysis services; real estate affairs, namely, rental, brokerage, leasing and management of commercial property, offices and office spaces; providing information in the field of real estate via the internet; authorization of financial transactions, namely, processing credit card and charge card payments, processing credit card payments, credit card authorization services; facilitation services, namely, bill payment services; secure real time payment and authentication, namely, bill payment; provision of credit services, namely, credit consultation, credit agencies, charge card financial services, namely, charge card and credit card payment processing services, sales credit financing, payments plans in the nature of credit bureau services, credit card services in the nature of issuing credit cards, credit card verification services, credit scoring; selling of insurance services, namely, insurance carrier services, insurance brokerage services

CLASS 37: Services for construction, namely, construction consultancy, construction planning, construction supervision and construction management; Installation, maintenance and repair of equipment for telecommunication; installation, maintenance and repair of computer equipment, e-commerce portal and website computer hardware, computers, microcomputers, hardware, computer peripheral devices, terminals, monitors, visual display units, keyboards, mobile communications equipment including handsets, apparatus, instruments, and equipment

CLASS 38: Telecommunications services, namely, providing access to telecommunications networks, telecommunication access services; radio, telephone, computer terminal communication and electronic transmission of data for business, commercial and financial services; communication services by means of fibre-optic networks, fibre-optic cables and via global computer network by means of hosted computer software, telephones, mobile phones and WAP phones and interactive television; providing access to on-line databases containing directories and indices and searchable databases relating to a variety of information and data available on a global computer network; providing multiple-user access to computer networks for the electronic transmission of various data, communication, documents and personal and professional information; telecommunication services, namely, providing access to telecommunications networks, telecommunication access services, electronic transmission of information and data; paging services; ; providing access to an on-line database containing biographical information concerning subscribers and opportunities for the sale of goods, review of goods and social interaction

Page: 8 of 10 / RN # 5111567 OPPOSER'S EXHIBIT C.13 goods; warehousing and storage of goods; travel arrangement services, namely, arranging of travel tours; advisory, consultancy and information services relating to all the aforesaid

CLASS 42: Computer consultancy services relating to the hosting of e-commerce platforms to allow businesses and their supply chains to conduct transactions over remote computer databases; hosting of an online website for downloadable applications; creation and maintenance of social media websites for the promotion and sale of goods; Design services in the field of e-commerce solutions and software, namely, e-commerce platforms, e-commerce websites, e-commerce solutions and e-commerce software ; hosting of websites; consultancy services relating to software used in the field of e-commerce; updating of computer software for databases; software development; website development and hosting. hosting of an e- commerce website; developments of apps for mobile devices; hosting of blogs and on-line websites for products reviews; computer programming; development of software application for database aggregation; computer system integration services; hosting an on-line website featuring databases for holding, treating, manipulating and codifying information and statistics; graphic design for the compilation of web pages on the Internet; creating, designing and maintaining web sites for others; hosting web sites of others; advisory and consultancy services relating to design of computer hardware and software for databases; computer systems analysis; computer system design; computer software design; installation and maintenance of computer software; updating and upgrading computer software; leasing of computer apparatus; leasing of computer equipment, namely, computers; leasing of computer programs; leasing of computer software; leasing of computers; computer security consultancy services relating to all the aforesaid; computer system architectural consultation; computer and website architecture, namely, design of computer software and websites; design and development of data retrieval software; computer rental; consultancy in the field of design, creation of computer hardware; design, updating and maintenance of computer software; packaging design services; graphic arts and industrial design; research and development for others in the field computer and information technology hardware and software solutions and in the field of e-commerce software; quality control for others; material testing * advisory, consultancy and information services relating to all the aforesaid *

CLASS 45: Provision of information regarding intellectual property, patents, trademarks, and copyright by electronic means, by means of computer terminals, by means of fibre-optic networks, fibre-optic cables and via global computer network by means of hosted computer software, telephones, mobile phones and WAP phones and interactive television; copyright management; licensing of intellectual property; information relating to fashion coordination services for individuals; legal services relating to the exploitation of patents

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAIM TO ANY PARTICULAR FONT STYLE, SIZE OR COLOR

PRIORITY DATE OF 08-01-2014 IS CLAIMED

OWNER OF INTERNATIONAL REGISTRATION 1253570 DATED 10-16-2014, EXPIRES 10-16-2024

SER. NO. 79-167,951, FILED 10-16-2014

Page: 9 of 10 / RN # 5111567 OPPOSER'S EXHIBIT C.13

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 10 of 10 / RN # 5111567 OPPOSER'S EXHIBIT C.14

Reg. No. 5,499,748 Brandpath Limited (UNITED KINGDOM limited corporation ) C/o Osborne Clarke, Registered Jun. 26, 2018 2 Temple Back East, Temple Quay Bristol, UNITED KINGDOM BS1 6EG

Int. Cl.: 9, 35, 36, 37, 38, CLASS 9: Computer software for use in database management, spreadsheets, word 39, 42, 45 processing and graphical applications for business and consumer purposes for use in the field of e-commerce solutions; computer software; computer and information technology systems Service Mark and solutions comprised of software and hardware for use in the field of e-commerce solutions; computer software applications programs allowing order management and tracking, Trademark remote site management and customer relationship management, analysis of customer preferences and buying patterns; computer software application programs to allow secure real Principal Register time financial transactions and authentication; computer software applications programs for use in database management, spreadsheets, word processing and for graphical applications; computer software application programs for processing, manipulating and analysing data and for transmitting the data by means of computer terminals, by means of fibre-optic networks, by means of fibre-optic cables, provided through and downloaded from a global computer network by means of hosted computer software, telephones, mobile phones and WAP phones and interactive television apparatus; pre-recorded data media, namely, magnetic discs, optical discs, magneto-optical discs, all containing the aforesaid computer programs for use in database management, spreadsheets, word processing and for graphical applications for use in the field of e-commerce solutions; apparatus for the recording, transmission or reproduction of sound or images; digital audio recorders and players; communications apparatus, equipment and accessories for use in the field of electronics, namely, computers, mobile devices, namely, smartphones, mobile phones, pagers, multimedia equipment, cameras and photographic equipment, notebooks, laptop computers, mp3 players, tablets, smart home products, namely, computer hardware and software designed for smart home control including security cameras, and systems, locks, lighting, thermostats, vacuums, televisions, cameras, camcorders, wireless local area networks devices, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles; cameras; photographic equipment and accessories, namely, bags for cameras and photographic equipment, batteries, battery charge device, battery chargers, battery packs, camera cases, camera filters, camera flashes, camera handles, camera hoods, camera mounts and supports, camera shutters, camera stability accessory, namely, a support arm, vest and sled for film and video cameras to absorb shaking moves while shooting, camera straps, cases adapted for cameras, cases adapted for photographic equipment, conversion lenses for cameras, flash guns, flashlamps for cameras, flashlights for use in photography, gyroscope stabilizers for cameras, lens caps for use with film, digital, and video cameras, lens filters, lens hoods, lights for use on video cameras, microphones, monopods for cameras, optical lenses, photographic slides, photography darkroom lamps, portable photography equipment, namely, reflectors, tripods, light stands and supports and bags specially adapted for these goods, power cables, power supply connectors and adaptors for use with portable electronic devices, projector lamps, stands for photographic apparatus, tripods, video monitors, viewfinders; GPS tracking devices; personal computers; document printers; video monitors; sound and video projectors; mobile phones; pagers; multimedia equipment; computers and related devices, namely, computer cables, and computer connectors, speakers, power amplifiers, audio signal equalizers, computer input devices, mice, keyboards, monitors, printers, scanners, digital storage devices, hard disk drives, digital data and memory storage devices, universal serial bus memory storage devices, removable and portable digital memory storage devices, expansion cards, graphics cards, OPPOSER'S EXHIBIT C.14 image scanners, tape drives, microphones, webcams, cables, wires, connectors, and control devices, electrical power adapters, electrical AC power adapters and electrical DC power adapters electrical power cords; batteries, cables, mice, keyboards, monitors, printers, hard drives flash drives, expansion cards, graphics cards, image scanners, tape drives, microphones, loudspeakers, webcams, digital cameras, smartphones, tablet computers, remote controls for use with computers, Ear buds and earphones and headsets; notebooks and laptops; MP3 players; PC tablets; Electronic publications, namely, book in the field of electronics, computers, mobile devices, namely, mobile phones, pagers, multimedia equipment, computers and related devices, cameras and photographic equipment, computer notebooks, laptops, mp3 players, computer tablets, electronic readers consumer electronics, consumer electronic wearables and smartphones, smart home products, mobile phones, pagers, multimedia equipment, computers and related devices, cameras, photographic equipment, notebooks, laptops, MP3 players, tablets, electronic readers, consumer electronics, consumer electronic wearables and smartphones recorded on computer media; card readers; consumer electronics, namely, computer hardware and software designed for smart home control including security cameras, and systems, locks, lighting, thermostats, vacuums, televisions, cameras, camcorders, wireless local area networks devices, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles; Interactive game software, cameras, photographic equipment and accessories, namely, bags for cameras and photographic equipment, batteries, battery charge device, battery chargers, battery packs, camera cases, camera filters, camera flashes, camera handles, camera hoods, camera mounts and supports, camera shutters, camera stability accessory, namely, a support arm, vest and sled for film and video cameras to absorb shaking moves while shooting, camera straps, cases adapted for cameras, cases adapted for photographic equipment, conversion lenses for cameras, flash guns, flashlamps for cameras, flashlights for use in photography, gyroscope stabilizers for cameras, lens caps for use with film, digital, and video cameras, lens filters, lens hoods, lights for use on video cameras, microphones, monopods for cameras, optical lenses, photographic slides, photography darkroom lamps, portable photography equipment, namely, reflectors, tripods, light stands and supports and bags specially adapted for these goods, power cables, power supply connectors and adaptors for use with portable electronic devices, projector lamps, stands for photographic apparatus, tripods, video monitors, viewfinders, GPS tracking devices, personal computers, document printers, video monitors, video and sound projectors; consumer electronic wearables, namely, smart watches, smart glasses, health monitors in the form of smart watches, fitness trackers, smart watches featuring smart technology, footwear technology featuring smart technology, and smartphones; telecommunications apparatus, equipment and accessories for use in the field of electronics, namely, computers, mobile devices, namely, smartphones, mobile phones, pagers, multimedia equipment, namely, cameras, digital cameras, panoramic cameras, video cameras, panoramic video cameras, and camcorders, portable handheld electronic devices cases, housings, and accessories, namely, batteries, lenses, wireless adapters, power adapters, remote controls, microphones, memory cards, mounting devices for photographic and video equipment, tripods, selfie sticks, camera straps, headset, webcam, cameras and photographic equipment in the form of bags for cameras and photographic equipment, batteries, battery charge device, battery chargers, battery packs, camera cases, camera filters, camera flashes, camera handles, camera hoods, camera mounts and supports, camera shutters, camera stability accessory, namely, a support arm, vest and sled for film and video cameras to absorb shaking moves while shooting, camera straps, cases adapted for cameras, cases adapted for photographic equipment, conversion lenses for cameras, flash guns, flashlamps for cameras, flashlights for use in photography, gyroscope stabilizers for cameras, lens caps for use with film, digital, and video cameras, lens filters, lens hoods, lights for use on video cameras, microphones, monopods for cameras, optical lenses, photographic slides, photography darkroom lamps, portable photography equipment, namely, reflectors, tripods, light stands and supports and bags specially adapted for these goods, power cables, power supply connectors and adaptors for use with portable electronic devices, projector lamps, stands for photographic apparatus, tripods, video monitors, viewfinders, notebooks, laptop computers, mp3 players, tablets, smart home products, namely, computer hardware and software designed for smart home control including security cameras, and systems, locks, lighting, thermostats, vacuums, televisions, cameras, camcorders, wireless local area networks devices, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles; paging

Page: 2 of 10 / RN # 5499748 OPPOSER'S EXHIBIT C.14 apparatus and equipment, computer hardware; computer firmware for use in database management, spreadsheets, word processing and for graphical applications for use in the field of e-commerce solutions; downloadable computer and electronic games software; downloadable computer software for use in database management, spreadsheets, word processing and graphical applications for use in the field of e-commerce solutions; downloadable electronic publications downloaded via on-line databases or the Internet in the nature of books, magazines, manuals, articles, periodicals, and newsletters for the provision of e-commerce software solutions and also in the field of electronics, computers, mobile devices, smart home products, mobile phones, pagers, multimedia equipment, computers and related devices, cameras, photographic equipment, notebooks, laptops, MP3 players, tablets, electronic readers, consumer electronics, consumer electronic wearables and smartphones; digital music downloadable from the Internet; downloadable computer software supplied from the Internet for use in database management, spreadsheets, word processing and graphical applications for the provision of e-commerce software solutions and also in the field of electronics, computers, mobile devices, smart home products, mobile phones, pagers, multimedia equipment, computers and related devices, cameras, photographic equipment, notebooks, laptops, MP3 players, tablets, electronic readers, consumer electronics, consumer electronic wearables and smartphones; computer software for telecommunications apparatus to enable connection to databases and the Internet for the provision of e-commerce software solutions and also in the field of electronics, computers, mobile devices, smart home products, mobile phones, pagers, multimedia equipment, computers and related devices, cameras, photographic equipment, notebooks, laptops, MP3 players, tablets, electronic readers, consumer electronics, consumer electronic wearables and smartphones; batteries; battery chargers; electronic downloadable publications, namely, books, magazines, manuals, articles, periodicals, newsletters in the field of the provision of e-commerce software solutions, electronics, computers, mobile devices, smart home products, mobile phones, pagers, multimedia equipment, computers and related devices, cameras, photographic equipment, notebooks, laptops, MP3 players, tablets, electronic readers, consumer electronics, consumer electronic wearables and smartphones; parts and fittings for all the aforesaid

CLASS 35: Business services relating to the commercialization of goods and services, namely, advertising services, marketing services, and business management services; retail store services featuring general consumer merchandise and consumer goods, namely, technology equipment, telecommunications equipment, multimedia equipment, information technology equipment, computer hardware, computer software, computer firmware and accessories, audio-visual equipment, consumer electronics, electronic devices, mobile devices, smartphones, WAP phones tablets, e-readers, digital memory storage devices, memory cards, hard drives, monitors, laptops, processors, batteries, power cells, smart home products including computer hardware and software designed for smart home control including security cameras and systems, locks, lighting, thermostats, vacuums, televisions, cameras, camcorders, wireless local area networks devices, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, personal computers, document printers, monitors, projectors, smart lighting, security products, vacuums, cleaning robots, robots and robotic equipment, thermostats, baby monitors, electronic kitchen products, electronic safety products, electronic emergency products, TVs, cameras, camcorders, wireless local area networks devices, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, toys, drones, consumer electronic wearables, watches, in-car electronics, document printers and printer accessories, projectors, computers, networking servers, monitors, 3D printers, power cables, battery chargers, garden accessories, visual/optical equipment and accessories, binoculars, telescopes, microscopes, range finders, whiteboards, interactive television apparatus, accessories for hardware and wireless devices, sim cards, pay as you go calling card, telephone calling cards, scratch cards, data cards, memory cards, data processing equipment, fitness equipment, entertainment equipment, perfume, aftershave, cosmetics, make-up, beauty preparations, shampoos, hair styling and hair care preparations, leather or imitation leather for packaging and carrying goods, trunks, suitcases, travelling luggage sets of leather, travelling bags, handbags, garment bags for travel, vanity cases sold empty, rucksacks, briefcases, wallets, purses, belts, jewellery, change purses, leather key cases,

Page: 3 of 10 / RN # 5499748 OPPOSER'S EXHIBIT C.14 umbrellas, footwear, headgear, clothing, watches, watch bands, watch cases, spectacles, sunglasses, spectacle cases bags, sporting goods and accessories, fashion accessories, cigarette lighters, hip flasks, tie pins, tie clips, cufflinks, money clips, business card holders and fashion accessories; retail store services provided by means of a global computer network featuring technology equipment, telecommunications equipment, multimedia equipment, information technology equipment, computer hardware, computer software, computer firmware and accessories, audio-visual equipment, consumer electronics, electronic devices, mobile devices, smartphones, WAP phones tablets, e-readers, digital memory storage devices, memory cards, hard drives, monitors, laptops, processors, batteries, power cells, smart home products including computer hardware and software designed for smart home control including security cameras and systems, locks, lighting, thermostats, vacuums, televisions, cameras, camcorders, wireless local area networks devices, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, personal computers, document printers, monitors, projectors, smart lighting, security products, vacuums, cleaning robots, robots and robotic equipment, thermostats, baby monitors, electronic kitchen products, electronic safety products, electronic emergency products, TVs, cameras, camcorders, wireless local area networks devices, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, toys, drones, consumer electronic wearables, watches, in-car electronics, document printers and printer accessories, projectors, computers, networking servers, monitors, 3D printers, power cables, battery chargers, garden accessories, visual/optical equipment and accessories, binoculars, telescopes, microscopes, range finders, whiteboards, interactive television apparatus, accessories for hardware and wireless devices, sim cards, pay as you go calling card, telephone calling cards, scratch cards, data cards, memory cards, data processing equipment, fitness equipment, entertainment equipment, perfume, aftershave, cosmetics, make-up, beauty preparations, shampoos, hair styling and hair care preparations, leather or imitation leather for packaging and carrying goods, trunks, suitcases, travelling luggage sets of leather, travelling bags, handbags, garment bags for travel, vanity cases sold empty, rucksacks, briefcases, wallets, purses, belts, jewellery, change purses leather key cases, umbrellas, footwear, headgear, clothing, watches, watch bands, watch cases, spectacles, sunglasses, spectacle cases, bags, sporting goods and accessories, fashion accessories, cigarette lighters, hip flasks, tie pins, tie clips, cufflinks, money clips, business card holders and fashion accessories; mail order, catalogues ordering services and on-line retail and wholesale distributorship services featuring computerized searching capabilities for general merchandise in the nature of technology equipment, telecommunications equipment, multimedia equipment, information technology equipment, computer hardware, computer software, computer firmware and accessories, audio-visual equipment, consumer electronics, electronic devices, mobile devices, smartphones, WAP phones tablets, e-readers, digital memory storage devices, memory cards, hard drives, monitors, laptops, processors, batteries, power cells, smart home products, smart lighting, security products, vacuums, cleaning robots, robots and robotic equipment, thermostats, baby monitors, electronic kitchen products, electronic safety products, electronic emergency products, TVs, cameras, camcorders, wireless local area networks devices, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, toys, drones, consumer electronic wearables, watches, in-car electronics, document printers and printer accessories, projectors, computers, networking servers, monitors, 3D printers, power cables, battery chargers, garden accessories, visual/optical equipment and accessories, binoculars, telescopes, microscopes, range finders, whiteboards, interactive television apparatus, accessories for hardware and wireless devices, sim cards, pay as you go calling card, telephone calling cards, scratch cards, data cards, memory cards, data processing equipment, fitness equipment, entertainment equipment, perfume, aftershave, cosmetics, make-up, beauty preparations, shampoos, hair styling and hair care preparations, leather or imitation leather for packaging and carrying goods, trunks, suitcases, travelling luggage sets of leather, travelling bags, handbags, garment bags for travel, vanity cases sold empty, rucksacks, briefcases, wallets, purses, belts, jewellery, change purses, leather key cases, umbrellas, footwear, headgear, clothing, watches, watch bands, watch cases, spectacles, sunglasses, spectacle cases, bags, sporting goods and accessories,

Page: 4 of 10 / RN # 5499748 OPPOSER'S EXHIBIT C.14 fashion accessories, cigarette lighters, hip flasks, tie pins, tie clips, cufflinks, money clips, business card holders and fashion accessories; retail store services, mail order retail store services, online retail store services and wholesale store services in the field of computer hardware, firmware, software and computer and electronic/electrical accessories, electronic devices in the nature of technology equipment, telecommunications equipment, multimedia equipment, information technology equipment, mobile devices, accessories for hardware and wireless devices, SIM cards, pay as you go cards, telephone calling cards, scratch cards, data cards, and micro sd cards; dissemination of advertising for others via an on-line electronic communications network; the sale of goods and services of others featuring technology equipment, telecommunications equipment, multimedia equipment, information technology equipment, computer hardware, computer software, computer firmware and accessories, audio-visual equipment, consumer electronics, electronic devices, mobile devices, smartphones, WAP phones tablets, e-readers, digital memory storage devices, memory cards, hard drives, monitors, laptops, processors, batteries, power cells, smart home products, smart lighting, security products, vacuums, cleaning robots, robots and robotic equipment, thermostats, baby monitors, electronic kitchen products, electronic safety products, electronic emergency products, TVs, cameras, camcorders, wireless local area networks devices, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, toys, drones, consumer electronic wearables, watches, in-car electronics, document printers and printer accessories, projectors, computers, networking servers, monitors, 3D printers, power cables, battery chargers, garden accessories, visual/optical equipment and accessories, binoculars, telescopes, microscopes, range finders, whiteboards, interactive television apparatus, accessories for hardware and wireless devices, sim cards, pay as you go calling card, telephone calling cards, scratch cards, data cards, memory cards, data processing equipment, fitness equipment and entertainment equipment, perfume, aftershave, cosmetics, make-up, beauty preparations, shampoos, hair styling and hair care preparations, leather or imitation leather for packaging and carrying goods, trunks, suitcases, travelling luggage sets of leather, travelling bags, handbags, garment bags for travel, vanity cases sold empty, rucksacks, briefcases, wallets, purses, belts, jewellery, change purses, leather key cases, umbrellas, footwear, headgear, clothing, watches, watch bands, watch cases, spectacles, sunglasses, spectacle cases, bags, sporting goods and accessories, fashion accessories, cigarette lighters, hip flasks, tie pins, tie clips, cufflinks, money clips, business card holders and fashion accessories being offered by others for sale; providing an on-line searchable ordering guide in business and consumer services for locating, organizing and presenting goods and services of others in the field of technology equipment, telecommunications equipment, multimedia equipment, information technology equipment, computer hardware, computer software, computer firmware and accessories, audio-visual equipment, consumer electronics, electronic devices, mobile devices, smartphones, WAP phones tablets, e-readers, digital memory storage devices, memory cards, hard drives, monitors, laptops, processors, batteries, power cells, smart home products, smart lighting, security products, vacuums, cleaning robots, robots and robotic equipment, thermostats, baby monitors, electronic kitchen products, electronic safety products, electronic emergency products, TVs, cameras, camcorders, wireless local area networks devices, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, toys, drones, consumer electronic wearables, watches, in-car electronics, document printers and printer accessories, projectors, computers, networking servers, monitors, 3D printers, power cables, battery chargers, garden accessories, visual/optical equipment and accessories, binoculars, telescopes, microscopes, range finders, whiteboards, interactive television apparatus, accessories for hardware and wireless devices, sim cards, pay as you go calling card, telephone calling cards, scratch cards, data cards, memory cards, data processing equipment, fitness equipment, entertainment equipment, perfume, aftershave, cosmetics, make-up, beauty preparations, shampoos, hair styling and hair care preparations, leather or imitation leather for packaging and carrying goods, trunks, suitcases, travelling luggage sets of leather, travelling bags, handbags, garment bags for travel, vanity cases sold empty, rucksacks, briefcases, wallets, purses, belts, jewellery, change purse leather key cases, umbrellas, footwear, headgear, clothing, watches, watch bands, watch cases, spectacles, sunglasses, spectacle cases, bags, sporting goods and accessories, fashion accessories, cigarette lighters, hip flasks, tie pins, tie clips, cufflinks, money clips, business card holders

Page: 5 of 10 / RN # 5499748 OPPOSER'S EXHIBIT C.14 and fashion accessories; promotional services, namely, promoting the goods of others by providing online gift cards, gift certificates, coupons, offers and other discounts and competitions; membership club services, in the nature of providing discounts and special offers to members in the field of marketing and promotions; provision of incentive award programs to promote the sale of products and services of others; provision of comparison shopping websites and price comparison websites and information; database management services; automated and computerized trading services, namely, on-line trading services in which seller advertises products to be auctioned; on-line trading services, namely, auction services; online trading services in which seller posts products to be auctioned and bidding is done via the Internet featuring technology equipment, telecommunications equipment, multimedia equipment, information technology equipment, computer hardware, computer software, computer firmware and accessories, audio-visual equipment, consumer electronics, electronic devices, mobile devices, smartphones, WAP phones tablets, e-readers, digital memory storage devices, memory cards, hard drives, monitors, laptops, processors, batteries, power cells, smart home products, smart lighting, security product vacuums, cleaning robots, robots and robotic equipment, thermostats, baby monitors, electronic kitchen products, electronic safety products, electronic emergency products, TVs, cameras, camcorders, wireless local area networks devices, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, cameras, photographic equipment and accessories, GPS/tracking devices, toys, drones, consumer electronic wearables, watches, in-car electronics, document printers and printer accessories, projectors, computers, networking servers, monitors, 3D printers, power cables, battery chargers, garden accessories, visual/optical equipment and accessories, binoculars, telescopes, microscopes, range finders, whiteboards, interactive television apparatus, accessories for hardware and wireless devices, SIM cards, pay as you go calling card, telephone calling cards, scratch cards, data cards, memory cards, data processing equipment, fitness equipment, entertainment equipment, perfume, aftershave, cosmetics, make-up, beauty preparations, shampoos, hair styling and hair care preparations, leather or imitation leather for packaging and carrying goods, trunks, suitcases, travelling luggage sets of leather, travelling bags, handbags, garment bags for travel, vanity cases sold empty, rucksacks, briefcases, wallets, purses, belts, jewellery, change purses, leather key cases, umbrellas, footwear, headgear, clothing, watches, watch bands, watch cases, spectacles, sunglasses, spectacle cases, bags, sporting goods and accessories, fashion accessories, cigarette lighters, hip flasks, tie pins, tie clips, cufflinks, money clips, business card holders and fashion accessories; providing classified advertising services; online retail store services featuring technology equipment, telecommunications equipment, multimedia equipment, information technology equipment, computer hardware, computer software, computer firmware and accessories, audio-visual equipment, consumer electronics, electronic devices, mobile devices, smartphones, WAP phones tablets, e-readers, digital memory storage devices, memory cards, hard drives, monitors, laptops, processors, batteries, power cells, smart home products, smart lighting, security products, vacuums, cleaning robots, robots and robotic equipment, thermostats, baby monitors, electronic kitchen products, electronic safety products, electronic emergency products, TVs, cameras, camcorders, wireless local area networks devices, hubs, network devices, electronic bathroom products, home theatre, sound systems, speakers, headphones, electronic garden equipment, gaming products, gaming consoles, games, camera, photographic equipment and accessories, GPS/tracking devices, toys, drones, consumer electronic wearables, watches, in-car electronics, document printers and printer accessories, projectors, computers, networking servers, monitors, 3D printers, power cables, battery chargers, garden accessories, visual/optical equipment and accessories, binoculars, telescopes, microscopes, range finders, whiteboards, interactive television apparatus, accessories for hardware and wireless devices, SIM cards, pay as you go calling cards, telephone calling cards, scratch cards, data cards, memory cards, data processing equipment, fitness equipment, entertainment equipment, perfume, aftershave, cosmetics, make-up, beauty preparations, shampoos, hair styling and hair care preparations, leather or imitation leather for packaging and carrying goods, trunks, suitcases, travelling luggage sets of leather, travelling bags, handbags, garment bags for travel, vanity cases sold empty, rucksacks, briefcases, wallets, purses, belts, jewellery, change purses, leather key cases, umbrellas, footwear, headgear, clothing, watches, watch bands, watch cases, spectacles, sunglasses, spectacle cases, bags, sporting goods and accessories, fashion accessories, cigarette lighters, hip flasks, tie pins, tie clips, cufflinks, money clips, business card holders and fashion accessories; business and consumer information services to

Page: 6 of 10 / RN # 5499748 OPPOSER'S EXHIBIT C.14 facilitate the sales of goods and services via the global electronic communications network; providing opportunities for exchange of information and conversation regarding a wide variety of topics by means of product reviews, namely, providing a web site featuring the reviews on products and services for commercial purposes posted by users; searching and retrieving business information, sites, and resources located on the global computer network, namely, providing an online searchable database featuring business and consumer information and business and consumer contacts; business and consumer information directory services, namely, providing on-line trade directory services and telephone directory information; auction services; auctioneering; business advice and consultancy relating to franchising; advertising and marketing; product promotional services, namely, promoting the goods of others; business management; business administration; business information, business enquiries, business investigations, business research; inventory management services; compilation of information into databases, systemisation of information into computer databases, marketing research; providing statistical information, namely, compilation of statistics, statistical evaluation of marketing; news services for communication media, namely, news clipping services; business news, namely, news clipping services for businesses; provision of business information; statistical information, namely, compilation of statistics, statistical evaluation of marketing, business, advisory services in relation to the above; provision of business and commercial information; data processing services; Office functions and business services, namely, handling information, treating information and codifying information in the field of e-commerce solutions and software; commercial inventory management services; rental of vending machines; office functions; commercial information and advice for consumers provided via website(s) and online, namely, ratings, reviews and recommendations on products and services for commercial purposes posted by users; Search engine optimization, namely, retrieval of data information; Computerized database management, namely, maintenance of databases composed of consumer and business information data; Administrative services, namely, maintenance of customer information data in electronic form in computer databases; advisory, consultancy and information services relating to all the aforesaid

CLASS 36: Insurance consultancy, insurance information, insurance administration and insurance underwriting; financial affairs and monetary affairs, namely, financial, management, information and analysis; real estate affairs, namely, rental, brokerage, leasing and management of commercial property, offices and office spaces; providing information in the field of real estate via the internet; authorization of financial transactions, namely, processing electronic payments, e-wallets, consumer credit and finance, credit card and charge cards payments, processing credit card payments, credit card authorization services; payment enabling and facilitation services, namely, bill payment services; secure real time payment and authentication, namely, bill payment; provision of credit services, namely, consumer credit, credit consultation, credit agencies, charge card financial services, namely, charge card and credit card payment processing services, sales credit financing in the nature of credit bureau services, payments plans in the nature of credit bureau services, credit card services in the nature of issuing credit cards, credit card verification services, credit checks in the nature of business and consumer credit, credit scoring and financial checks in the nature of business and consumer credit services; provision of insurance services, namely, insurance carrier services, insurance brokerage services, insurance intermediary services; advisory, consultancy and information services relating to all the aforesaid

CLASS 37: Construction planning, construction consultancy and construction supervision; installation maintenance and repair of equipment for telecommunication; installation, maintenance and repair of computer equipment, computer peripheral devices, terminals, monitors, visual display units, keyboards, mobile communications equipment including handsets, apparatus, instruments and equipment

CLASS 38: Telecommunication services, namely, providing access to telecommunication networks, telecommunication access services; communication and electronic transmission of data for business, commercial and financial services; communication services by means of fibre-optic networks, fibre-optic cables and via global computer network by means of hosted computer software, telephones, mobile phones and WAP phones and interactive television; providing access to on-line database containing directories and indices and searchable databases relating to a variety of information and data available on a global computer network; providing multiple-user access to computer networks for the electronic transmission

Page: 7 of 10 / RN # 5499748 OPPOSER'S EXHIBIT C.14 of various data, communication, documents and personal and professional information; telecommunication services, namely, providing access to telecommunications networks, telecommunication access services, electronic, the transmission of information and data; paging services; communication services, namely, transmission of voice, data, graphics, images, audio and video by means of telecommunications networks, wireless communication networks, and the Internet; providing access to an on-line database containing biographical information concerning subscribers and opportunities for the sale of goods, review of goods and social interaction; communication and transmission of data via digital communications networks for financial services

CLASS 39: Courier services; transportation and delivery services by air, road, rail and sea; transportation logistics services, namely, supply chain logistics and reverse logistics services, namely, transportation and delivery of goods for others by air, rail, sea, water, and road; packaging of goods; warehousing and storage of goods; product distribution in the field of e- commerce, namely, transport of goods for others; travel arrangement services, namely, coordinating travel arrangements for individuals and for groups for tourist services and passenger transportation service by ground, air, and sea; advisory, consultancy and information services relating to all the aforesaid

CLASS 42: Computer consultancy services relating to the hosting of e-commerce platforms to allow businesses and their supply chains to conduct transactions over remote computer databases; designing, creating, maintaining, supporting and hosting of e-commerce platforms, and websites; creation and maintenance of social media websites of others for the promotion and sale of goods; design services in the field e-commerce software solutions and software; hosting of websites for others; designing, creating, maintaining, supporting and hosting of e- commerce websites; computer software development; website development and hosting for others; hosting of an ecommerce website; developments of computer application software for mobile devices; designing, creating, maintaining, supporting and hosting of blog websites; computer programming; computer database aggregation and integration services, namely development of software application for database aggregation; computer system integration services; provision of searchable databases for holding, treating, manipulating and codifying information and statistics in the field of ecommerce solutions and software for scientific research purposes; Graphic design for the compilation of web pages on the Internet; creating, designing and maintaining web sites for others; hosting web sites of others; designing, creating, maintaining, supporting and hosting of on-line computer services and databases in the field of ecommerce solutions and software; computer systems analysis; computer system design services; computer software design; installation and maintenance of computer software; updating and upgrading computer software; leasing of computer apparatus; leasing of computer equipment; leasing of computer programs; leasing of computer software; leasing of computers; security and monitoring services in the field of ecommerce solutions and software; computer system architectural consultation; computer and website architecture namely computer systems and website designs; computer rental; consultancy in the design, development, integration, utilisation, maintenance, upgrading and support of computer and information technology hardware and software solutions and services; design, updating and maintenance of computer software; packaging design services; graphic arts and industrial design; research and development for others in the field of design, development, deployment, integration, utilisation, maintenance, upgrading and support of computer and information technology hardware and software solutions; quality control for others; material testing; installation, maintenance and repair of computer software, e-commerce portals and websites; advisory, consultancy and information services relating to all the aforesaid

CLASS 45: Provision of information regarding intellectual property, patents trademarks, and copyright by electronic means, by means of computer terminals, by means of fibre-optic networks, fibre-optic cables and via global computer network by means of hosted computer software, telephones, mobile phones and WAP phones and interactive television; copyright management; licensing of intellectual property; patent exploitation services, namely, patent licensing; advisory and consultancy services relating to all the aforesaid

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAIM TO ANY PARTICULAR FONT STYLE, SIZE OR COLOR

PRIORITY DATE OF 10-27-2014 IS CLAIMED

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OWNER OF INTERNATIONAL REGISTRATION 1289668 DATED 04-27-2015, EXPIRES 04-27-2025

SER. NO. 79-183,443, FILED 04-27-2015

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REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

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Reg. No. 5,987,811 BEWHERE, INC. (CANADA CORPORATION) 3264 Lakeshore Blvd West Registered Feb. 18, 2020 Etobicoke, Ontario, CANADA M8V1M4 CLASS 9: Computer hardware and recorded computer software for collecting, publishing, Int. Cl.: 9, 35, 38, 42 organizing, modifying, tracking, transmitting, storing, saving and sharing data, namely, audio, video, text, documents, visual data and information, namely, graphics and audiovisual Service Mark information; Electronic tags for goods; Global positioning system; Global positioning system (GPS) consisting of computers, computer software, transmitters, receivers, and network Trademark interface devices; Global positioning system receivers; Recorded computer software for logistics, namely, software for tracking documents, packages, freight and inventory; Recorded Principal Register computer software for use in managing and controlling inventories; Recorded computer software that allows transmission of graphics to mobile telephones; global positioning system (GPS) consisting of transmitters; Recorded computer software for use in supply chain management, namely, computer software for use in providing product information relating to location and environmental conditions; Recorded computer software for inputting, accessing and downloading information related to material tracking and inventory control; Wireless cellular phone headset modules for use in collecting, publishing, organizing, modifying, tracking, transmitting, storing, saving and sharing data, namely, audio, video, text, documents, visual data and information, namely, graphics and audio visual information; Recorded computer software that controls, customizes and automates data network connections electronic devices, namely, wireless cellular phone headsets

FIRST USE 11-10-2014; IN COMMERCE 10-1-2015

CLASS 35: Inventory management and control services, namely, provision of a computerized database of inventory management control and business tracking information; Supply chain management services

FIRST USE 11-10-2014; IN COMMERCE 10-1-2015

CLASS 38: Wireless communications services, namely, transmission of graphics to mobile telephones; Telecommunication services, namely, providing remote Internet access to electronic files stored in an internet server and cloud; Transmission of audio, text, video, documents, information and visual data over a global computer network; Telecommunication services, namely, transmission of voice, data, graphics, images, audio and video by means of telecommunications networks, wireless communication networks, and the Internet; telematic transmission of information by telematics codes; transmission of information via computers connected to the same telematics network; networking services for cloud computing, namely, providing access to telecommunication networks for cloud computing

FIRST USE 11-10-2014; IN COMMERCE 10-1-2015

CLASS 42: Computer services, namely, cloud hosting provider services; Design, OPPOSER'S EXHIBIT C.15 development and implementation of software, namely, computer software for inventory management, supply chain management, cloud storage of data; Cloud computing provider services in the nature of cloud hosting provider services for general storage of data; electronic monitoring and reporting of sensor data related to inventory and supply chain management using computers or sensors

FIRST USE 11-10-2014; IN COMMERCE 10-1-2015

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAIM TO ANY PARTICULAR FONT STYLE, SIZE OR COLOR

SER. NO. 88-281,140, FILED 01-29-2019

Page: 2 of 3 / RN # 5987811 OPPOSER'S EXHIBIT C.15

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

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Reg. No. 5,598,330 Container Chain Pty Ltd (AUSTRALIA proprietary limited company (p/l or pty. ltd.) ) L3, 432 St Kilda Road Registered Nov. 06, 2018 Melbourne, AUSTRALIA VIC3004 CLASS 9: Apparatus for recording, transmission or reproduction of sound and images; data Int. Cl.: 9, 38, 39, 42 processing equipment, namely electric sensors, computer hardware, handheld computers, mobile telephones, mobile handheld computers, electronic bar code readers, electronic Service Mark container tracking devices using GPS data, electronic vehicle tracking devices using GPS data, electronic weighing machines, electronic weighing indicators, electronic gate operators Trademark for access control and video surveillance cameras; mobile communication terminals, namely, mobile telephones, mobile handheld computers, and electronic bar code readers for use in Principal Register processing and accessing transportation data and shipping data; computer terminals for processing transportation data and shipping data; visual display computer terminals for use in displaying transportation and shipping data; communication devices, namely electric sensors, computer hardware, handheld computers, mobile telephones, mobile handheld computers, electronic bar code readers, electronic container tracking devices using GPS data, electronic vehicle tracking devices using GPS data, electronic weighing machines, electronic weighing indicators, electronic gate operators for access control and video surveillance cameras; electronic devices for transmitting transportation data and shipping data; computers and data- processing apparatus; mobile electronic devices for use in managing logistics of shipping and transportation of containers and freight, managing shipping container yards, managing freight and managing warehouses; computer programs for managing logistics of shipping and transportation of containers and freight, managing shipping container yards, managing freight and managing warehouses; computer application software for mobile phones, namely software for use in managing logistics of shipping and transportation of containers and freight, managing shipping container yards, managing freight and managing warehouses; computer software for use with satellite and GPS navigation systems for use in managing logistics of shipping and transportation of containers and freight, managing shipping container yards, managing freight and managing warehouses; computer programs for process automation; computer hardware; computer firmware for handheld computers; computer software, hardware and firmware for multimodal logistics, freight and forwarding monitoring and planning, haulage, transportation, warehouse management and transhipment and container yard depot management; devices for use in managing freight, namely, electric sensors, computer hardware, handheld computers, mobile telephones, mobile handheld computers, electronic bar code readers, electronic container tracking devices using GPS data, electronic vehicle tracking devices using GPS data, electronic weighing machines, electronic weighing indicators, electronic gate operators for access control and video surveillance cameras; electric sensors, computer hardware, handheld computers, mobile telephones, mobile handheld computers, electronic bar code readers, electronic container tracking devices using GPS data, electronic vehicle tracking devices using GPS data, electronic weighing machines, electronic weighing indicators, electronic gate operators for access control and video surveillance cameras, all for use in managing container yards; software for multimodal logistics industry, namely, software for use in managing logistics of shipping and OPPOSER'S EXHIBIT C.16 transportation of containers and freight, managing shipping container yards, managing freight and managing warehouses; freight and forwarding monitoring and planning system comprised of computer software for use in managing logistics of shipping and transportation of containers and freight, managing shipping container yards, managing freight and managing warehouses, electric sensors, computer hardware, handheld computers, mobile telephones, mobile handheld computers, electronic bar code readers, electronic container tracking devices using GPS data, electronic vehicle tracking devices using GPS data, electronic weighing machines, electronic weighing indicators, electronic gate operators for access control and video surveillance cameras; haulage, transportation, warehouse management system comprised of computer software for use in managing logistics of shipping and transportation of containers and freight, managing shipping container yards, managing freight and managing warehouses, electric sensors, computer hardware, handheld computers, mobile telephones, mobile handheld computers, electronic bar code readers, electronic container tracking devices using GPS data, electronic vehicle tracking devices using GPS data, electronic weighing machines, electronic weighing indicators, electronic gate operators for access control and video surveillance cameras; transhipment and container yard depot management system comprised of computer software for use in managing logistics of shipping and transportation of containers and freight, managing shipping container yards, managing freight and managing warehouses, electric sensors, computer hardware, handheld computers, mobile telephones, mobile handheld computers, electronic bar code readers, electronic container tracking devices using GPS data, electronic vehicle tracking devices using GPS data, electronic weighing machines, electronic weighing indicators, electronic gate operators for access control and video surveillance cameras; financial information systems comprised of computer software for accumulating and analyzing financial data in relation to freight, shipping, container yard management and warehouse management; downloadable electronic publications, in the nature of magazines, manuals, brochures and data sheets in the fields of freight management, shipping, container yard management and warehouse management; instructional and other manuals in electronic format sold together with computer hardware, software and firmware as a unit

CLASS 38: Telecommunication and communication services, namely, transmission of data, graphics, images, audio and video by means of telecommunications networks, wireless communication networks, and the Internet; providing access to cloud computing; provision of telecommunication access and links to computer databases and the Internet

CLASS 39: Providing information through global computer networks relating to location of goods, movement of goods and cargo, storage of goods, transportation, transportation of goods, transport of freight, ports, harbor, availability of containers and cargo containers, transportation of containers; providing information relating to location of goods, movement of goods and cargo, storage of goods, transportation, transportation of goods, transport of freight, ports, harbor, availability of containers and cargo containers, transportation of containers; rental of delivery containers, cargo containers and storage containers; preparation of reports relating to the storage of goods; freight brokerage; freighting services; advisory and consultancy services in relation to the foregoing services

CLASS 42: Design and development of computer software; computer programming; computer system design services; installation of computer software; maintenance of computer software; updating of computer software; upgrading of computer software; consulting services relating to computer systems; computer services, namely, cloud hosting provider services; cloud computing featuring software for use in managing logistics of shipping and transportation of containers and freight, managing shipping container yards, managing freight and managing warehouses; computer services, namely, database hosting services in relation to the hosting of data online, including in relation to logistics, freight, transportation, warehouse management and container yard management; research and design services, in the field of computer software, provision of information, databases; software as a service (SAAS) for use in managing logistics of shipping and transportation of containers and freight, managing shipping container yards, managing freight and managing warehouses; providing on-line non-downloadable web-based software for use in managing logistics of shipping and transportation of containers and freight, managing shipping container yards, managing freight and managing warehouses; advisory services in the field of product development and quality improvement of computer software

Page: 2 of 4 / RN # 5598330 OPPOSER'S EXHIBIT C.16

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAIM TO ANY PARTICULAR FONT STYLE, SIZE OR COLOR

OWNER OF AUSTRALIA , REG. NO. 1677138, DATED 02-25-2015, EXPIRES 02-25-2025

SER. NO. 87-148,497, FILED 08-23-2016

Page: 3 of 4 / RN # 5598330 OPPOSER'S EXHIBIT C.16

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

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Reg. No. 5,206,835 Bolloré (FRANCE Société anonyme ) ODET Registered May 23, 2017 F-29500 ERGUE GABERIC FRANCE

CLASS 39: Transport of goods and merchandise; packaging and storage of goods and merchandise; organization of transport of goods and cargo by sea, river, air, land; transport of goods and merchandise by boat, rail, road and airplane; transportation consulting services for the transport of merchandise; transit storage of goods and merchandise by sea, air and land; chartering services, namely, chartering of airplanes, boats, trains, trucks; packaging and repackaging of products and merchandise; rental of containers for storage and/or transport; storage container services, namely, rental of storage containers, container warehousing services; unloading and loading of cargo containers; terminal services for managing the transport of containers in a port area, namely, warehousing, unloading, loading, shipping of containers; rental of warehouses; storage, forwarding and delivery services for cargo and OPPOSER'S EXHIBIT C.17 mail; delivery tracking services, namely, electronic storage and archiving, for subsequent retrieval, of data related to delivery and tracking cargo in transit; information services relating to the transport, storage and delivery of merchandise, namely, providing information regarding the transportation, storage, and delivery of goods and merchandise; freight forwarder services; ship brokerage services, freight brokerage, transport brokerage; vehicle rental; express distribution and delivery of mail and parcels by air, truck, train, boat; junk, trash and debris removal services; cargo unloading services; maritime transport agency services, namely, transport of goods and merchandise by sea; port operators, namely, management of maritime traffic in the nature of maritime towing and access of boats to the port and of the loading and unloading of merchandise, as part of concessions; port handling, namely, management of maritime traffic flow at a transportation port; transportation of machinery and accessories required for petroleum extraction and mining; distribution, transport by air, train, truck, and boat, storage of combustibles, fuel, motor fuel, gasoline, greases, lubricants, non-chemical additives for combustibles, fuel and lubricants, and of electricity; assistance to industrial and commercial companies in connection with their transport logistics, namely, supply chain logistics and reverse logistics services, namely, storage, transportation and delivery of goods for others by rail, air, ship, or truck; consultancy, information relating to transport logistics for all merchandise and goods, namely, transportation consulting services

CLASS 40: Production of energy; production of electricity; professional consulting in the production of energy and electricity; information on the production of solar electricity and renewable energy

The color(s) pantone 285c blue and pantone 1788c red is/are claimed as a feature of the mark.

The mark consists of the stylized wording "BOLLORÉ LOGISTICS" and design. The wording "BOLLORÉ" is blue and the wording "LOGISTICS" is red. The design consists of a red arc line and blue triangle.

OWNER OF U.S. REG. NO. 3879320, 3983253, 2441830

PRIORITY DATE OF 11-17-2015 IS CLAIMED

OWNER OF INTERNATIONAL REGISTRATION 1302823 DATED 01-27-2016, EXPIRES 01-27-2026

No claim is made to the exclusive right to use the following apart from the mark as shown: "LOGISTICS"

SER. NO. 79-189,041, FILED 01-27-2016 BRIAN J PINO, EXAMINING ATTORNEY

Page: 2 of 3 / RN # 5206835 OPPOSER'S EXHIBIT C.17

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

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Reg. No. 6,156,358 Alibaba Group Holding Limited (CAYMAN ISLANDS CORPORATION) Fourth Floor, One Capital Place Registered Sep. 22, 2020 P. O. Box 847, George Town Grand Cayman, CAYMAN ISLANDS

Int. Cl.: 9, 16, 35, 36, 38, CLASS 9: Scientific, nautical, photographic, optical, signaling, measuring, checking as in 39, 41, 42 supervision, life-saving apparatus and instruments, namely, telephones, punch clocks, time recording devices in the nature of time clocks, weighing equipment in the nature of scales and Service Mark balances, graduated rulers, electronic pocket translators, neon signs, electronic notice boards, transparency projection apparatus, kilometer recorders in the nature of odometers for Trademark vehicles, telescopes, mechanisms for counter operated apparatus in the nature of point-of-sale terminals, fire extinguishers, acoustic alarms in the nature of smoke and fire alarms, eyeglasses and exposed files in the nature of exposed camera film; apparatus and instruments Principal Register for conducting, switching, transforming, accumulating, regulating or controlling electricity, namely, electric wires, electric switches, electrolysis apparatus for electroplating purposes, and electrified fences, namely, electric fences; apparatus for recording, transmission or reproduction of sound or images; blank magnetic data carriers and blank recordable optical discs, namely, CD-R, CD-RW, DVD-R and DVD-RW discs; mechanisms for coin-operated apparatus; cash registers, calculating machines, data processing equipment and computers; downloadable software for processing electronic payments to and from others; downloadable authentication software, namely, software for authenticating the identity of a payer; downloadable computer software applications for mobile devices and computers, namely, software for financial analysis, planning and management, software for securing and protecting data on mobile devices and computers, software for authenticating user identification, software for controlling access to and monitoring communications between mobile devices and computers; downloadable computer software applications for use with mobile devices, namely, software for use in database management, for use as a spreadsheet, for word processing, for recording, collecting, organizing, storing, archiving, reproducing, searching, retrieving and displaying digital data in the field of shopping, purchasing, communication, product and service reviews, entertainment, health and fitness, lifestyle, media and video, music and audio, photography and social networking; computer software that may be downloaded from a global computer network for posting product information, creating electronic product catalogs, responding to requests and placing and fulfilling orders for products, services and business opportunities via local and global computer networks, for use in document management, for searching, browsing and receiving transmissions of text, electronic documents, graphics and audiovisual information on local and remote area networks and global computer networks, on intranets, or on directories of information available on computer networks, for use in software development and web authoring, for use in exchanging information via global computer networks and online between a computer OPPOSER'S EXHIBIT C.18 database and the internet, for business use for financial management, financial planning, business management, customer relationship management (CRM), inventory management, sales force management, planning and management of personal and business finances, and marketing information management, for data mining, for high-speed massive e-commerce data processing, and for data customization, all of the foregoing for use by third parties in connection with an interactive website in the field of e-commerce; downloadable computer software applications for use with mobile devices and computers, namely, software for use in database management, for use as a spreadsheet, for word processing, for recording, collecting, organizing, storing, archiving, reproducing, searching, retrieving and displaying digital data in the field of e-commerce, data management, customer relationship management, entertainment, education and telecommunications provided via the Internet; on-line downloadable electronic publications in the nature of magazines, articles, brochures, leaflets, datasheets, informational materials being informational flyers, instructional materials being manuals in the field of business, e-commerce, information technology, cloud computing, telecommunications, the Internet, business and e-commerce training, business, sales, marketing and financial management; downloadable instant messaging software; downloadable file sharing software; downloadable communications software for electronically exchanging data, audio, video, images and graphics via computer, mobile, wireless and telecommunication networks; downloadable computer software for processing images, graphics, audio, video and text; downloadable computer software applications for downloading and transmitting video files, audio files, films, movies and television programs featuring children's entertainment, family entertainment, drama, action, adventure and fantasy; downloadable computer software for use in the field of business for financial management and financial planning; downloadable cloud-computing software for deploying virtual machines to a cloud computing platform, managing virtual machines on a cloud computing platform; downloadable cloud-based software for storing and managing electronic data, accessing databases and internet security; downloadable computer software which allows users to participate in web-based meetings and classes, with access to data, documents, images and software applications through a web browser; downloadable computer software for accessing, viewing and controlling remote computers and computer networks; downloadable computer software for use in the search and retrieval of computerized information from global information networks and network systems about hobbies, collectibles, auctions and products; downloadable data storage programs, namely, software used for the storage of electronic data and documents on hard discs, compact discs, tapes and optical discs; computer peripherals; notebook computers; laptop computers; portable computers; handheld computers; personal digital assistants; personal portable media players; mobile telephones; smart phones; digital cameras; batteries, battery chargers; computer workstations comprising computers and computer monitors; servers, namely, computer servers; computer and telecommunications networking computer hardware; computer network adapters, switches, routers, hubs; wireless and wired modems and communication cards and devices, namely, cable modems, computer fax modem cards, external modems, internal modems, modem cables, modems; laptop holders in the nature of protective sleeves and carrying cases, computer bags; fire-extinguishing apparatus; computer hardware and recorded firmware for use in the field of business for financial management and financial planning; downloadable computer software for use with global positioning system (GPS) and satellite-aided navigation systems for navigation, route guidance and electronic mapping; downloadable computer software for use with global positioning system (GPS) for creating and editing route planners, electronic maps and digital dictionaries for navigation and translation purposes; compact discs featuring music; downloadable computer programs and computer software for financial management, financial planning, business management, customer relationship management (CRM), inventory management, sales force management, planning and management of personal and business finances and marketing information management, all in the field of e-commerce and business; digital music downloadable from the Internet; telecommunications apparatus, namely, VOIP phones, network telephones being internet phones, electronic facsimile machines, portable digital electronic device for sending and receiving electronic mails, and instant messaging communication tool in the nature of portable telecommunication instant messaging devices; mouse pads; mobile phone handsets, namely, desk or car mounted units incorporating a loudspeaker to allow a telephone handset to be used hands-free; mobile phone accessories, namely, battery chargers, cases, covers, ear phones, headsets and hands-free calling devices; downloadable computer game software, pictures in the field of aircrafts, automobiles, buildings, natural scenery and pets, motion pictures and movies in the field of children's entertainment, family entertainment, drama,

Page: 2 of 12 / RN # 6156358 OPPOSER'S EXHIBIT C.18 action, adventure and fantasy and music via the internet and wireless devices; alarm monitoring systems; security cameras; mobile radio and television broadcasting units, namely, transmitting and receiving apparatus for radio and television broadcasting and for long-distance transmission; television broadcasting equipment, namely, video cameras, film cameras, video monitors, flat panel display screens, audio monitors being n-ear monitors not for medical purposes, audio recorders, video recorders, electronic switchers for audio and video signals, cables for the transmission of sounds and images, lights for use with video cameras and film cameras, camera lenses, camera tripods, camera cases, blank videotape, audio mixing boards and video editing computer hardware, namely, mice computer keyboards, computer keypads and computer monitors ; cameras; video cameras; headphones; ear pieces, namely, ear buds; speakers, namely, loud speakers; global positioning system (GPS) apparatus and equipment, namely, GPS systems; downloadable computer game programs, electronic and video games programs and video game software programs downloadable via the Internet; liquid crystal displays for telecommunications and electronic equipment; set top box; remote control for radios, televisions, stereos, computers, video recorders, audio systems and playback machines; spectacles and sunglasses; electronic digital signboards; magnetically encoded bank credit, debit, cash withdrawal and identification cards; automatic teller machines, cash dispensers; downloadable computer applications software for streaming videos, music and images

CLASS 16: Newspapers; magazines, printed periodicals, and journals in the field of business and e-commerce; paper, cardboard, notebooks, headed paper in the nature of letterhead paper, paper name badges, signboards of paper or cardboard, promotional materials of paper or cardboard in the nature of advertising pamphlets and posters, computer paper and cardboard boxes; printed matter, namely, printed calendars, printed charts, newspapers, photographs, and magazines, books, printed periodicals, newsletters, and brochures in the field of business, entrepreneurship, and e-commerce; bookbinding material; photographs; stationery; adhesives for stationery or household purposes; artists' materials, namely, easels, artists' brushes, pastels, pencils, pens, canvas panels for artists, electrical wood burning artists' pens, gesso, namely, plasters in the nature of artists' materials, and molds for modeling clays; paint brushes; typewriters and office requisites, except furniture, namely, adhesive tape dispenser, correcting fluid for type, electric paper hole punch, office paper drills machines, office perforators, finger-stalls, franking machines, envelope sealing machines, paper embossers, paper folding machines for office use, and paper trimmers, rubber bands, and staplers; printed instructional and teaching material in the field of mathematics, science, literature, music, art, and writing; printed instructional and teaching material, namely, books and workbooks in the field of business and e-commerce; plastic materials for packaging, namely, plastic bags for packing and plastic bubble packs for packaging; printers' type; printing blocks; posters, printed cards, namely, business cards; circulars in the field of business and e-commerce; catalogs in the field of business and e-commerce; calendars; price tags; paper price labels, namely price tickets; paper bags and plastic bags for household use; printed telephone, electronic mail and web site business directories; debit cards, credit cards, charge cards and telephone calling cards, all without magnetic coding; printed advertisements, namely, advertising pamphlets and advertising signs of paper or cardboard; user manuals in the field of business and e-commerce; packaging materials, namely, synthetic resin plastic bags for packaging, paper for packaging, cardboard packaging, and plastic bags and plastic bubble packs for packaging merchandise for shipping; facial tissues; handkerchiefs made of paper; paper mache figurines; paper party bags

CLASS 35: Advertising services; business administration services; providing office functions; advertising services provided via the Internet for others; preparing television and radio advertisements; accountancy services; provision of business information via global computer networks; advertising agency services; advertising services provided for others; database management; compilation of information into computer databases in the field of business and e-commerce; business consulting services in the field of e-commerce; business consulting services with regard to project management in the field of web based events, conferences, training programs, learning programs, and seminars; business consulting services in the field of delivering web-based knowledge; business consulting services in the field of online collaboration and collaboration technologies; business consulting services in the fields of sales and marketing; business management services, namely, business project management services relating to the development, set up, staging, production, recording, monitoring and follow-up for web based corporate events, business conferences, training

Page: 3 of 12 / RN # 6156358 OPPOSER'S EXHIBIT C.18 programs, organizational learning programs and seminars for promoting business collaboration in the field of e-commerce; market research and business consulting services in the field of business and e-commerce; business consultancy services relating to business issues concerning facilitating the transaction of business via local and global computer networks by locating and providing referrals for the delivery of a wide variety of business and consumer products and services; providing business information concerning the goods and services of others via local and global computer networks; business consultancy services in the field of global computer web sites where third parties can offer and source goods and services, place, determine the status of and fulfill trade leads and orders, enter into contracts and transact business; providing computerized online ordering services featuring a wide variety of general consumer, business, and industrial products and merchandise of others; advertising agency services, namely, promoting the goods and services of others via local and global computer networks; international import and export agency services; rental of advertising space on communication media; online trading services in which sellers post products to be auctioned and bidding is done via the Internet, and providing independent online business evaluations in the nature of ratings and reviews of other business relating thereto for commercial purposes; online retail store services featuring a wide variety of consumer goods of others; providing an online business directory of third party web sites to facilitate business transactions; business consultancy services in the field of operating an electronic marketplace for the buyers and sellers of goods and services on a global computer network; business assistance for others concerning business issues relating to facilitating business transaction via local and global computer networks, namely, provision of commercial and business contact information; corporate business management consultancy services; marketing and promotion services; publication of publicity materials; marketing services, namely, providing videos to promote vacant premises; dissemination of advertising materials, updating of advertising materials, and compilation of advertisements for use as web pages on the Internet; rental of advertising space; computer data processing services; providing information concerning commercial sales, providing business information, providing a database of information pertaining to the promotional products industry; telephone answering service; auctioneering provided on the Internet; personnel management; provision of commercial sales, business, advertising and promotional information through a global computer network and via the Internet; presentation of goods of others for retail purposes via the Internet, namely, online retail store service featuring a wide variety of consumer goods of others; the bringing together, for the benefit of others, of a variety of consumer goods, enabling customers to conveniently view and purchase those goods from a general merchandise Internet web site particularly specializing in the marketing of the sale of goods and services of others; the bringing together, for the benefit of others, of a variety of goods, enabling customers to conveniently view and purchase those goods from a general merchandise catalogue by mail order or by means of telecommunications in the field of clothing, lingerie, cosmetics, jewelry, watches, music and media products, food and beverages, home entertainment electronics, home appliances, phones, PDAs, MP3 players, video games and consoles, books, crafts, furniture, tools, house wares, photographic equipment, computers, kitchen wares, toys, sporting goods, bikes and automobiles; the bringing together, for the benefit of others, of a variety of goods, enabling customers to conveniently view and purchase those goods from retail stores in the field of clothing, lingerie, cosmetics, jewelry, watches, music and media products, food and beverages, home entertainment electronics, home appliances, phones, PDAs, MP3 players, video games and consoles, books, crafts, furniture, tools, house wares, photographic equipment, computers, kitchen wares, toys, sporting goods, bikes and automobiles; retail and wholesale store services in the field of soaps, medicated soap, perfumery, essential oils, cosmetics, lipsticks, cosmetic preparations for skin care, cosmetic preparations for slimming purposes, adhesives for cosmetic purposes, nail care preparations, make-up removing preparations, shampoos, dry shampoos, shampoos for pets, hair lotions, after-shave lotions, shaving preparations, dentifrices, dental bleaching gels, mouth washes not for medical purposes, hair spray, hair dyes, antiperspirants, deodorants for human beings or for animals, pharmaceutical and veterinary preparations, sanitary preparations, telephones, mobile phone handsets, mobile phone accessories, electronic and telecommunications goods, automobile navigation systems, satellite navigational apparatus, global positioning system (GPS) navigation devices, navigational instruments, computer hardware and computer software, batteries, battery chargers, apparatus and instruments for recording, receiving, transmitting and/or reproducing data, information, pictures, images and/or sound, obstetric apparatus, X-ray apparatus for medical purposes, hot air therapeutic apparatus, electric blankets for medical purposes, testing

Page: 4 of 12 / RN # 6156358 OPPOSER'S EXHIBIT C.18 apparatus for medical purposes, blood testing apparatus, hearing aids for the deaf, hearing protectors, massage apparatus, air pillows for medical purposes, air cushions for medical purposes, physical exercise apparatus for medical purposes, vaporizers for medical purposes, fumigation apparatus for medical purposes, thermal packs for first aid purposes, armchairs for medical or dental purposes, artificial limbs, eyes and teeth, orthopedic articles, suture materials, supportive bandages, X-ray photographs for medical purposes, precious metals, jewelry, precious stones, printed matter, stationery, magnetically and non-magnetically encoded cards, furniture, picture frames, household and kitchen utensils, glassware, porcelain and earthenware, textiles, clothing, footwear, headgear, laces and embroidery, buttons, ribbons, pins and needles, artificial flowers, carpets, rugs, games and electronic toys, chemicals used in industry, chemicals used in science, chemicals used in photography, chemicals used in agriculture, paints, varnishes and lacquers, personal hygiene products, hair and body lotions, cleaning and bleaching preparations, lubricants, fuels, candles, ironmongery and small items of metal hardware, machines and machine tools, cutlery, razors and hand tools, computers, calculating machines, electrical, photographic, cinematographic and optical apparatus and instruments, spectacles and sun glasses, surgical and medical apparatus and instruments, apparatus for lighting, heating, steam generating, cooking, refrigerating, drying, ventilating, water supply and sanitary purposes, vehicles, firearms, fireworks, silverware, horological and chronometric instruments, musical instruments, magazines, cards, paper and cardboard products, namely, computer paper, cardboard boxes, office paper stationery, pictures, typewriters and office requisites, packaging materials, rubber and plastics for manufacturing use, packing and insulating materials, leather and imitations of leather, handbags, purses, wallets, leather holders, bags, luggage, umbrellas, mirrors, ropes, string, nets, tents, yarns and threads for textile use, coat hangers, place mats, dressmaker's articles, bed and table covers, playthings and sporting articles, foodstuffs and beverages, meat, fish, poultry, preserved, dried and cooked fruits and vegetables, jams and fruits sauces, eggs, milk and milk products, edible oils and fats, coffee, tea, cocoa, sugar, rice, flour, bread and cakes, condiments, fresh fruit and vegetables, beer, mineral water, fruit juices and other non- alcoholic drinks, alcoholic beverages, floral products, tobacco, smokers' articles and matches; direct mail advertising services; purchasing and procurement services, namely, buying and selling agency services in the nature of purchasing a wide variety of consumer, business and industrial products and services for others, and selection of goods and procurement of goods for individuals and businesses, namely, purchasing of a wide variety of consumer, business and industrial products and services for individuals and businesses; online ordering services featuring a wide variety of consumer goods of others; retail department store services; retail supermarket services; secretarial services; provision of business statistical information; organization of exhibitions for commercial or advertising purposes; business assistance services, namely, preparing marketing mailing lists and rental of advertising material in the nature of marketing mailing lists; business investigation; business administration consultation services in the field of processing of sales made on the Internet; general business networking referral services, namely, promoting the goods and services of others by passing business leads and referrals among group members; personnel placement; import-export agency services; arranging newspaper subscriptions for others; document reproduction; transcription, namely, conference call, message and stenographic transcription; rental of office equipment; customer relationship management; business management services relating to electronic commerce; business management and administration services relating to promotional sponsorship programs; accounting services; charitable services, namely, organizing and conducting volunteer programs and community service projects; providing a website featuring an online marketplace on a global computer network by which third parties can offer goods and services, place and fulfill online commercial orders in the field of e- commerce of consumer products and online ordering featuring a wide variety of general consumer, business, and industrial products and merchandise, negotiate business contracts with service providers, buyers and sellers in the field of e-commerce and online ordering featuring a wide variety of general consumer, business, and industrial products and merchandise, and transact business by allowing users to perform electronic business transactions via the internet in the field of e-commerce featuring a wide variety of general consumer, business, and industrial products and merchandise; rental of sales stands; provision of commercial and business contact information; pay per click advertising; business management for freelance service providers; updating and maintenance of data in computer databases; business project management services for construction projects; providing business information via a web site; import-export clearance agencies namely, customs clearance services

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CLASS 36: Insurance agencies; financial affairs and monetary affairs, namely, financial information, management, and analysis services; monetary affairs, namely, financial information, management and analysis services; real estate affairs, namely, assessment and management of real estate; clearing and reconciling financial transactions via a global computer network, namely, providing secure commercial transactions and payment options; online banking services and online financial planning services; credit card services, namely, credit card authorization services, credit card factoring services, credit card payment processing services, credit card transaction processing services, issuing of credit cards, financial administration of credit card accounts, electronic payment services involving electronic processing and subsequent transmission of bill payment data, and underwriting financial transactions, namely, underwriting insurance for financial transactions; electronic funds transfer services; transfer of funds by electronic means for others; transfer of electronic payments for others via the internet; financial services in the nature of payment services, namely, check clearing, fund transfers, cash distribution and automated clearing house transactions processing services; arrangement and management of leases and tenancy in the nature of arranging of leases and rental agreements for real estate and management of commercial property, offices, and office space; renting of real estate; leasing of real estate; real estate appraisal; real estate valuation, real estate financing, real estate investment; real estate brokerage services; real estate agency services; housing agency services; actuarial services; real estate management and consultancy services; rent collection; rental of office space; rental of apartments and flats; provision of financial information via the Internet; safety deposit box services, and issuing of travel vouchers services, namely, providing vouchers for payment of transportation expenses; capital investment services; financial evaluation; financial asset management services; insurance brokerage and financial investment brokerage services; financial services provided by telecommunication means, namely, providing an internet website portal in the field of financial transaction and payment processing services; financial consultancy and advisory services; online banking; banking services provided on-line from a computer databases or the Internet; securities brokerage services, stock exchange quotation services; stocks and bonds brokerage, financial analysis; debit card services in the nature of issuance of debit cards and debit card transaction processing services; charge card services in the nature of issuance of charge cards and payment processing services; check payment guarantee services; banking, savings account and financial investment brokerage services; financial clearing house services; business credit verification services via global computer information network; electronic credit risk management services; electronic commerce payment services, namely, establish funding accounts used to purchase goods and services on the internet and electronic bill payment services involving electronic processing and subsequent transmission of bill payment data; financial accounts debiting and crediting services, namely, credit card and debit card transaction processing services; electronic banking services via a global computer network; issuance of stored value cards, charge cards and debit cards; telephone credit cards services, namely, issuing prepaid telephone calling cards; information services relating to finance and insurance, provided online from a computer database or Internet; agency for collection of gas and electricity utility payment; antique appraisal; art appraisal; jewelry appraisal; used car appraisal; charitable fund raising; organizing of charitable collections, namely, charitable fundraising services by means of organizing and conducting special events; charitable collections, namely, charitable fundraising services by means of providing individuals with the information and opportunity to make monetary donations to their favorite charity; rental of paper money and coin counting and processing machines; rental of cash dispensers or automated-teller machines; online payment services, namely, electronic processing of credit card transactions and electronic payments via a global computer network; safe deposit services, namely, safe deposit box services; arranging finance for construction projects; consultancy, information and advisory services relating to the aforesaid services

CLASS 38: Telecommunications services, namely, providing telephone communication, Internet telephony services, network telephone in the nature of voice over internet protocol (VOIP) services, electronic facsimile transmission, electronic transmission of electronic mails, and instant messaging communication services; telecommunications services, namely, transmission and delivery of digital data, photographs, audio files, information and image signals by means of computers, cable radio and satellite transmission, all in particular for use with satellite-aided navigation systems comprised of route planners and electronic maps; providing web-based multimedia teleconferencing and videoconferencing services that allow simultaneous and asynchronous viewing, sharing, editing, and discussion of documents, data,

Page: 6 of 12 / RN # 6156358 OPPOSER'S EXHIBIT C.18 and images by participants via a web browser; providing customers with multiple user access to a global computer network to access online reports regarding the performance, effectiveness, and status of web-based applications, teleconferences, videoconferences, and meetings; providing users with secure remote access via the Internet to private computer networks; providing information in the fields of secured transmission of data and information; consulting services in the fields of secured electronic data and information transmission services; providing online collaboration services, namely, providing multiple user access to global computer network which allows users to access applications, platforms, jointly-shared documents, data, task lists, and discussion forums; Internet broadcasting services; Internet service provider services; provision of telecommunication access and on-line communications links which transfer the web site user to other local and global computer databases, and Internet and world-wide web pages; electronic communication services, namely, information transmission via electronic communication networks; interactive telecommunications services, namely, transmission of voice, audio, visual images, audio-visual content, text and SMS messages, documents, and data by electronic communications networks; telecommunication of information in the nature of transmission of database information via telecommunication networks; providing telecommunication connections to the Internet or databases; communication by computer terminals; communication by fibre optic networks; electronic transmission of messages and images by computer networks; facsimile transmission; paging services; rental of modems; transmission of data by electronic means; rental of telecommunication equipment; electronic message sending, receiving and forwarding services; electronic exchange of voice, data, audio, video, text and graphics accessible via computer and telecommunication networks; instant messaging services; mobile phone communication services; transmission and delivery of data by electronic means; electronic transmission and delivery of mail messages, still picture and moving picture information, namely, characters stored in digital files, messages, digital music and images, telegrams, information, and data by electronic, telephone, telegraph, cable, computer and satellite means; transmission, broadcast and reception of audio, video, still and moving digital images and data via telecommunication means whether in compressed or uncompressed form and whether in real or delayed time; electronic messaging services; telephone, video and web conferencing services; electronic order transmission services; video conferencing services; electronic bulletin board services, namely, providing an electronic bulletin board for real-time interactive talk in the nature of communication among users between a computer terminal and an electronic bulletin board for transmission of still picture and moving picture information and voice information, including characters stored in digital files in the field of general interest; providing electronic bulletin boards and message boards for transmission of messages among users concerning business and e-commerce; provision of online discussion forums for transmission of messages among computer users concerning business and e- commerce; television broadcasting services; broadcasting and transmission of radio and television programs; music broadcasting, namely, delivery of digital music by electronic transmission; transmission of digital music, films, interactive programs, videos, electronic computer games via a global computer network or the internet; electronic transmission of information in the field of online shopping and general retail services; video-on-demand transmission services; news agency services for electronic transmission; providing access to computer database on the global computer network for searching and retrieving information, data, web sites and resources available on computer networks; providing multiple user access to a computer database containing electronic publications, bulletin boards, and information accessible via computer networks; providing chat room services for transmission of messages among computer users concerning business and e-commerce; providing multiple user access to global computer information networks for the transfer and dissemination of a wide range of information; providing access to an interactive website on a global computer network for third parties to post information, respond to requests and place and fulfill orders for products, services and business opportunities; communication services, namely, text and numeric wireless digital messaging services; transmission of information by data communications for assisting decision making; transmission of information through video communication systems; web conferencing services; electronic communication services, namely, virtual chat rooms established via text messaging; providing electronic bulletin boards for the posting and transmission of messages among and between computer users concerning consumer products, services and business leads and opportunities; providing an online electronic interactive bulletin board for the posting and transmission of messages among users featuring promotion, sale and resale of items in the field of clothing, personal care products, computers, computer equipment, computer software, telecommunication apparatus, game machines, food and

Page: 7 of 12 / RN # 6156358 OPPOSER'S EXHIBIT C.18 beverages via a global computer network; electronic transmission of e-mail services; transmission, broadcasting and streaming of audio and video via computer terminals, computer networks and global communication networks; providing computer access to online interactive databases and electronic bulletin boards for transmission of messages among users in the field of general interest across a global computer information network; providing access to electronic bulletin boards for the posting and transmission of messages among and between computer users concerning products, services and business opportunities across a global computer information network; teleconferencing services, namely, distant video and telephone conferencing; providing access to local and global computer networks featuring electronic calendar, address book and notes feature, via local and global computer networks; providing facilities and equipment for video and telephone conferencing; providing computer links in the nature of on-line communication links which transfer the web site user to third party web sites to facilitate e-commerce and real world business transactions; computerized communication network security services in the nature of providing private and secure real time electronic communication over a computer network; and consultancy, information and advisory services provided in connection with the aforesaid services; streaming of data; video, audio and television streaming services, namely, streaming of audio, video, and audiovisual materials on the Internet; providing data streaming capacity to others, namely, providing others with access to electronically stored data and computer software at a remote station

CLASS 39: Transportation services, namely, transportation of passengers and goods by rail; packaging and storage of goods; travel arrangement, namely, arranging and coordinating travel transportation arrangements for individuals and groups, namely, arranging of transportation of persons to destination stays, honeymoons, family vacations, and destination weddings; arranging travel, namely, arranging travel tours in the nature of travel ticket reservation service and travel guide services; physical storage of electronically-stored data or documents; transportation information; ship brokerage; car transport; air transport; vehicle rental; water supplying; message delivery; travel ticket reservation services, namely, making reservations and booking for transportation; transport by pipeline; delivery of goods by mail order; courier services; supply chain logistic management relating to transport, namely, storage, transportation and delivery of goods for others by air, rail, ship or truck; car rental services; car parking services; yacht and boat charter services; travel agency services, namely, making reservations and bookings for transportation; online travel reservation services for transportation and providing travel information; arranging travel tour transportation and providing travel information online from a computer database or the Internet; provision of information relating to travel and tourism transportation through the Internet or through telecommunication networks; transport of goods and passengers by air, boat, rail, and bus; merchandise packaging for others; providing road and traffic information, chauffeur services; loading and unloading of cargo; freight brokerage; removal services, namely, animal removal and junk removal services; transport brokerage for rental, leasing and chartering of ships and boats; salvage and refloating of ships and boats; piloting; gas distribution and supply; electricity distribution and supply; heat distribution and supply; water distribution and supply; providing vessel mooring facility services; rental of warehouses; airport services in the nature of providing flying areas, namely, providing access to airstrips, landing strips, runways, and aircraft hangers, airspace for transportation purposes; rental and leasing of wheelchairs; management of parking spaces, namely, rental of parking spaces; rental and leasing of airplanes; rental and leasing of cargo containers and storage containers; rental and leasing of bicycles; rental and leasing of cars; rental and leasing of ships and boats; rental and leasing of man-powered vehicles; rental and leasing of mechanical parking systems; rental and leasing of pallets; rental and leasing of packaging or wrapping machines; rental and leasing of refrigerator; garbage collection featuring collection for removal of domestic waste and trash; trash removal featuring removal of industrial trash; providing driving directions for travel purposes; consultancy, information and advisory services relating to the aforesaid services

CLASS 41: Education, namely, providing live and online seminars and conferences in the field of business and e-commerce; providing of training in the field of business and e- commerce; entertainment, namely, providing online video games and non-downloadable playback of digital music via global communications networks; organizing community sporting and cultural events; publication of texts, books and journals; organizing sporting events, namely, baseball games, soccer matches, tennis tournaments, basketball games, golf tournaments and swimming competitions; organizing cultural events and shows; publication

Page: 8 of 12 / RN # 6156358 OPPOSER'S EXHIBIT C.18 of newspapers, magazines and periodicals containing diagrams, images and photographs; education, namely, training courses and instructional classes in the field of telecommunications hardware and software, operation of computers, computer programming, web site design, e-commerce, cloud computing, financial management, business management and advertising; providing education, instruction and training via online interactive and non- interactive courses, classes, workshops and seminars in the field of business and e-commerce; design of educational courses, namely, development of curriculum and educational examinations for others in the field of business and e-commerce; entertainment provided via electronic and digital interactive media, namely, providing online computer games; electronic games services provided by means of the Internet, namely, providing online computer games; providing information about education and entertainment; providing information in the field of sports, sporting events, recreation activities, leisure activities, and cultural activities and exhibitions; providing online non-downloadable electronic publications, namely, books, journals, newsletters and articles in the field of business and e-commerce; arranging, organizing, hosting and conducting singing competitions; arranging, organizing, hosting and conducting musical concerts; arranging, organizing, hosting and conducting events and competitions for education purposes, namely, providing educational conferences, competitions and symposia in the field of business and e-commerce; entertainment services, namely, production and distribution of a game show; entertainment ticket agency services; providing online entertainment information and education information from a computer database or the Internet; providing non-downloadable prerecorded digital music via the Internet; providing non-downloadable prerecorded digital music online via a global computer network from MP3 Internet web sites; entertainment and education services, namely, conducting courses of instruction relating to planning, production and distribution of sound, images, digital music, movies, live or recorded audio, visual or audiovisual material for broadcasting on terrestrial cable, satellite channels, the Internet, wireless or wire-link systems and other means of communications; music entertainment services, namely, live music concerts; rental of sound recordings; entertainment in the nature of production of on-going television programs in the fields of business and e-commerce; producing entertainment, educational, documentary and news television programs in the fields of business and e- commerce for broadcasting over television; news reporters services; providing news in the field of sporting or cultural events, and in the field of current events reporting provided by satellite television transmission, the Internet or radio; production of television and radio programs and film production; production of television programs; provision of information, data, graphics, sound, music, videos, animation and text for entertainment purpose, namely, production of animation movies rendered by means of a global computer network; provision of recreational activities, sporting and gymnasium facilities; live performances by a musical band; night club services; discotheques; organization of fashion shows for entertainment purposes; night club services relating to entertainment; education services, namely, arranging and conducting educational conferences, conventions, seminars and training workshops in the field of business, e-commerce, telecommunications, computers, computer programs, cloud computing, web site design, financial management and advertising; providing research in the field of education and providing information about education; organizing and conducting exhibitions for cultural or educational purposes; art exhibition services; art gallery services, namely, rental of artwork; training services in the field of occupational health and safety, and environmental conservation; provision of cigar appreciation classes, wine tasting classes; providing research in the field of education; providing information relating to research in the field of education; arranging, organizing, planning and running of educational seminars in the field of business and e-commerce; animal training; direction in producing broadcasting programs, namely, production of television and radio programs and film production; instructional services, namely, providing training in operation of audiovisual machines and equipment used for the production of broadcasting programs; providing audio and video studios; providing sports facilities; providing facilities for movies, shows, plays, music or educational training; entertainment booking agencies, namely, booking of seats for shows and sports events; rental of motion pictures; rental and leasing of musical instruments; rental and leasing of television programs in the nature of provision of non-downloadable television programs via video on-demand service; rental and leasing of television sets; lending libraries services; archive library services; subtitling services, namely, preparing subtitles for movies; sign language interpretation services; rental of entertainment software, namely, rental of computer game software; providing online non-downloadable music and non-downloadable movies in the field of animation, children's entertainment, family entertainment, comedy, drama, documentary, action, adventure, fantasy and horror via the internet; providing online

Page: 9 of 12 / RN # 6156358 OPPOSER'S EXHIBIT C.18 computer games; entertainment services, namely, conducting contests; rental of pre-recorded video tapes; rental and leasing of game machines; rental of arcade game machines; photography; translation; language interpretation; providing informational educational and training programs in the field of risk management; lottery services; provision of facilities for entertainment shows and performances, namely, performance venues, studios, sets, dressing rooms; providing informational educational and training programs for certification of employees in the field of information technology, computer security, business management, law, financial management and financial planning; providing a website featuring on-line non- downloadable videos in the field of news, sports, entertainment, popular culture, lifestyles, music, artwork, education, information technology, finance, architecture, law, psychology, business administration, marketing, financial literacy and financial planning; providing tutoring in the field of business, e-commerce, music, artwork, education, information technology, finance, architecture, law, psychology, business administration, marketing, financial literacy and financial planning; and providing consultancy, information and advisory services in connection with the aforesaid services

CLASS 42: Scientific and technological services, namely, research and design in the field of telecommunication software and hardware design, Internet technology, the design of websites for advertising, software design, and e-commerce software and hardware design, and industrial research and analysis services in the field of e-commerce and computer software networking systems; industrial research services in the field of business and e-commerce; scientific and technological services, namely, research and design services related to telecommunication and navigation signals; design and development of computer hardware and software; computer services, namely, design and development of computer systems for transmitting information, data, documents and images over the Internet; application service provider (ASP) services, namely, hosting computer software applications of others; application service provider (ASP) services featuring software for web-based conferencing, audio conferencing, electronic messaging, document collaboration, video conferencing, and voice and call processing; providing online non-downloadable software for facilitating the interoperability of multiple software applications; providing technical support services, namely, providing backup computer programs and facilities, troubleshooting of computer software problems to end users by means of telephone or global computer network; computer services, namely, creating an online community for registered users to participate in discussions, get feedback from their peers, form virtual communities, and engage in social networking; computer technology advice provided to Internet users by means of a support hotline; computer services, namely, creating indexes of information, websites and resources on computer networks; providing search engines for the Internet; design of computers, notebook computers, laptop computers, portable computers and handheld computers; design of personal digital assistants and personal media players for others; design of mobile telephones and smart phone for others; design of digital cameras for others; computer services, namely, computer system administration for others; computer programming; computer systems integration services; computer systems analysis services; computer programming in relation to the defense against virus, namely, computer virus protection services; computer system software services, namely, design and development of online computer software systems; providing direct connection services between computer users for exchanging data, namely, providing temporary use of online non-downloadable software for the exchange of data; computer software design; computer system design; design and development of webpages for others; hosting webpages for others; hosting computer application software for others for use in searching and retrieving information from databases and computer networks; computer software consultancy; computer services, namely, providing customized searching services in the nature of searching and retrieving information from computer databases and websites at the customer's specific request via the Internet; creating, maintaining and hosting websites for others; creating an online community for registered users to develop and collaborate on address books and calendars; software design and development for others; hosting online interactive public calendars, address books and notes that allow multiple participants to share event schedules, facility reservations and transportation requests via local and global computer network; customized searching of computer databases and websites, namely, providing customized online web pages featuring user-defined information which includes online links to third party web sites; customized searching of computer databases and websites, namely, providing search engines for obtaining data from computer files on a global computer network; computer and electronic signal coding and decoding conversion for others, namely, data encryption and decoding

Page: 10 of 12 / RN # 6156358 OPPOSER'S EXHIBIT C.18 services; computer code conversion for others; conversion of physical data and documents into electronic media format; testing and evaluation services of the goods and services of others to assure compliance with industry standards; architectural design services; interior design services of buildings, offices and apartments; computer security services, namely, the provision of user certification authority services for others to ensure the security of transmitted information, namely, providing a website that features technology that enables the secure exchange of information by users; providing technological information about computers and computer networks in the field of business and e-commerce; computer security risk management programs, namely, updating of computer software relating to computer security and prevention of computer risks; computer security information, knowledge and testing services, namely, computer security consultancy in the field of scanning and penetration testing of computers and networks to assess information security vulnerability; providing quality assurance services in the field of computer software; computer security service, namely, restricting access to and by computer networks to and of undesired web sites, media and individuals and facilities; computer consultancy in the field of data security; consultancy concerning securing telecommunications technology; electronic document and e-mail authentication services; computerized communication network security services, namely, providing temporary use of non-downloadable computer software for conducting private and secure electronic communication over a private or public computer network; providing technological information in the field of Internet, the world wide web, and computerized communication network security; computer security consultancy, namely, consulting services in the fields of Internet, world wide web and computerized communication network security services, information security services; authentication in the field of computer security, namely, authentication of user identity for computer security by means of electronic signature verification services; computer services in relation to on-line authentication of electronic signatures, namely, design, development, and implementation of software for authenticating digital signatures; providing information on computer technology and programming via a web site; consultancy, information and advisory services relating to the aforesaid services; providing on-line non-downloadable computer software and computer applications for streaming videos, music and images

OWNER OF HONG KONG , REG. NO. 301840770, DATED 02-23-2011, EXPIRES 02-23- 2021

OWNER OF HONG KONG , REG. NO. 301840013, DATED 02-22-2011, EXPIRES 02-22- 2021

The mark consists of a stylized design of a profile of a head with a smiling face in the shape of a stylized lower case letter "A".

SER. NO. 88-507,951, FILED 07-10-2019

Page: 11 of 12 / RN # 6156358 OPPOSER'S EXHIBIT C.18 REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

• First Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) between the 5th and 6th years after the registration date. See 15 U.S.C. §§1058, 1141k. If the declaration is accepted, the registration will continue in force for the remainder of the ten-year period, calculated from the registration date, unless cancelled by an order of the Commissioner for Trademarks or a federal court.

• Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

• You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 12 of 12 / RN # 6156358 OPPOSER'S EXHIBIT C.19

Reg. No. 6,187,659 Cainiao Smart Logistics Holding Limited (CAYMAN ISLANDS CORPORATION) Fourth Floor, One Capital Place Registered Nov. 03, 2020 P. O. Box 847, George Town Grand Cayman, CAYMAN ISLANDS KY1-1103

Int. Cl.: 9, 16, 35, 36, 38, CLASS 9: Data processing apparatus; document printers for use with computers; integrated 39, 41, 42 circuit cards and blank smart cards; electronic publications, downloadable in the nature of books, journals, newsletters and articles in the field of business, supply chain management Service Mark and e-commerce; downloadable computer programs used in the financial management, financial planning, business management, customer relationship management (CRM), Trademark inventory management, sales force management, planning and management of personal and business finances, and marketing information management, all in the field of e-commerce, supply chain management and business; downloadable computer software applications used Principal Register in the financial management, financial planning, business management, customer relationship management (CRM), inventory management, sales force management, planning and management of personal and business finances, and marketing information management, all in the field of e-commerce, supply chain management and business; quantity indicators in the nature of level, pressure and automatic altitude indicators; electronic apparatus to check franking and apparatus to check stamping mail; money counting and sorting machines; camcorders; electronic tags for goods; time clocks; weighing machines; calibration devices for calibrating rings; electronic notice boards; Global Positioning System (GPS) apparatus; speed measuring apparatus, namely, electronic measuring device that measures the speed of vehicle, automatic guided vehicles; surveying instruments; stereoscopic apparatus, namely, image intensifier; identification threads for electric wires; semi-conductors; integrated circuits; coils, electric; time switches, automatic; fluorescent screens; remote control apparatus for automatic guided vehicles, automatic vehicles; electric installations for the remote control of industrial operations; fire extinguishing apparatus; sound alarms; batteries, electric; security tokens hardware; electronic black boxes for recording data; humanoid robots with artificial intelligence; virtual reality headsets; biochips for research or scientific purposes; electronic access control systems for interlocking doors; charging stations for electric vehicles; navigation apparatus for vehicles; computer memory devices; computers; computer programs, recorded for use in financial management, financial planning, business management, customer relationship management (CRM), inventory management, sales force management, planning and management of personal and business finances, and marketing information management, all in the field of e-commerce, supply chain management and OPPOSER'S EXHIBIT C.19 business; identity cards, magnetic; bar code readers; computer operating programs, recorded; computer peripheral devices; downloadable computer software, recorded, used for financial management, financial planning, business management, customer relationship management (CRM), inventory management, sales force management, planning and management of personal and business finances, and marketing information management, all in the field of e- commerce, supply chain management and business; couplers processing equipment, namely, couplers; optical readers; downloadable computer game software; optical data media, namely, blank optical data carriers; digital signs

CLASS 16: Paper; printed matter, namely, paper signs, books, manuals, curricula, newsletters, informational cards and brochures in the field of e-commerce and supply chain management; labels of paper or cardboard; printed publications, namely, brochures, booklets, and teaching materials in the field of e-commerce and supply chain management; wrapping paper and packing paper; office requisites, except furniture, namely, staples, paper trimmers, finger-stalls, paper embossers and rubber bands; drawing materials for blackboards; writing chalk; architects' models; writing materials, namely, pens and pencils; posters; geographical maps; newspapers; printed periodical in the field of e-commerce and supply chain management; magazines in the field of e-commerce and supply chain management; newsletters in the field of e-commerce and supply chain management; packing materials of paper or cardboard

CLASS 35: Advertising and publicity services; on-line advertising on a computer network; business management consultancy; business information; commercial administration of the licensing of the goods and services of others; commercial intermediation services, namely, negotiation and settlement of commercial transactions for third parties; negotiation and conclusion of commercial transactions for third parties; providing business information via a web site; sales promotion for others; procurement services for others, namely, purchasing of supply chain solutions for buyers and sellers; personnel management consultancy; systemization of information into computer databases; updating and maintenance of data in computer databases; business auditing; rental of vending machines; employment agency services; rental of sales stands; retail and wholesale store services featuring pharmaceutical, veterinary and sanitary preparations and medical supplies; provision of an on-line marketplace for buyers and sellers of goods and services; updating and maintenance of information in registries; compiling indexes of information for commercial or advertising purposes; business management assistance; business inquiries; commercial information agencies; business management and organization consultancy; commercial and industrial management assistance; business efficiency expert services; conducting marketing studies; business appraisals; business investigation; business organization consultancy; computerized file management; compilation of information into computer databases; search engine optimization for sales promotion; business research; business advisory services for business management; marketing research; professional business consultancy; economic forecasting services; organization of trade fairs for commercial or advertising purposes; price comparison services; commercial information and advice for consumers in the choice of products and services; outsourcing service; compilation of statistics; provision of commercial and business contact information; business management of reimbursement programmes for others; web site traffic optimization; arranging and conducting business conferences

CLASS 36: Insurance underwriting services for all types of insurance; financing services; hire-purchase financing and lease-purchase financing; investment of funds; art appraisal; rental of real estate; real estate management; brokerage, namely, business brokerage; surety services; charitable fund raising; trusteeship and fiduciary representatives; lending against security, namely, mortgage lending, vehicle lending and money lending

CLASS 38: Television broadcasting; electronic message sending; communications by computer terminals; electronic bulletin board services; providing telecommunications connections to a global computer network; providing user access to global computer networks; providing internet chatrooms; providing access to databases; providing online forums for transmission of messages among computer users; streaming of data; providing telecommunication channels for teleshopping services; transmission of digital files

CLASS 39: Transport of goods; delivery of goods; transportation logistics services, namely

Page: 2 of 5 / RN # 6187659 OPPOSER'S EXHIBIT C.19 arranging the transportation of goods for others; freight forwarding; freight brokerage; transport brokerage; packaging of goods; ship brokerage; stevedoring; vehicle rental; storage of goods; rental of warehouses; storage and warehousing, namely, storage, distribution, pickup, packing, and shipping of documents, packages, apparel and accessories, mobile phones, mobile phones accessories, telecommunication equipment, computers and related components and peripherals, office electronics such as printers and scanners, security facility such surveillance items, alarms and sensors, consumer electronics such televisions, cameras, earphones, MP3/MP4 player and smart watches, jewelry and watches, household supplies, bags, shoes, toys, cosmetics and cosmetic applicator and other freight for others via online e- commercial platform; storage information, namely, providing warehousing information; physical storage of electronically stored data or documents; rental of diving bells; distribution of energy; operating canal locks; parcel delivery; courier services; arranging of transportation for travel tours; rental of wheelchairs; launching of satellites for others; bottling services

CLASS 41: Teaching, educational services and instruction services, namely, teaching and training in business, industry and information technology and conducting classes, seminars, conferences and workshops in the field of e-commerce and supply chain management; arranging and conducting of educational conferences; mobile library services and bookmobile services; providing on-line electronic publications, not downloadable, in the nature of newsletters, periodicals, magazines in the field of e-commerce and supply chain management; publication of books; on-line publication of electronic books and journals; providing on-line music, not downloadable; providing on-line videos, not downloadable, featuring enterprise propaganda and product or service publicity; entertainment services, namely, production and distribution of a game show and conducting contests; electronic game services provided online from a computer network; health club services, namely, providing instruction and equipment in the field of physical exercise; toy rental; games equipment rental; animal training; modelling for artists; organization of lotteries

CLASS 42: Technical research in the field of supply chain solutions; research and development of new products for others; quality control for others; geological prospecting; chemistry consultation services; conducting clinical trials for others; meteorological information; material testing; industrial design; architectural services; dress designing; computer programming; computer software design; consultancy in the design and development of computer hardware; updating of computer software; maintenance of computer software; computer system analysis; computer software consultancy; software as a service (SaaS) services featuring software for monitoring and management of computer-based information systems and networks in the field of e-commerce and supply chain management; information technology consultancy; providing information on computer technology and programming via a web site; electronic data storage; cloud computing featuring software for database management, data analysis, document management, document analysis, project management, project planning, budget management; providing temporary use of online non- downloadable cloud-based software for storing and managing electronic data, accessing databases and internet security in the field of e-commerce and supply chain management; conversion of computer programs and data, other than physical conversion; data security consultancy; data encryption services; monitoring of computer systems for detecting unauthorized access or data breach; data search in computer files for others in the nature of searching and retrieving information, sites, and other resources available on computer networks for others

OWNER OF CHINA , REG. NO. 29675030, DATED 01-21-2019, EXPIRES 01-20-2029

OWNER OF CHINA , REG. NO. 29680819, DATED 01-21-2019, EXPIRES 01-20-2029

OWNER OF CHINA , REG. NO. 29685118, DATED 01-21-2019, EXPIRES 01-20-2029

OWNER OF CHINA , REG. NO. 29679751, DATED 01-21-2019, EXPIRES 01-20-2029

OWNER OF CHINA , REG. NO. 29673095, DATED 01-21-2019, EXPIRES 01-20-2029

OWNER OF CHINA , REG. NO. 29673122, DATED 01-21-2019, EXPIRES 01-20-2029

Page: 3 of 5 / RN # 6187659 OPPOSER'S EXHIBIT C.19

OWNER OF CHINA , REG. NO. 29688580, DATED 01-21-2019, EXPIRES 01-20-2029

OWNER OF CHINA , REG. NO. 29676458, DATED 01-21-2019, EXPIRES 01-20-2029

The mark consists of a mascot with a round body, two feet, one large eye comprised of an oblong shape outline with an upside-down triangle at the bottom in the center encircling the eye comprised of a shaded circle within the outline of a circle in the center of the oblong shape outline and a crescent shape on the top, the right and left side of the body appears attached to it.

SER. NO. 88-310,483, FILED 02-21-2019

Page: 4 of 5 / RN # 6187659 OPPOSER'S EXHIBIT C.19 REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

• Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

• You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 5 of 5 / RN # 6187659 OPPOSER'S EXHIBIT C.20

Reg. No. 6,083,281 BeWhere Inc. (CANADA CORPORATION) 3264 Lakeshore Blvd West Registered Jun. 23, 2020 Etobicoke, Ontario, CANADA M8V1M4 CLASS 9: Computer hardware and recorded computer software for collecting, publishing, Int. Cl.: 9, 35, 38, 42 organizing, modifying, tracking, transmitting, storing, saving and sharing data, namely, audio, video, text, documents, visual data and information, namely, graphics and audiovisual Service Mark information; Electronic tags for goods; Global positioning system; Global positioning system (GPS) consisting of computers, recorded computer software for tracking a device's position, Trademark transmitters, receivers, and network interface devices; Global positioning system receivers; Recorded computer software for logistics, namely, software for tracking documents, Principal Register packages, freight and inventory; Recorded computer software for use in managing and controlling inventories; Recorded computer software that allows transmission of graphics to mobile telephones; global positioning system (GPS) consisting of transmitters; Recorded computer software for use in supply chain management, namely, computer software for use in providing product information relating to location and environmental conditions; Recorded computer software for inputting, accessing and downloading information related to material tracking and inventory control; Wireless cellular phone headset modules for use in collecting, publishing, organizing, modifying, tracking, transmitting, storing, saving and sharing data, namely, audio, video, text, documents, visual data and information, namely, graphics and audio visual information; Recorded computer software that controls, customizes and automates data network connections electronic devices, namely, wireless cellular phone headsets

FIRST USE 11-10-2014; IN COMMERCE 10-1-2015

CLASS 35: Inventory management and control services, namely, provision of a computerized database of inventory management control and business tracking information; Supply chain management services

FIRST USE 11-10-2014; IN COMMERCE 10-1-2015

CLASS 38: Wireless communications services, namely, transmission of graphics to mobile telephones; Telecommunication services, namely, providing remote Internet access to electronic files stored in an internet server and cloud; Transmission of audio, text, video, documents, information and visual data over a global computer network; Telecommunication services, namely, transmission of voice, data, graphics, images, audio and video by means of telecommunications networks, wireless communication networks, and the Internet; telematic transmission of information by telematic codes; transmission of information via computers connected to the same telematics network; networking services for cloud computing, namely, providing access to telecommunication networks for cloud computing

FIRST USE 11-10-2014; IN COMMERCE 10-1-2015 OPPOSER'S EXHIBIT C.20

CLASS 42: Consulting services in the field of cloud computing; Computer services, namely, cloud hosting provider services; Design, development and implementation of computer software for inventory management, supply chain management, cloud storage of data; Cloud computing provider services in the nature of cloud hosting provider services for general storage of data; electronic monitoring and reporting of sensor data related to inventory and supply chain management using computers or sensors

FIRST USE 11-10-2014; IN COMMERCE 10-1-2015

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAIM TO ANY PARTICULAR FONT STYLE, SIZE OR COLOR

SER. NO. 88-459,230, FILED 06-04-2019

Page: 2 of 3 / RN # 6083281 OPPOSER'S EXHIBIT C.20

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 3 of 3 / RN # 6083281 OPPOSER'S EXHIBIT C.21

Reg. No. 5,947,462 WaveMark, Inc. (DELAWARE CORPORATION) One Monarch Dr. Suite 140 Registered Dec. 31, 2019 West Des Moines, IOWA 01460 CLASS 9: Computer software and hardware for RFID data and sensor management; Int. Cl.: 9, 35 Computer software for providing an on-line database in the field of transaction processing to upload transactional data, provide statistical analysis, and produce notifications and reports; Service Mark Computer software for the collection, editing, organizing, modifying, book marking, transmission, storage and sharing of data and information; Computer software for the field of Trademark warehousing and distribution, to manage transactional data, provide statistical analysis, and produce notifications and reports; Computer software that provides real-time, integrated Principal Register business management intelligence by combining information from various databases and presenting it in an easy-to-understand user interface; Computer software that provides web- based access to applications and services through a web operating system or portal interface; Computer software, namely, an application allowing sales and field service employees to update and receive data stored in an enterprise's computer databases in real time, using a mobile device, with full telephony integration with the telephone and/or software features of the mobile device; Global positioning system (GPS) consisting of computers, computer software, transmitters, receivers, and network interface devices; Computer software for inventory supply, tracking, cost and usage monitoring in the field of medicine and healthcare

FIRST USE 12-1-2004; IN COMMERCE 12-1-2004

CLASS 35: Business management services, namely, managing logistics, reverse logistics, supply chain services, supply chain visibility and synchronization, supply and demand forecasting and product distribution processes for others; Electronic data collection and data submission services for business purposes in the fields of medicine and healthcare; Inventory management; business management services in the nature of workflow; Inventory management in the field of healthcare; business management services in the nature of workflow management in the field of healthcare; Providing business intelligence services; Supply chain management services

FIRST USE 12-1-2004; IN COMMERCE 12-1-2004

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAIM TO ANY PARTICULAR FONT STYLE, SIZE OR COLOR

SER. NO. 88-160,105, FILED 10-18-2018 OPPOSER'S EXHIBIT C.21

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 2 of 2 / RN # 5947462 OPPOSER'S EXHIBIT C.22

Reg. No. 5,656,623 MYE ENTERTAINMENT, INC. (CALIFORNIA CORPORATION) 28460 Westinghouse Place Registered Jan. 15, 2019 Valencia, CALIFORNIA 91355 CLASS 9: Electronic communications systems comprised of computer hardware and software Int. Cl.: 9, 35 for the transmission of data between two points; Electronic transmitters and receivers for tracking and reporting on mobile assets; Transponder location system; Transponders; Service Mark Wireless transmitters and receivers; Automated systems, namely, software, hardware and communications devices for planning, scheduling, controlling, monitoring and providing Trademark information on transportation assets and parts thereof; Computer application software for mobile phones and computers, namely, software for locating, tracking, monitoring and Principal Register controlling other electronic or mechanical devices; Computer hardware and software system for tracking people, objects and pets using GPS data on a device on the tracked people, objects and pets; Computer hardware for locating and tracking mobile assets, for monitoring diagnostic data and for transmitting the data via internet, GPS, cellular or wireless networks; Computer software for locating, tracking, monitoring and controlling other electronic or mechanical devices that may be downloaded from a global computer network; Downloadable cloud-based software for locating, tracking, monitoring and controlling other electronic or mechanical devices; Electronic devices for locating and tracking mobile assets for commercial purposes using wireless communication networks; GPS tracking devices; Parts for anti-theft automotive alarms, namely, electronic sensors, remote control transmitters and receivers for remotely operating land vehicles; Software for monitoring and controlling communication between computers and automated machine systems; Vehicle detection equipment, namely, display monitors, computers, image sensors, video cameras, and operating system and application software to detect vehicle location; Vehicle locating, tracking and security system comprised of an antenna and radio transmitter to be placed in a vehicle; Vehicle tracking devices comprised of cellular radio modules, computer software and computer hardware, sensors, transmitters, receivers and global positioning satellite receivers, all for use in connection with vehicle tracking, vehicle monitoring and anti-theft vehicle alarms; Wireless controllers to monitor and control the functioning of other electronic devices; Wireless controllers to remotely monitor and control the function and status of other electrical, electronic, and mechanical devices or systems, namely, serial port transmitters and receivers

FIRST USE 7-17-2018; IN COMMERCE 7-17-2018

CLASS 35: Financial record-keeping for insurance risk management and regulatory compliance purposes; Help in the management of business affairs or commercial functions of an industrial or commercial enterprise; Information services relating to business matters; Interactive record-keeping services for use in risk management and regulatory compliance by insurers and professionals in the medical field; Logistics management in the field of mobile asset verification, security and loss prevention; Management and compilation of computerised databases; Monitoring mobile assets of others for business purposes; Providing a secured OPPOSER'S EXHIBIT C.22 access database via the Internet through which documents and images can be viewed, copied, and printed for purposes of conducting corporate transactions; Providing business information, also via internet, the cable network or other forms of data transfer; Providing electronic tracking of intellectual and industrial property assets to others for business purposes; Providing online business risk management service for use in project management; Providing transportation documentation for others; Tracking and monitoring insurance compliance for business purposes; Tracking and monitoring automobiles, trucks, trailers, cargo containers, marine vessels and airplanes for others for account auditing purposes; Tracking, locating and monitoring of vehicles, maritime vessels and aircraft services for commercial purposes; Business advisory services in the field of locating and monitoring mobile assets; Computer-assisted business information and research services; Freight logistics management; Monitoring services for business purposes to ascertain the geographic locations of movable objects, namely, motor vehicles and individuals; Providing tracking services and information concerning tracking of assets in transit, namely, vehicles, trailers, drivers, cargo and delivery containers for business inventory purposes; Providing an on-line computer database for the reporting and tracking of vehicle and boat moves and location for business purposes; Providing business information in the field of asset verification and loss prevention; Providing electronic tracking of freight information to others for business administration purposes

FIRST USE 7-17-2018; IN COMMERCE 7-17-2018

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAIM TO ANY PARTICULAR FONT STYLE, SIZE OR COLOR

No claim is made to the exclusive right to use the following apart from the mark as shown: "INVENTORY"

SER. NO. 87-443,614, FILED 05-10-2017

Page: 2 of 3 / RN # 5656623 OPPOSER'S EXHIBIT C.22

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 3 of 3 / RN # 5656623 OPPOSER'S EXHIBIT C.23

Reg. No. 5,865,269 Making Performance Matter, LLC (MARYLAND LIMITED LIABILITY COMPANY), DBA Ovalz Registered Sep. 24, 2019 4500 East West Highway, Suite 200 Bethesda, MARYLAND 20814

Int. Cl.: 9, 35 CLASS 9: Supply chain and logistics hardware and software for providing machine-readable variable environmental, supply chain, logistics, and product authentication information about Service Mark a variety of products, namely, smart wireless tracking sensors, location labels in the nature of wireless GPS tracking devices, portable sensor apparatus in the nature of wireless GPS Trademark tracking devices, and software applications, for managing, authenticating, locating and communicating data and information regarding environmentally sensitive products during Principal Register transport

FIRST USE 9-00-2017; IN COMMERCE 9-00-2017

CLASS 35: Business consulting in the fields of human tracking, environmental tracking, physical asset tracking, product authentication, product location, and product integrity, all related to supply chain and logistics

FIRST USE 9-00-2017; IN COMMERCE 9-00-2017

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAIM TO ANY PARTICULAR FONT STYLE, SIZE OR COLOR

SER. NO. 87-838,241, FILED 03-16-2018 OPPOSER'S EXHIBIT C.23

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 2 of 2 / RN # 5865269 OPPOSER'S EXHIBIT C.24

Reg. No. 5,752,143 Klein, Elliot (UNITED STATES INDIVIDUAL) 20185 E Country Club Dr., Apt 2506 Registered May 14, 2019 Aventura, FLORIDA 33180 CLASS 9: Global positioning system (GPS) consisting of computers, computer software, Int. Cl.: 9, 35 transmitters, receivers, and network interface devices

Service Mark FIRST USE 2-1-2001; IN COMMERCE 2-27-2019 Trademark CLASS 35: Transportation logistics services, namely, arranging the transportation of goods for others Principal Register FIRST USE 2-27-2019; IN COMMERCE 2-27-2019

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAIM TO ANY PARTICULAR FONT STYLE, SIZE OR COLOR

SER. NO. 87-605,179, FILED 09-12-2017 OPPOSER'S EXHIBIT C.24

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 2 of 2 / RN # 5752143 OPPOSER'S EXHIBIT C.25

Reg. No. 5,941,134 Making Performance Matter, LLC (MARYLAND LIMITED LIABILITY COMPANY), DBA Ovalz Registered Dec. 24, 2019 4500 East West Highway, Suite 200 Bethesda, MARYLAND 20814

FIRST USE 9-00-2017; IN COMMERCE 9-00-2017

The mark consists of a solid circle with an open area on the upper right corner and filled in with small spheres that protrude out to form a small triangle.

SER. NO. 87-838,247, FILED 03-16-2018 OPPOSER'S EXHIBIT C.25

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 2 of 2 / RN # 5941134 OPPOSER'S EXHIBIT C.26

Reg. No. 5,521,987 INNOGY SE (GERMANY SOCIETAS EUROPAE (SE)) Opernplatz 1 Registered Jul. 24, 2018 Essen, FED REP GERMANY 45128 CLASS 9: Information technology and audiovisual equipment, namely, computer hardware, Int. Cl.: 9, 35, 37, 38, 39, audiovisual receivers, audio amplifiers, video projectors, audio/video cable connectors, audio 40, 42 speakers; Cables for electricity, and apparatus and instruments for electricity, namely, electric wires, electrical converters, electrical plugs and sockets; Electromagnetic coils, Igniting Service Mark apparatus, electric, for igniting at a distance in the nature of igniters for heating systems, namely, remote controls for igniters for heating systems, electric igniters used in connection Trademark with ballasts to start discharge lamps, electronic transformers for electricity, automatic indicators of levels of output of electricity, electricity branch boxes in the nature of electricity Principal Register connection boxes, electric junction boxes, electricity limiter, Anti-interference devices, namely, filters for radio interference, suppression and for static electricity elimination, electric measuring devices for measuring temperature, air pressure, humidity, Precision measuring apparatus namely, pressure gauges, pressure sensors, motion sensors, optical sensors, temperature sensors, velocity sensors, Signaling, checking and teaching apparatus and instruments, namely, calculators; Apparatus, devices and instruments for recording, transmitting, delivery or reproduction of sound or images; apparatus and instruments for conducting, switching, transforming, accumulating, regulating or controlling electricity; Electrical and mechanical data processing equipment and accessories, namely, computer scanners, laser scanners, optical scanners, peripherals adapted for use with computers, computer electronic components and parts; Computers; Computer networking and data communications equipment, namely, wireless communication devices for voice, data or image transmission, telecommunications and data networking devices for transporting and aggregating voice, data, and video communications across multiple network infrastructures and communications protocols; Modem for the connection of computers, telephones, fax machines and remote monitored devices to communication devices; pre-recorded magnetic and optical data carriers containing software for home automation systems and software for the use in the field of energy management; Downloadable electronic publications, namely, newsletters and magazines in the field of business news in the energy, oil, and gas industries; Recorded software for data management for the energy, oil and gas industries; Recorded data, namely, audio and video recordings featuring information about efficient energy usage; Recorded and unrecorded computer databases, namely, databases recorded on computer media and downloadable databases, in the field of developing renewable energy sources; Blank Smart cards, Encoded smart cards containing programming used for home automation systems; Encoded identification cards and encoded service cards in the nature of key cards for doors, Blank magnetic and optical sound and image carriers; electronic games software, Magnets, magnetizers for magnetic tapes and demagnetizers for magnetic tapes; Safety, security, protection and signalling devices, namely, alarm systems for businesses and stores comprised of alarm installations and alarms, home alarm systems comprised of alarm installations and alarms, medical alert systems comprised of electronic signal transmitters and receivers, electronic sensors, and computer software and hardware, for sending an alert during OPPOSER'S EXHIBIT C.26 medical emergency, emergency signal transmitters; Navigation, guidance, tracking, targeting and map making devices, namely, GPS navigation and tracking device, Electronic devices used to locate lost articles employing the global positioning system or cellular communication networks; Measuring, detecting and monitoring instruments, indicators and controllers, namely, coordinate measuring machines, carbon dioxide detectors, automatic altitude indicators, electrical controllers; controllers in the nature of regulators for voltage; Integral component parts for all abovementioned goods, as far as included in this class

CLASS 35: Advertising; Market research; promotional services; professional business and/or organizational consulting services in the field of advertising and marketing; Publication of publicity texts; Providing commercial information about products to consumers; Writing of publicity texts; business management; arranging and conducting trade shows and exhibits for commercial and advertising purposes; arranging and conducting of advertising events; demonstration of goods and services; presentation of goods for advertising purposes; press advertising in magazines, journals and daily newspapers; radio and television advertising; perimeter advertising in stadiums; bill-posting; Telephone answering for unavailable subscribers; office functions; organization of fairs and exhibitions for corporate offices for advertising purposes; Business consultancy and advisory services in business matters in the fields of communication technology and the energy sector; services of property developers, in particular organizational preparation of building projects, namely, business project management services for building construction projects; business services for third parties, namely, outsourcing services in the nature of arranging procurement of energy and fuels via pipeline networks, via tubing networks, via service contracts for other companies; business consultancy for third parties in the field of the production, procurement, transport and use of energy and water; business advisory services for the optimization of heat generating plants; marketing services, in particular marketing for waste removal, waste water treatment, contaminated sites remediation services, particularly the recovery and removal of waste; business assistance, management and administrative services; business analysis, research and information services; business management and company behavior management in the nature of business operation management for third parties, in particular in the fields of energy, gas, water and waste water; business management and company behavior management in the nature of business operation management for third parties, in particular of heat generating plants; heating cost billing, namely, billing of cost of heat consumption for third parties; Payroll preparation; Business administrative services for the organization of access to pipeline networks of third parties; conduction of commercial services, in particular billing of energy supply for third parties; administrative acceptance and processing of purchase orders in the field of energy supply; cost price analysis in the field of energy procurement and supply; compilation of statistics in the field of energy procurement and supply; procurement services for others in the nature of purchasing goods and services for other businesses in the field of energy procurement and supply; Mediation of trade business and contracts for third parties in the field of energy procurement and supply, particularly mediation of contracts for purchase and sale of goods and services, namely, of transport capacities, transportation services via pipeline networks, storage capacities and gas structuring services, also providing the foregoing in connection with e-commerce venues for third parties; business management of power plants for the generation, conduction or supply of electric and/or thermic energy, gas or water for third parties; Commercial trading, namely, providing commercial trade information and consumer information services in the nature of commercial information and advice for consumers; auctioneering services, Rental of vending machines, agency services, namely, purchasing agents and advertising agency services; organization of auctioneering services; collective buying services, namely, facilitating group purchase of energy, gas and fuel supply and distribution services; commercial evaluation services; preparation of competitions, namely, arranging and conducting business competitions for businesses and entrepreneurs to compete for seed capital, business marketing support, and business technology support to facilitate business activities; agency business services, namely, import and export agency, Negotiation and agency services, namely, negotiation of business contracts and commercial transactions for third-parties, by negotiation agents; ordering services, namely, electronic processing of orders for others; price comparison services; procurement services for third parties, namely, procurement of contracts for others for the purchase of energy; subscription service, namely, arranging subscriptions to energy and gas supply and distribution for others; rental, letting and leasing of objects in relation to the provision of the services, as far as included in this class, namely, of publicity materials and

Page: 2 of 6 / RN # 5521987 OPPOSER'S EXHIBIT C.26 office machinery and equipment; consulting and information in regard to the aforementioned services, as far as included in this class

CLASS 37: Building, construction and demolition of landfills, power plants, power supply lines, sewer pipes, water pipes; Rental of building, construction and demolition tools and rental of plant and power plant building and construction equipment for power plants, power supply lines, sewer pipes, water pipes, building construction and demolition; Mining extraction, oil and gas extraction; Property developer services, in particular the execution of construction projects, in particular landfill construction, building area development in the nature of real estate development, building construction services, and sports facility construction; Installation, cleaning, repair and maintenance works as well as interference suppression of electrical apparatus in relation to data communication hardware, devices, apparatus and installations in the fields of energy, electrical engineering, building, communication and environment technology as well as machine, plant and building construction technology, dismantling of oil tanks; interference suppression in electrical apparatus, particularly in the fields of energy, electrical engineering, building, communication and environment technology as well as machine, plant and building construction technology, construction and maintenance of networks for the transportation of natural gas, liquid natural gas, oil, electrical energy; Construction management for the organization of the physical access to oil and gas pipeline networks for third-parties, in particular for building construction purposes and urban development; Rental, letting and leasing of building and construction equipment in relation to the provision of the services, as far as included in this class; consulting and information in regard to the aforementioned services, as far as included in this class

CLASS 38: Telecommunication, in particular data, picture and voice services, namely, multimedia services in the nature of transmission of sound and vision via interactive multimedia networks, telephone services, providing of telephone conference facilities, electronic inquiry and order transmission services, Facsimile transmission and data communication by email services, telephone hotline and emergency communication services, Electronic transmission of voice, data, images, signals, and messages for purposes of navigation and global positioning; operation in the nature of providing and rental of telecommunication facilities, in particular for radio and television broadcasting; Telecommunication collection and delivery of messages and general information by electronic transmission; letting and leasing of telecommunication equipment in relation to the provision of the services, as far as included in this class; consulting and information in regard to the aforementioned services, as far as included in this class

CLASS 39: Distribution by pipeline and cable of gas, electricity, water and sewage; Transport of goods by land, sea or air; Transportation services in the nature of water distribution and supply; Storage of waste from power plants; Transportation and storage of filled oil tanks; Logistics services in the transportation sector, namely, supply chain logistics and reverse logistics services, namely, storage, transportation and delivery of goods for others by air, rail, ship or truck; Logistics services in the transportation sector through a utility company or through municipal utilities, in particular by supplying municipalities, private households, businesses and industry with electricity, gas, water and district heat; Storage, transportation, distribution and delivery of energy and fuels by cable networks and by service contracts with third parties; Storage, transportation, distribution and delivery of energy and fuels by pipelines and by service contracts with third parties; storage of fuels and energy materials; Rental of pipeline network equipment being parts of energy distribution networks, for the purpose of energy transportation; Packaging and storage of goods; rental of motor vehicles, ships and air planes; rental of garages and car parks; transportation and distribution of grid gas, natural gas and liquefied natural gas, electricity, water and district heat; transportation of waste; operation of landfill sites, namely, storage of waste oil and waste; Remediation of contaminated soils by removal and storage of the contaminated soils on landfills; Vehicle parking and vehicle storage, mooring; rental, letting and leasing of equipment for energy, fuel, electricity, gas, water and heat distribution, of land vehicles for transportation of goods, and of waste, rental of storage containers, all in relation to the provision of the services, as far as included in this class; consulting and information in regard to the aforementioned services, as far as included in this class

CLASS 40: Custom manufacture and assembly services for telecommunications equipment,

Page: 3 of 6 / RN # 5521987 OPPOSER'S EXHIBIT C.26 energy pipeline network equipment, home and business automation systems; Waste treatment; Waste water treatment, sealing of contaminated sites, namely, recycling and removal in the nature of destruction of all types of waste; Energy production, especially by water, oil and natural gas; Remediation of contaminated soils by soil treatment services; remediation by separation, incineration, sorting and destruction of all types of waste; air and water conditioning and purification; provision of water management measures, namely, treatment of drinking water, service water and waste water; Treatment of materials of natural resources, other raw materials, of energy and of substances, namely, treatment of oil, gas, and fuel, and transformation in the nature of refining of products resulting from the treatment as well as chemical and petrochemical products, namely, refining of chemicals, petrochemicals, fuel, and biodiesel fuel; Printing, and photographic film development and cinematographic film development; Rental, letting and leasing of treatment equipment for oil, gas, fuel, waste, water and soil, refining equipment for chemicals, petrochemicals, and fuels, all in relation to the provision of the aforementioned services, as far as included in this class; consulting and information in regard to the aforementioned services, as far as included in this class

CLASS 42: IT services, namely, development, programming and implementation of software, development of computer hardware, Hosting services, namely, hosting computer software applications of others and cloud hosting provider services, and services for software as a service featuring software for home and business automation systems, energy and waste management, and rental of software, rental of computer hardware and computer systems; IT consultancy, advisory and information services; IT security, namely, computer consultation in the field of computer security; IT protection and restoration, namely, remote computer backup services, and recovery of computer data; IT media duplication of data and data conversion of electronic information services, data coding services in the nature of data encryption, computer systems analysis and diagnosis; Development of computers and computer systems and implementation of computer and computer systems technologies; computer project management services, data mining; Computer network services, namely, computer network configuration; updating of database systems containing memory banks of computer systems, data migration services, updating websites for third parties, monitoring of computer systems by remote access to ensure proper functioning; Science and technology services, namely, scientific research in the field of energy production and management, technology consultation in the field of energy production and management, technology consultation in the field of home and business automation systems; Technological planning of pipelines for gas, water, waste water and of telecommunications lines; conduction of mineral exploration, as well as exploration for energy and resulting substances and products and all types of chemical and petrochemical products, namely, exploration of oil, gas and petroleum and geophysical exploration for the oil, gas and mining industries; engineering consultancy in the field of the conservation of energy and environmentally friendly and/or efficient energy generation for consumers and companies; monitoring of production processes of gas and liquid petroleum, in particular injections and withdrawals, for quality control purposes, as well as providing quality control of the injection and withdrawal of gases and liquid petroleum for transportation purposes; engineering services, in particular technical engineering calculations; research in the field of environmental protection; Development of software for data processing, in particular software in the field of energy purchase, energy supply, energy delivery and energy transport; engineering security services, in particular engineering consultancy in the field of security; technological planning of utility infrastructure projects, sewerage systems, septic systems and power plants; engineering consultancy, conducting engineering surveys and engineering calculations in the field of the generation, acquisition, transport and use of energy, gas, water and waste water; technological planning of heat generation plants; technological consultancy to optimize heat generation plants; technology supervision of industrial machinery in the fields of energy, gas, water and waste water and of heat generation plants; services in the fields of science and technology as well as related research and development services, namely, research and development of new technology and products in the energy, gas, water, and waste water industries; analysis for oil-field exploitation; engineering services in the fields of energy technology, electrical engineering, building technology, communication technologies and environmental engineering as well as mechanical engineering, plant engineering and equipment engineering; technological planning for the production of equipment, plants and facilities in the fields of energy technology, electrical engineering, building technology, communication technologies and environmental engineering as well as mechanical engineering, plant engineering and

Page: 4 of 6 / RN # 5521987 OPPOSER'S EXHIBIT C.26 equipment engineering; exploration of mineral resources; engineering services, in particular in the fields of gas transportation, the supply of gas, heat and energy as well as the use of natural gas; testing, authentication and quality control in the field of home and business automation systems and in the field of energy distribution and waste management; design services for others in the field of machinery and computer software; underground engineering services in relation to property development and construction projects; rental, letting and leasing of equipment for engineering calculations, surveying equipment, laboratory apparatus and instruments, all in relation to the provision of the aforementioned services, as far as included in this class; consulting and information in regard to the aforementioned services, as far as included in this class

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAIM TO ANY PARTICULAR FONT STYLE, SIZE OR COLOR

PRIORITY CLAIMED UNDER SEC. 44(D) ON GERMANY APPLICATION NO. 302015062939, FILED 12-16-2015, REG. NO. 302015062939, DATED 07-19-2016, EXPIRES 12-31-2025

SER. NO. 87-066,907, FILED 06-10-2016

Page: 5 of 6 / RN # 5521987 OPPOSER'S EXHIBIT C.26

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 6 of 6 / RN # 5521987 OPPOSER'S EXHIBIT C.27

Reg. No. 5,829,307 PROPEL GPS, LLC (VIRGINIA LIMITED LIABILITY COMPANY) 11501 Sunset Hill Road, Suite 350 Registered Aug. 06, 2019 Reston, VIRGINIA 20190 CLASS 9: Computer hardware and computer software for use in tracking, monitoring, and Int. Cl.: 9, 42 managing the condition, status, location, security and integrity of tangible assets, equipment, vehicles and cargo for measuring, tracking, reporting, and logging the status of shipments, Service Mark inventory, and vehicles; Computer hardware and computer software for use with global position systems (GPS), general packet radio services ( GPRS), radio frequency identification Trademark (RFID) tags, and satellite communication technologies for monitoring and managing tangible assets, equipment, vehicles and cargo for measuring, tracking, reporting, and logging the Principal Register status of shipments, inventory, and vehicles; Computer hardware and computer software for use in collecting, analyzing, and displaying data on the identity, location, and status of tangible assets, equipment, vehicles, and cargo; Computer hardware and computer software for use in analyzing and displaying mapped routes to monitor the identity, location, and status of tangible assets, equipment, vehicles, and cargo; Computer hardware and computer software to detect, alert, and respond to tampering and unauthorized access to tangible assets, equipment, vehicles, and cargo; Computer hardware and computer software for use in providing real-time alerts and updates on the location of tangible assets, equipment, vehicles and cargo to improve transit times, identify diversion of tangible assets from established routes and locations, identify theft, and recover stolen tangible assets; Computer hardware and computer software for real-time identification and tracking of the location, movement and condition of high-value tangible assets; Computer hardware and computer software for use by large organizations, manufacturers, heavy industry and governments to manage tangible assets in distributed supply chains and complex logistics to track inventory shipments; Systems for monitoring and tracking cargo conveyances comprised of temperature sensors, and electronic devices for locating and tracking programmed to use global positioning systems (GPS); Computer hardware and computer software for use in tracking and monitoring the location of people and managing the location of people by allowing users to send messages to employees; Computer hardware and computer software for use in tracking, monitoring vehicles and driver performance; Computer hardware and computer software for use in monitoring water, fuel and gas tank levels, chemicals, waste and other liquid substances, for measuring, recording and transmitting liquid levels in containers; Computer hardware and computer software for use in identifying geo-fencing and providing the user with geo-fencing alerts and identifying location-based services within a geo-fence; Computer hardware and computer software for use in transmitting electronic data, namely, short message services (SMS) communications; Computer hardware and computer software for use in supply chain logistics and cargo and inventory management and control, and monitoring OPPOSER'S EXHIBIT C.27 and managing shipments; Computer hardware and computer software for use in tracking and monitoring the condition, status, location, security and integrity of assets, equipment, and cargo throughout a supply chain; Computer hardware and computer software for use in carton, pallet, container, and fixed position data collection and encoding for supply chain management; Computer hardware and computer software for by product suppliers in the generation of unique identification labels applied to products provided by suppliers to governmental agencies

FIRST USE 12-31-2018; IN COMMERCE 12-31-2018

CLASS 42: Providing on-line non-downloadable software for use in supply chain logistics and cargo and inventory management and control, monitoring and managing shipments and inventory for measuring, tracking, reporting, and logging the status of shipments, inventory, and vehicles; providing on-line non-downloadable software for storing, tracking, reporting, and recording inventory information; providing on-line non-downloadable software for use in tracking and monitoring the condition, status, location, security and integrity of tangible assets, equipment, and cargo throughout a supply chain; providing on-line non-downloadable software for use in tracking and monitoring the condition, status, location, security and integrity of tangible assets, equipment, vehicles and cargo and managing the aforementioned by sending messages to vehicle drivers and field operators; providing on-line non- downloadable software for use in carton, pallet, container, and fixed position data collection and encoding for supply chain management; providing on-line non-downloadable software for with global positioning system (GPS), general packet radio service (GPRS), radio frequency identification (RFID), and satellite communication technologies for monitoring and managing tangible assets, equipment, vehicles and cargo for measuring, tracking, reporting, and logging the status of shipments, inventory, and vehicles; providing on-line non- downloadable software for use in collecting, analyzing, and displaying data on the identity, location, and status of tangible assets, equipment, vehicles, and cargo; providing on-line non- downloadable software for use in analyzing and displaying mapped routes to monitor the identity, location, and status of tangible assets, equipment, vehicles, and cargo; providing online online non-downloadable software to detect, alert, and respond to tampering and unauthorized access to tangible assets, equipment, vehicles, and cargo; providing on-line non- downloadable software for use in providing real-time alerts and updates on the location of tangible assets, equipment, vehicles and cargo to improve transit times, identify diversion of tangible assets from established routes and locations, identify theft, and recover stolen tangible assets; providing on-line non-downloadable software for use by product suppliers in the generation of unique identification labels applied to products provided by suppliers to governmental agencies; consulting services in the fields of radio frequency identification (RFID) computer system integration, program management in the nature of computer programming for others, and computer and sensor system and computer and sensor network design; technical support services, namely, troubleshooting in the nature of diagnosing computer hardware and software problems; Technical support services, namely, 24/7 monitoring of network systems, servers and web and database applications and notification of related events and alerts; Technical support, namely, monitoring technological functions of computer network systems; Software as a service (SAAS) services featuring software in the field of transportation, fleet management, tracking, dispatch, notification, field force management, service management, scheduling, for objects and assets, including vehicles, persons, containers, equipment and materials for dispatching and scheduling shipments and for measuring, tracking, reporting, and logging the status of vehicles, persons, containers, and inventory; Providing on-line non-downloadable software for real-time identification and tracking of the location, movement and condition of high-value tangible assets; Providing online non-downloadable software for use by large organizations, manufacturers, heavy industry and governments to manage tangible assets in distributed supply chains and complex logistics for measuring, tracking, reporting, and logging the status of vehicles, persons, containers, shipments and inventory; Providing on-line non-downloadable software for providing readouts of sensor information from tracked shipments and for providing automatic safety and condition alerts, all for use on systems for monitoring and tracking cargo conveyances comprised of temperature sensors, and electronic devices for locating and tracking programmed to use global positioning systems (GPS); Providing on-line non-downloadable software for use in tracking and monitoring the location of people and managing the location of people by providing messages to send employees to specific locations; Providing on-line

Page: 2 of 4 / RN # 5829307 OPPOSER'S EXHIBIT C.27 non-downloadable software for use in tracking, monitoring vehicles and driver performance; Providing on-line non-downloadable software for use in monitoring water, fuel and gas tank levels, chemicals, waste and other liquid substances for measuring, recording and transmitting liquid levels in containers; Providing on-line non-downloadable software in identifying geo- fencing and providing the user with geo-fencing alerts and identifying location-based services within a geo-fence; Providing on-line non-downloadable software for use in transmitting electronic data, namely, short message services (SMS) communications

FIRST USE 12-31-2018; IN COMMERCE 12-31-2018

The mark consists of a rocket with a body in the shape of a global positioning system (GPS) pin at the center of the design. Clouds appear below and to the sides of the rocket. The entire design is within a circle.

SER. NO. 87-223,083, FILED 11-01-2016

Page: 3 of 4 / RN # 5829307 OPPOSER'S EXHIBIT C.27

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 4 of 4 / RN # 5829307 OPPOSER'S EXHIBIT C.28

Reg. No. 6,160,610 GENERIX GROUP FRANCE (FRANCE Société anonyme à directoire et conseil de surveillance. ) Registered Sep. 29, 2020 L'arteparc De Lille - Lesquin, Bâtiment A, 2 Rue Des Peupliers; F-59810 Int. Cl.: 9, 35, 38, 39, 42 FRANCE CLASS 9: Software for the management and execution of orders and other logistic supply Service Mark chain operations; order and warehouse management software; software for the distribution of goods or services by electronic means; order information management software related to Trademark identification, individualization, composition, origin, ownership, quantity, quality, location, delivery, guarantee, approvals and acceptances of or on goods or services; management Principal Register software for executing orders for goods and services, enabling the delivery, validation, transmission, acceptance, modification and rejection of orders; software and software applications for the electronic exchange of data concerning the chain for supply of execution solutions covering good and service specification, route planning, vehicle tracking, distribution chain monitoring, equipment and driver supervision, shipment visibility and transport and transporter management, performance reporting and claims management; apparatus for recording, transmission or reproduction of sound or images ; magnetic recording media, namely, blank magnetic disks; sound recording disks, namely, blank recording disks; blank compact audio-video disks, blank DVDs and blank digital storage media; blank CD-ROMs for sound or video recording; data processing equipment; computers; integrated circuit cards, namely, blank smart cards; microprocessors; printed circuits; integrated circuits, blank USB flash drives; electronic tags for goods; optical readers; barcode readers; downloadable electronic publications in the nature of journals, magazines, newspapers, articles in the field of the management and execution of orders and other logistics supply chain operations; scanners for data processing; magnetic and optical data media, namely, blank magnetic and optical data carriers; electronic tablet computers; downloadable computer software applications for the management and execution of orders and other logistics supply chain operations; software for online purchase of goods or services, namely, execution solutions regarding the supply chain for issuing, validating, transmitting, accepting, modifying and rejecting orders for goods or services; electronic apparatus, as well as structural parts therefor, for the marking, identification, tracking, location and selection of goods and equipment, namely, GPS tracking devices, RFID tags, and RFID readers; bar code printers OPPOSER'S EXHIBIT C.28

CLASS 35: Commercial business management ; commercial business administration services; providing office functions; newspaper subscription services for others; business management and organization consultancy; business management assistance; business information and inquiries; professional business consultancy; business appraisals; organization of exhibitions, fairs and shows for commercial or advertising purposes; advertising services on all media; distribution of advertisements by mail; dissemination of advertising material, namely, leaflets, prospectuses, printed matter, and samples; rental of advertising material; rental of advertising time on all communication media; rental of advertising space ; public relations ; collection and systematization of data in a central file; computer file management ; database management ; sales promotion for others ; retail store services and online retail store services featuring computer programs, software and software packages; business management and consulting services regarding supply chain management for all goods and services; business support and advisory services for the management and development of strategies in the field of supply chain and delivery management ; services provided by commercial consultants, namely, business planning of measures aimed at improving performance in companies ; business consulting related to the optimization of work processes, information technology and supply chains; advice in the field of customer relationship management; consultancy relating to the management of the compilation and updating of databases for recording and coordinating supply chains; market research and analysis in the field of transport, transport infrastructures and facilities; advice in business organization for optimizing the operating and logistics processes; systematization and methodical classification being compilation of data in databases, namely, address or address file organization, updating, selection, formatting and analysis ; commercial intermediary services in connection with the purchase and sale of databases, namely, connecting potential buyers with sellers of data; provision of information on the Internet related to the dissemination of advertising material; preparation of all transit documents in the field of transport for business purposes; database management of data on servers ; electronic data collection and electronic archiving in the nature of compilation of computerized databases of addresses and address data

CLASS 38: communications by computer terminals and by fiber-optic networks; telephone communications; provision of user access to global computer networks ; provision of access to databases; telephone voice messaging services ; rental of access time to global computer networks; computer-aided transmission of messages and images ; electronic messaging services; electronic transmission of accounting and routing data relating to merchandise; provision of access to databases on computer networks; rental of telecommunication apparatus; provision of chat rooms on the Internet; transmission of visual or audio data and information contained in data banks via a global computer network or the Internet; provision of access to a global computer network; telephone services; connection by telecommunications to a global computer network; teleconferencing services; streaming of data; transmission of digital files; providing remote access to software, namely, providing temporary access to a supercomputer for the purpose of running software programs for management of logistics and execution operations; electronic data exchange

CLASS 39: Transport and forwarding services, namely, freight transport by truck, train, plane and ship; supply chain transport logistics and reverse logistics services, namely, organization of transport of merchandise for others, transport of freight by truck, train, plane and ship; transport, packaging and storage of goods; tracking and tracing of computer-assisted shipments, namely, of goods, for use transporting goods and not for business or commercial information purposes

CLASS 42: Design, updating and development of software; rental of computer programs on data networks; securing electronic data, namely, computer security threat analysis for protecting data; electronic data storage services; technical advice, namely, consulting in the field of configuration management for computer hardware and software ; installation and maintenance of software; maintenance and rental of software; data restoration ; provision of web spaces being website hosting and memory spaces on the Internet in the nature of electronic data storage; computer system analysis; implementation of computer programs on networks; provision of Internet search engines; provision of non-downloadable computer software platforms and web-site portals featuring non-downloadable software on the Internet for the management and execution of orders and other logistics supply chain operations ; evaluations, assessments and research in the fields of science and technology provided by

Page: 2 of 4 / RN # 6160610 OPPOSER'S EXHIBIT C.28 engineers, namely, testing and researching on computer engineering ; design and development of computers and software; research and development of new products for third parties; technical project study, namely, conducting scientific feasibility studies ; development, design, installation, maintenance, updating and rental of software; computer programming; computer system design; consultancy relating to computers; conversion of computer programs and data, other than physical conversion; conversion of data or documents from physical to electronic media; design, creation, development, customization, implementation, hosting and maintenance of web sites for others; design, creation and implementation of Internet platforms for electronic commerce; design and development of web pages on the Internet; graphic design for the compilation of Web pages on the Internet; hosting of computer sites; engineering; recovery of computer data; engineers' services, particularly in the field of information technology systems; installation and repair of database content and software; computer technology support in the nature of help desk services and maintenance with respect to software and databases, in the field of programming and planning, product development, sales and marketing, customer services, workforce planning, project services, project management, strategic planning, database management, synchronization of operational activities, management of product shelf life and supply chain management processes

The color(s) orange and white is/are claimed as a feature of the mark.

The mark consists of of a stylized letter "G" in white set between a left-pointing chevron in solid white and a right-pointing chevron outlined in white with a transparent center, all set atop an orange circular carrier.

PRIORITY DATE OF 02-27-2018 IS CLAIMED

OWNER OF INTERNATIONAL REGISTRATION 1472370 DATED 08-01-2018, EXPIRES 08-01-2028

SER. NO. 79-261,020, FILED 08-01-2018

Page: 3 of 4 / RN # 6160610 OPPOSER'S EXHIBIT C.28 REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

• Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

• You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 4 of 4 / RN # 6160610 OPPOSER'S EXHIBIT C.29

Reg. No. 5,946,816 Maersk Container Industry A/S (DENMARK public limited company (plc) ) Bjerndrupvej 47, Registered Dec. 31, 2019 Almstrup Mark; Dk-6360 Tinglev DENMARK 6360

Int. Cl.: 9, 42 CLASS 9: Electrical adapters, limiters, conduits, meters, and electricity distribution consoles for conducting, switching, transforming, accumulating, regulating, or controlling electricity; Service Mark apparatus for recording, transmission or reproduction of sound or images; blank magnetic data carriers, blank recording discs; blank compact discs, blank DVDs; mechanisms for coin- Trademark operated apparatus; cash registers, calculating machines, data processing equipment, computers; recorded computer software for tracking cargo shipments in refrigerated Principal Register containers; fire-extinguishing apparatus; apparatus and instruments for recording, storing, transmission or reproduction of data or sound or images or video; electronic tracking apparatus and instruments in the nature of GPS tracking devices; communications transmission apparatus and instruments; data processing equipment and instruments; modems; recorded computer software for cloud computing; recorded computer software for monitoring logistics, transport, shipments, storage and warehousing of goods and passengers; recorded computer software to assist in making reservations, collection, loading and unloading, dispatch, transport, distribution, delivery and handling, storage and warehousing of goods and passengers; recorded computer software for exchange of computer data, data processing and data analysis for statistics relating to logistics, transport, shipments, storage and warehousing of goods and passengers; blank magnetic, optical, electronic and/or digital data carriers for the aforementioned computer programs and software, as well as databases relating to stock management and logistics, transport, shipments, storage and warehousing of goods and passengers

CLASS 42: Scientific research; scientific development; scientific laboratory services; design and development of computer hardware and software; information technology consultancy services, namely, providing computer software as service (SaaS) for collection, processing, analysis, monitoring, maintenance, reporting, structuring, forecasting, presentation and displaying of data and information relating to logistics, transport, shipments, storage and warehousing of goods and passengers; information technology consultancy services, namely, providing databases as service (DBaaS), namely, cloud hosting of databases for others; providing a website featuring a software platform with data on the location of refrigerated shipping cargo containers in transit; cloud computing; development and maintenance of computer databases for others; providing temporary access to and use of computer software, not downloadable, for the processing of data via computer network, intranet and the internet; hosting of internet platforms for digital online services, information, data storage or communication; electronic data storage; computer engineering and design, development, maintenance and updating of computer software and databases relating to transportation

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAIM TO ANY PARTICULAR FONT STYLE, SIZE OR COLOR

PRIORITY DATE OF 06-27-2018 IS CLAIMED

OWNER OF INTERNATIONAL REGISTRATION 1447636 DATED 11-06-2018, EXPIRES 11-06-2028 OPPOSER'S EXHIBIT C.29

SER. NO. 79-251,000, FILED 11-06-2018

Page: 2 of 3 / RN # 5946816 OPPOSER'S EXHIBIT C.29

REQUIREMENTS TO MAINTAIN YOUR FEDERAL TRADEMARK REGISTRATION

WARNING: YOUR REGISTRATION WILL BE CANCELLED IF YOU DO NOT FILE THE DOCUMENTS BELOW DURING THE SPECIFIED TIME PERIODS.

Requirements in the First Ten Years* What and When to File:

Second Filing Deadline: You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between the 9th and 10th years after the registration date.* See 15 U.S.C. §1059.

Requirements in Successive Ten-Year Periods* What and When to File:

You must file a Declaration of Use (or Excusable Nonuse) and an Application for Renewal between every 9th and 10th-year period, calculated from the registration date.*

Grace Period Filings*

The above documents will be accepted as timely if filed within six months after the deadlines listed above with the payment of an additional fee.

Page: 3 of 3 / RN # 5946816 OPPOSER'S EXHIBIT C.30 OPPOSER'S EXHIBIT C.30 OPPOSER'S EXHIBIT C.30 OPPOSER'S EXHIBIT C.30 THETWO TONTTITULUUS 20170344939A1 NATUTO MOUNTAIN ( 19) United States OPPOSER'S EXHIBIT D.1 (12 ) Patent Application Publication ( 10) Pub . No. : US 2017/ 0344939 A1 LINTON et al. (43 ) Pub . Date : Nov. 30 , 2017

( 54 ) SYSTEMS AND METHODS FOR ACTIVE Publication Classification SUPPLY CHAIN MONITORING (51 ) Int. Cl. G06Q 10 / 08 (2012 . 01 ) (71 ) Applicant: Flex Ltd . , SINGAPORE (SG ) GOIS 19 /46 (2010 . 01) (72 ) Inventors : THOMAS K . LINTON , NEWNAN , GOIS 5 /02 (2010 .01 ) GA (US ) ; ARMANDO J . LUCRECIO , 2 ) U . S . CI. FREMONT, CA (US ) ; FRANCIS CPC ...... G06Q 10 /0833 (2013 .01 ) ; GOIS 5 /0294 MOSSMAN , AUSTIN , TX (US ) ; (2013 .01 ) ; GOIS 19 / 46 ( 2013 . 01 ) JANNIK OLSEN , SAN JOSE , CA (US ) ; CHRISTOPHER BJORN (57 ) ABSTRACT KILBURN , MENLO PARK , CA (US ) Methods, devices, and systems for tracking an asset are provided . In particular, a device is provided that includes an ( 21) Appl. No. : 15/ 604 , 485 array of sensors and communications modules configured to detect tracking information , including environmental con ( 22 ) Filed : May 24 , 2017 ditions and physical events , and report the tracking infor mation along with a geographical location of the device to Related U .S . Application Data a control server across a wireless network . Upon receiving (60 ) Provisional application No .62 / 340 , 599 , filed on May the tracking information , the control server interprets the 24 , 2016 , provisional application No. 62 /477 ,272 , information and generates tracking reports for the device filed on Mar . 27 , 2017 , provisional application No . configured to be displayed to a graphical user interface of a 62/ 482 ,005 , filed on Apr . 5 , 2017 . third - party communication device .

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Patent Application Publication Nov . 30 , 2017 Sheet 18 of 21 US 2017 /0344939 A1

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Patent Application Publication Nov . 30 , 2017 Sheet 19 of 21 US 2017 /0344939 A1

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Patent Application Publication Nov . 30 , 2017 Sheet 20 of 21 US 2017 /0344939 A1

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Patent Application Publication Nov . 30 , 2017 Sheet 21 of 21 US 2017 /0344939 A1

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1702 OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017

SYSTEMS AND METHODS FOR ACTIVE [ 0012 ] FIG . 3F shows a second plan view of the logistics SUPPLY CHAIN MONITORING tracking unit opposite the first plan view shown in FIG . 3B ; 10013 ] FIG . 3G shows a left elevation view of the logistics CROSS REFERENCE TO RELATED tracking unit of FIG . 3A ; APPLICATIONS [0014 ] FIG . 4 shows an exploded perspective view of the [0001 ] The present application claims the benefits of and logistics tracking unit of FIG . 3A priority , under 35 U . S . C . $ 119 ( e ) , to U . S . Provisional Appli [00151 FIG . 5 shows a detail perspective view of a sensor cation Ser . No . 62 /340 ,599 , filed May 24 , 2016 , entitled aperture taken from section A of FIG . 4 ; “ Technology Systems and Methods for Active Supply Chain [0016 ] FIG . 6A shows a perspective view of an electronics Monitoring and Optimization ;" to U . S . Provisional Appli subassembly of the logistics tracking unit in accordance with cation Ser . No . 62 /477 ,272 , filed Mar. 27 , 2017 , entitled at least some embodiments of the present disclosure ; “ Systems and Methods for Active Supply Chain Monitor [00171 FIG . 6B shows a first plan view of the electronics ing ; ” and to U . S . Provisional Application Ser. No . 62 / 482 , subassembly of FIG . 6A ; 005 , filed Apr. 5 , 2017 , entitled “ Systems and Methods for 10018 ] FIG . 6C shows a second plan view of the electron Active Supply Chain Monitoring. " Each of the aforemen ics subassembly opposite the first plan view shown in FIG . tioned provisional applications is incorporated herein by 6A ; reference in their entirety for all that they teach and for all [0019 ] FIG . 6D shows a detail perspective view of a purposes. single -piece compartmentalized shielding frame of the elec tronics subassembly in accordance with embodiments of the present disclosure ; FIELD [ 0020 ] FIG . 7 shows a perspective view of a tamperproof [0002 ] The present disclosure is generally directed to the sensor data permeable travel pouch for a logistics tracking logistics tracking and , in particular , toward the use of unit in accordance with embodiments of the present disclo logistics tracking units in monitoring shipments . sure ; [0021 ] FIG . 8A shows a front plan view of a logistics BACKGROUND tracking unit charging system in accordance with embodi [0003 ] Traditional shipping models generally included a ments of the present disclosure ; limited number of simple transportation modes and methods [0022 ] FIG . 8B shows a bottom end view of the logistics to deliver a product to its final destination . However, the tracking unit charging system of FIG . 8A ; traditional shipping models typically dealt with large cargo 10023 ) FIG . 8C shows a right end view of the logistics transported by dedicated carriers . As can be appreciated , tracking unit charging system of FIG . 8A ; tracking a conventional shipment under this model was a [0024 ] FIG . 8D shows a top end view of the logistics fairly simple process of reviewing a shipping list, or inspect tracking unit charging system of FIG . 8A ; ing the shipment, after it had reached a particular handoff [0025 ] FIG . 8E shows a rear plan view of the logistics point or destination . tracking unit charging system of FIG . 8A ; [ 0004 ] Recently , the traditional shipping model has been [0026 ] FIG . 8F shows a left end view of the logistics significantly altered to include a number of handoffs and / or tracking unit charging system of FIG . 8A ; transfers between various carriers to meet optimized deliv [0027 ] FIG . 9 show a computing environment of the LTU ery logistics . In addition , as lean manufacturing methods are in accordance with embodiments of the present disclosure ; increasingly employed in the technology sector, the shipping [0028 ] FIG . 10 shows a hardware diagram for the LTU or demands associated with product and /or component inven other computer systems associated with the LTU system in tory has significantly changed . In short, these changes accordance with embodiments of the present disclosure ; require an enhanced tracking of shipments beyond the [0029 ] FIG . 11 shows a software /hardware diagram for the traditional model of checking a shipment upon reaching a LTU in accordance with embodiments of the present dis destination . closure : (0030 ) FIG . 12 shows another software /hardware diagram BRIEF DESCRIPTION OF THE DRAWINGS for the LTU in accordance with embodiments of the present [ 0005 ] FIG . 1 is a block diagram of a logistics tracking disclosure ; system in accordance with embodiments of the present 10031 ] FIG . 13 shows a software /hardware diagram for the disclosure ; LTU server in accordance with embodiments of the present [ 0006 ] FIG . 2 is a representation of a graphical user disclosure ; interface displaying logistics tracking information in accor [0032 ] FIG . 14 shows a software/ hardware diagram for the dance with embodiments of the present disclosure ; authentication function of the LTU server in accordance with 0007 ] FIG . 3A shows a perspective view of a logistics embodiments of the present disclosure ; tracking unit in accordance with embodiments of the present 10033 ] FIG . 15 shows a software /hardware diagram for the disclosure ; middleware function of the LTU server in accordance with [0008 ] FIG . 3B shows a first plan view of the logistics embodiments of the present disclosure ; tracking unit of FIG . 3A ; 10034 ] FIG . 16 shows a software /hardware diagram for the 0009 . FIG . 3C shows a front elevation view of the tracking processing function of the LTU server in accor logistics tracking unit of FIG . 3A ; dance with embodiments of the present disclosure ; and [0010 ] FIG . 3D shows a right elevation view of the [0035 ] FIG . 17 shows a block diagram of data that may be logistics tracking unit of FIG . 3A ; communicated , stored , and / or retrieved by the LTU or other [0011 ] FIG . 3E shows a rear elevation view of the logistics systems herein in accordance with embodiments of the tracking unit of FIG . 3A ; present disclosure . OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017

DETAILED DESCRIPTION position using one or more satellite positioning systems. [0036 ] It is with respect to the above issues and other Examples of satellite positioning systems may include , but problems that the embodiments presented herein were con is in no way limited to , the global positioning system (GPS ) , templated . In general, embodiments of the present disclosure global navigation satellite system (GLONASS ) , BeiDou provide methods, devices, and systems by which assets , navigation satellite system (BeiDou - 2 ), European Union objects , and / or shipments may be tracked at any point during global navigation satellite system (GNSS ) , etc . , and / or com a shipment. At least one aspect of the present disclosure binations thereof. While the geographical position of the includes providing rich tracking information including envi LTU 300 may be determined via information received from ronmental conditions , timing , travel information , and / or any propriety or open satellite positioning system , the term other data associated with a monitored shipment. The infor GPS may be used herein to represent all satellite positioning mation may be gathered by one or more tracking units , systems. The LTU 300 may include a GPS receiver config compiled by a tracking server , and presented to a user to ured to exchange position information with a GPS satellite provide graphical and intuitive logistics tracking informa system 120 . This position information may be stored in a tion in real - time, near - real - time, and / or as a shipment is in memory of the LTU 300 . transit . [0041 ] As the LTU may be configured with a suite of (0037 ] Embodiments of the present disclosure will be sensors, the LTU 300 may detect and report a number of described in connection with a logistics tracking unit (LTU ) . conditions and/ or other tracking information associated with The LTU may be configured as a physical device that can be a shipment. For instance , the LTU 300 may detect, record , selectively associated with a package, shipment, cargo , and report tracking information including , but in no way and /or other object that travels from an origin to a destina limited to , geographical position , temperature , humidity , tion . In some embodiments , the LTU may be secured to an barometric pressure , atmospheric conditions ( e . g . , oxygen , object directly and /or in a tamperproof travel pouch . In any carbon monoxide , carbon dioxide , and / or other gas and event, the LTU may be associated with a traveling object levels detected ) , shock , impacts , lighting , and /or other con physically ( e . g . , attached thereto , etc . ) and/ or virtually ( e . g . , ditions associated with a shipment. In any event, the LTU associating an identification of a shipment to an identifica 300 may be configured to transmit and /or receive informa tion of the LTU , etc . , which can be stored in the cloud or tion via one or more orbiting communication satellites 124 some other memory . and terrestrial satellite dish 128 , terrestrial antennas 112 [ 0038 ] Tracking Environment: ( e. g ., cell towers , repeaters , GSM communication equip [0039 ] FIG . 1 is a block diagram of a logistics tracking ment, etc . ) , wireless local area networking (WiFi ) hotspots system 100 in accordance with embodiments of the present 116 , and / or other radio frequency communications . disclosure . The logistics tracking system 100 may include a Reported information may be passed along various commu shipping object 104 and an associated logistics tracking unit nication channels to an LTU server 132 . In some embodi (LTU ) 300 . The shipping object 104 and LTU 300 may be ments , the LTU server 132 may be configured to send transported via at least one vehicle 108 ( e . g . , truck , car , ship , instructions, commands, and / or other information to the airplane , drone , etc . ). Examples of shipping objects 104 may LTU 300 via the same or similar communication channels . include , but are in no way limited to , a package , pallet , box , [0042 ] As described herein , the LTU 300 may send and /or travel container, shipping container, bulk container, freight receive data across one or more of the communications container , drum , crate , pail , etc . , and/ or combinations channels via one or more methods, protocols , and /or thereof. In some cases , the shipping object 104 may repre devices. In some cases , the LTU 300 may be configured to sent a group of individual shipping containers that are send information via the fastest route ( e . g ., the communi grouped together to form a single trackable shipment. The cation channel and /or mode having the fastest available data LTU 300 may be selectively attached to a shipping object transfer rate, etc . ) . In one embodiment, the LTU 300 may be 104 and associated with a corresponding shipment. The configured to send information via the most reliable route association of the LTU 300 to the shipment may be per ( e . g ., via a communication channel including error checking formed via one ormore instructions sent from an LTU server and / or complete transmission checking , TCP, etc .) . In any 132 to the LTU 300 . Association of the LTU 300 may event, the LTU 300 may determine that one or more of the include correlating a unique identification of an LTU 300 communications channels are unavailable ( e . g . , low signal with a unique shipment identification ( e . g ., including one or strength , unreliable connection , etc . ) and switch communi more shipping objects 104 , etc . ) . Once recorded , the corre cation to another available channel . The LTU 300 may lation may be recorded in a memory of the LTU server 132 switch between transmission types and / or modes “ on - the and/ or third -party server 140 . In some embodiments , the fly , " or as a communications channels become unavailable association between the LTU 300 and the shipment may last or available . In the event that no communication channel is until the association for the LTU 300 is reset ( e . g ., once a available , the LTU 300 may store information in a memory shipment is completed , upon receiving reset commands to be sent or transmitted at a later time ( e . g ., the next time from the LTU server 132 , etc . ) . a communication channel becomes available , etc . ) . [0040 ] Once the LTU 300 is associated with a shipment 10043 ] The LTU server 132 may be configured to interpret and is in an active state ( e . g ., turned on , programmed to the information received from one or more LTUS 300 in report, etc . ) , the LTU 300 may record and /or report a transit and compile the information for presentation to at position , location , environmental conditions , force measure least one third - party server 140 . The third - party server 140 ments, changes in information , combinations thereof , and / or may correspond to the server associated with a shipper, a any other information related to the shipment. The LTU 300 carrier , a receiver , an insuring entity , a governmental regu may report this information via a number of different com latory entity , and / or some other entity /party . The compiled munications channels and / or devices . In some embodiments , information may provide details to the third -party regarding the LTU 300 may be configured to determine a geographical a particular shipment, the position and/ or location of each OPPOSER'S EXHIBIT D.1

US 2017 / 0344939 A1 Nov . 30 , 2017

LTU 300 , estimated time of travel and /or arrival, state and /or destination , and /or endpoint, to name a few . For example , a conditions of the shipment and / or other data . user may interface with the GUI 200 and select a graphical [ 0044 ] In some embodiments , communications between element associated with the first shipment 208A , 212A , etc . the third -party server 140 and the LTU server 132 may be Upon selecting the graphical element ( e . g . , the airplane exchanged across at least one communication network 136 . transportation mode symbol, etc . ) , the GUI 200 may present In accordance with at least some embodiments of the present a first- level detail window 216 to a portion of the GUI 200 . disclosure, the communication network 136 may comprise The information in the first - level detail window 216 may any type of known communication medium or collection of provide enhanced details provided from the LTU 300 asso communication media and may use any type of protocols to ciated with the first shipment in transit 208 . The enhanced transport messages between endpoints . The communication details may include more specific and/ or additional infor network 136 may include wired and / or wireless communi mation than is available from the high - level graphical image cation technologies . The Internet is an example of the for each tracked shipment. By way of example , the window communication network 136 that constitutes an Internet 216 may include a shipment identifier 228 , shipping specif Protocol ( IP ) network consisting of many computers , com ics 232 ( e . g . , carrier type , carrier identification , status, time puting networks , and other communication devices located in transit , total time shipping, etc . ), graphical estimated time all over the world , which are connected through many of arrival 236 , and / or an LTU condition indicator 224 . In telephone systems and other means. Other examples of the some embodiments, one or more of these details may be communication network 136 include , without limitation , a selected to reveal further details about a selected details . standard Plain Old Telephone System ( POTS ) , an Integrated This additional level of detail may be referred to as a Services Digital Network ( ISDN ) , the Public Switched second - level detail view . In one embodiment, the second Telephone Network ( PSTN ) , a Local Area Network (LAN ) , level detail view may open a new window , popup , or other a Wide Area Network (WAN ) , a Voice over Internet Protocol viewer . ( VoIP ) network , a Session Initiation Protocol (SIP ) network , [ 0049 ] Continuing the example above , the first - level detail a cellular network , and any other type of packet- switched or window 216 shows that the first shipment 208 A is shipping circuit -switched network known in the art . In addition , it can by air , has been “ in - transit ” for just over four hours , and be appreciated that the communication network 136 need there is one hour left before the shipment is scheduled to not be limited to any one network type , and instead may be arrive at a destination . In addition , the first - level detail comprised of a number of different networks and / or network window 216 shows that the state of the LTU 300 ( e . g . , via types . The communication network 136 may comprise a the LTU condition indicator 224 ) associated with that ship number of different communication media such as coaxial ment is satisfactory ( e . g . , via a thumbs up , check mark , etc . ). cable , copper cable /wire , fiber -optic cable , antennas for Asatisfactory state of the LTU 300 may serve to indicate that transmitting / receiving wireless messages , and combinations the LTU 300 has not been subjected to extreme tempera thereof. tures , forces , shocks , delays , interruptions , and / or other [ 0045 ] Logistics Tracking Interface : measured values that exceed a predetermined threshold . The [ 0046 ] FIG . 2 is a representation of a graphical user predetermined threshold may be set for a particular shipment interface (GUI ) 200 displaying logistics tracking informa or LTU 300 by a carrier, shipper, and /or receiver. In some tion in accordance with embodiments of the present disclo cases , the threshold may be matched to a particular type of sure . In some embodiments , the logistics tracking informa cargo ( e . g . , food , live animals , sensitive equipment, etc . ) , tion may be presented to a display device , screen , and /or such that any deviation outside of acceptable predetermined touchscreen associated with a computing device ( e . g . , limits ( e . g . , temperatures , pressures, time delays , etc . ) raises server , computer, smart phone , tablet , etc .) . The GUI 200 an alarm . As can be appreciated , the LTU 300 may send an may include a graphical representation of a map 204 includ alarm reporting this deviation to the LTU server 132 and / or ing a number of geographical locations including shipping third - party server 140 in real -time , as the deviation is origins, waypoints , and destinations. detected , in near -real - time, and /or in non -real - timewhen the [0047 ] The GUI 200 may include tracking information LTU 300 can establish a communication channel to the LTU provided by at least one LTU 300 associated with a ship server 132 and /or third - party server 140 . ment. In some embodiments, one or more shipments in [0050 ] In one embodiment, selecting the LTU condition transit 208A - 208E may be represented by a high - level indicator 224 may allow a user to request additional infor graphical image . The high - level graphical image may cor mation about the status of the LTU 300 over a recorded time respond to an image configured to show one or more aspects period of the shipment. As described above , the requested of the shipment including , but in no way limited to , a travel additional information may be presented via a second -level path 212A - 212E , a mode of transportation ( e . g . , represented detail view that may be configured to open a new window , as a symbol corresponding to a particular transport or popup , or other viewer . In one embodiment, any recorded shipping vehicle , etc .) an origin ( e . g . , a first endpoint of the information , or event, may be shown on a timeline repre travel path 212A -212E , etc . ) , a destination ( e . g . , a second or senting the travel of the LTU 300 during the shipment. The final endpoint of the travel path 212A -212E , etc . ), a direc - timeline may include an overlay of waypoints , changes of tion of travel ( e . g ., indicated by a direction of the transpor transportation modes, tracking events , and /or other shipping tation mode symbol, arrow , or other indicator, etc . ), and /or events detected by the LTU 300 . The information presented a point in the travel path ( e . g ., indicated by a relative to the GUI 200 may be compiled and /or arranged by the LTU position of the transport mode symbol along the path 212A server 132 described herein . 212E , and / or a position between the endpoints , etc . ) . [0051 ] The mechanical details of the LTU 300 are 0048 ] In some embodiments , a user may be able to described in conjunction with FIGS. 3A - 3G . The LTU 300 determine more information by selecting a particular ship - may incorporate a split - housing design including a cover ment in transit 208A - 208E , travel path 212A - 212E , origin , 304 and a base 308 . The cover 304 and the base 308 may be OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017 interconnected and /or sealed via one or more fastening sealed from an exterior of the LTU 300 . In yet another elements 348 , retaining clips 360 , gaskets , and /or O -rings . In embodiment, the ambient lighting sensor window 316 may any event , an LTU electronics subassembly 600 may be be configured as a window that is inserted from an interior arranged within the split - housing of the LTU 300 . This of the LTU 300 and bonded , sealed , or laminated to a arrangement may include weatherproofing , athermalization , window that is inserted from an exterior of the LTU 300 . In shock resistance , sensor data permeability , etc ., and /or inter any event, the ambient lighting sensor window 316 allows ference isolation from one or more components of the LTU ambient light, or light surrounding a portion of the LTU 300 , electronics subassembly 600 . to pass therethrough and to be detected by a light sensor [ 0052 ] Logistics Tracking Unit : disposed inside the LTU 300 on the electronics subassembly [0053 ] Referring to FIG . 3 , a perspective view of the LTU 600 . The ambient lighting sensor window 316 may be 300 is shown in accordance with embodiments of the present transparent and / or translucent such that lighting external to disclosure . The LTU 300 may include a number of features the LTU 300 can be detected by a sensor inside the LTU 300 . to allow for easy installation , unobtrusive attachment, reli [0057 ] The indicator 320 may be an LED or other light able tracking or movement monitoring , data reporting , and / emitting element. The indicator 320 may be disposed or handling . As shown in FIG . 3 , the cover 304 of the LTU beneath a window of the cover 304 and / or sealed from an 300 includes an environmental sensor aperture 312 , an environment inside the LTU 300 . The window of the indi ambient lighting sensor window 316 , an indicator 320 ( e . g ., cator 320 may be similar, if not identical, to the window of a light emitting diode (LED ) , display output, touchscreen , the ambient lighting sensor window 316 described above. In etc . ) , and /or an optional physical port window 328 . In some some embodiments , the indicator 320 may be configured to cases , the LTU 300 may include a number of features provide a visual output representing one or more states of the disposed around the periphery of the device that provide LTU 300 . For example, the indicator 320 may be configured handling gripped areas 324 . These areas 324 may be con to output a specific color, flash , stay solid , and/ or combina figured as protruding elements , undulated surfaces, inter tions thereof. In one embodiment, the indicator 320 may rupted surfaces , indentations in the cover 304 , etc ., and /or change color to indicate a state of charge (e . g . , green some other irregular portion of the LTU 300 configured to indicating the LTU 300 is fully charged , orange indicating provide a gripping surface for a user of the LTU 300. the LTU 300 is less than fully charged , and red indicating the [ 0054 ] The cover 304 may be made from a plastic or other LTU 300 requires charging ) . Additionally or alternatively , communication signal- permeable material . In one embodi the indicator 320 may provide a visual output representing ment, the cover 304 may be molded ( e . g . , injection molded , a state of communication associated with the LTU 300 . In thermoformed , rotational molded , compression molded , this example, the indicator 320 may be colored and / or flash and /or the like ) in the form of a three dimensional geometric to indicate, among other things , that data is being trans shape configured to house at least a portion of the electronics ferred , there is an interruption in communications , there is a subassembly 600 of the LTU 300 . In some embodiments , the limited communication or data transfer ability , etc . LTU 300 shape may be configured as a substantially rect [0058 ] In some embodiments , the LTU 300 may include angular three - dimensional unit having a minimal height to one or more ports and / or connectors configured to facilitate safely contain the elements of the electronics subassembly an exchange of data between the processor and / or memory 600 . In one embodiment, the overall height, or thickness, of of the LTU 300 and an interconnected system (e . g ., a the LTU 300 may be dimensioned to have a height less than computer, server , mobile device , flash drive , etc . ) . The ports one inch , or 25 . 4 millimeters . may be a part of, or segregated from , another connection 10055 ] In some embodiments , the cover 304 may include ( e . g ., a power connection , etc . ) . In one embodiment, one or an environmental sensor aperture 312 that is configured to more of the ports and / or may be accessible by a removable allow a portion of the environment outside of the LTU 300 physical port window 328 . The physical port window 328 to be exposed to , or pass through , a portion of the inside of may be selectively and /or removably sealed to the cover 304 the LTU 300 . This exposure may be an unobstructed physi of the LTU 300 via at least one of a fastening element, cal path from outside of the LTU 300 to a sensing area of a retaining element, O - ring , gasket, and / or other element , sensor disposed inside the LTU 300 . For instance , the sensor latch , or fastening system . It is an aspect of the present may correspond to a pressure sensor that is configured to disclosure that the physical port window 328 is weather measure a barometric pressure in an environment surround proof and capable of preventing fluid , dust, and / or other ing the LTU 300 . In this case, the environmental sensor debris from entering the LTU 300 via an opening in the aperture 312 may provide an opening from the sensor cover 304 . contained within the LTU 300 to the environment surround [0059 ] As shown in FIGS . 3B and 3C , the LTU 300 may ing the LTU 300 . Parts of the LTU 300 may be sealed and /or include a number of dimensions making up the length 302 , isolated from this opening , while the sensor is still allowed width 306 , and height 310 of the LTU 300 . In some to detect and report to the processor of the LTU 300 . In some embodiments , the length 302 and width 306 may be equal in embodiments , the environmental sensor aperture 312 may dimension forming a substantially square area . Although include a number of features preventing blocking of the shown as a substantially rectangular three -dimensional physical path from outside of the LTU 300 to a sensing area shape , the shape of the LTU 300 is not so limited . For of a sensor disposed inside the LTU 300 . These features may instance , the LTU 300 may be cylindrical and / or have any be described in greater detail in conjunction with FIG . 5 . number of sides/ surfaces greater than two . In some embodi [0056 ] The ambient lighting sensor window 316 may be ments, the shape of the LTU 300 may provide accurate and sealed in a portion of the cover 304 . For instance , the repeatable installation to an object in a monitored shipment . ambient lighting sensor window 316 may be inserted and For instance, the substantially rectangular shape of the LTU sealed from an interior of the LTU 300 . In one embodiment, 300 allows the device to be mounted to a substantially flat the ambient lighting sensor window 316 may be inserted and surface at the planar surface of the base 308 , the cover 304 OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017 and /or the sides 332A - D . In some embodiments , one or [0064 ] FIG . 4 shows a perspective exploded view of the more of the substantially linear edges ( e . g ., around the LTU 300 including the LTU electronics subassembly 600 . In periphery , etc . ) of the LTU 300 shown in FIGS. 3A - 3G may some embodiments , the base 308 may include a number of serve as an alignment or installation datum . Among other features configured to contain and/ or support a portion of the things, these linear edges may be aligned to an orientation of electronics subassembly 600 . For instance , the base 308 may the package in shipment. For instance , the width 306 edge include a battery compartment 356 and a printed circuit may be aligned in an axis vertical ( e . g . , parallel with the board ( PCB ) compartment 658 . The battery compartment gravity vector ) orientation when attached to an object that is 356 may include a number of features configured to isolate part of a shipment. In the event that the object changes movement of the battery 606 when retained inside the LTU orientation ( e . g ., flips upside down , falls over, etc . ) an 300 . These isolation features may include one or more of a accelerometer or other sensor of the LTU 300 may determine series ofmolded contact features in the base 308 and /or the that the object changed orientation and even report the cover 304 , a compliant pad ( e . g ., shock absorbing member , direction in which the object moved . etc . ) , at least one adhesive contact , retaining clips, and / or 10060 ] FIG . 3F shows an embodiment of the underside , or some other element or isolation system . The PCB compart bottom , of the LTU 300 . As shown in FIG . 3F , the base 308 ment 658 may include an area configured to receive one or of the LTU 300 may include a power button 336 , an more parts of the LTU PCB 604 . The PCB compartment 658 identification tag area 340 , at least one electrical terminal may be shaped to substantially match a portion of the LTU 344A , 344B , and one or more fastening elements 348 ( e . g . , PCB 604 . In some cases , at least one channel or passthrough screws, bolts , etc . , fastening the base 308 to the cover 304 may be integrated into the PCB compartment 658 and the and / or some other portion of the LTU 300 ). battery compartment 656 . These features may allow electri [0061 ] The power button 336 may be recessed beneath , or cal cabling , grounding , and / or other wires to pass from the under flush with , a planar surface of the base 308 . This battery 606 to one or more components of the PCB 604 . arrangement may prevent accidental or undesired actuation [0065 ] The base 308 may include clips 360 configured to of the power button 336 . In some embodiments, the power mate with corresponding tabs disposed on the cover 304 , or button 336 may be limited in functionality . For instance , the vice versa . When mated , the cover 304 and the base 308 may power button 336 may only allow a single activation , or physically connect via the clips 360 and the corresponding powering , of the LTU 300 per shipment. The limited func features. In some embodiments , the clips 360 may be tionality may prevent the device from being turned off from disposed around a periphery of the LTU 300 . The base 308 pressing the power button 336 after it has been powered on , and /or the cover 304 may include one or more gaskets or until some reset input is provided to the LTU 300 . The O -rings that are configured to provide a seal between the functionality may be reset , for instance , by recharging the base 308 and cover 304 when interconnected . In one LTU 300 , receiving a reset command sent from a control embodiment, the base 308 may include internal switch device , upon completion of a shipment, and / or resetting the features 362 configured to receive an actuation input pro shipment association via a control processor ( e . g ., sending a vided at the power button 336 and pass the input to a reset command to the LTU 300 ) . receiving element on the PCB 604 . [0062 ] The identification tag area 340 may include an [0066 ] FIG . 5 shows a detail view of the environmental identification tag configured to uniquely identify the LTU sensor aperture 312 . As described above , the environmental 300 from another device and /or other LTU . In some embodi sensor aperture 312 may be configured to provide an unim ments , the identification tag area 340 may be an RFID tag peded sensing path between a portion of the environment and / or a printed tag including identifying information con outside of the LTU 300 and a sensor disposed inside a tained therein . In some cases , the identification tag area 340 portion of the LTU 300 . In some embodiments , the envi may include a location feature 342 configured to locate an ronmental sensor aperture 312 may include raised or cas attached identification tag . tellated portions 508 protruding from a planar surface 502 of 10063] The LTU 300 may include electrical contact ter the cover 304 . The castellated portions 508 may be disposed minals 344A , 344B configured to provide an electrical around a periphery 510 of the environmental sensor aperture contact from an exterior of the LTU 300 to a portion of the 312 . In any event, the castellated portions 508 provide an electronics subassembly 600 contained therein . The electri interrupted surface of the LTU cover 304 such that a single cal contact terminals 344A , 344B may be configured to planar surface cannot block a sensing opening 504A , 504B charge a battery or other power source 606 of the LTU of the environmental sensor aperture 312 . This arrangement electronics subassembly 600 . Additionally or alternatively, is important when the cover 304 of the LTU 300 is placed the electrical contact terminals 344A , 344B may be config in intimate contact with a planar surface of some object ured to exchange communications between one or more during shipment. In this example , the LTU 300 may still take components of the LTU 300 and an interconnected system . accurate measurements of the environment outside of the In one embodiment, the first terminal 344A may correspond LTU 300 . While shown as a series of castellated portions to a positive terminal and the second terminal 344B may 508 , the raised features are not so limited . For instance , the correspond to a negative terminal. In any event, the LTU 300 environmental sensor aperture 312 may employ an undu may include any number of terminals that hermetically or lated or irregular surface , and /or some other feature config weather seal the inside of the LTU 300 from the outside of ured to prevent blocking by an object during operation . the LTU 300 and may still allow electrical communication 100671 Referring now to FIG . 6A , a perspective view of an between the inside and outside of the LTU 300 . In some LTU electronics subassembly 600 is shown in accordance embodiments, the terminals 344A , 344B may be insert with embodiments of the present disclosure . The electronics molded into the base 308 of the LTU 300 . The base 308 may subassembly 600 may include a PCB 604 electrically inter include a beveled , arcuate , or chamfered surface 352 run connected with a power source , or battery 606 via one or ning around a periphery of the base 308 . more connectors. The PCB 604 may include a first antenna OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017

614 ( e . g . , global system for mobile (GSM ) communication 702 may be similar , if not identical, to the shipping object antenna , etc . ) , first electronics and RF shielding 612 ( e . g . , 104 described in conjunction with FIG . 1 . In some embodi chips, memory , transistors, etc . ) , a CPU 608 , global posi ments , the travel pouch 700 may include a mounting area tioning system (GPS ) system 616 and GPS antenna 618 , an 708 surrounding at least a portion of the travel pouch 700 indicator element 620 , an interface connector 622 , and a and having an adhesive layer disposed on a mounting compliant battery pad 610 . In some embodiments , one or surface facing a shipping object mount surface 706 . The more of the LTU electronics subassembly 600 components shipping object 702 may correspond to a pallet, box , pack may be disposed on a first side 602 of the TEDPCB 604014 . age , or other object that can be transported from an origin to [ 0068 ] As shown in FIGS . 6A and 6B , the various ele a destination . In one embodiment, prior to shipping , a ments of the PCB 604 may be arranged to mitigate , reduce , backing layer may be separated from the adhesive layer and and / or eliminate signal interference and / or noise between the mounting area 708 of the travel pouch 700 may be the components of the LTU 300 . For instance , the first pressed against the mount surface 706 of the shipping object antenna 614 ( e . g . , the GSM antenna ) may be disposed at a 702 to be tracked . Additionally or alternatively, the travel first corner of the PCB 604 while the GPS antenna 618 may pouch 700 may be fastened , glued , or otherwise attached be disposed at an opposite corner of the PCB 604 and the secured to the shipping object 702 via one or more fastening LTU 300 . Additionally or alternatively , the battery 606 may elements 716 . The fastening elements 716 may include , but be disposed in a path between the first antenna 614 and the are in no way limited to , rivets , screws, staples , nails , welds, GPS antenna 618 . As can be appreciated , the arrangement etc . depicted in illustrated in FIGS . 6A and 6B provide a tortuous [0072 ] Although shown mounted to an XY plane of the path for signals from each antenna to interfere with one shipping object 702 , it should be appreciated that the travel another . This tortuous path and arrangement ofelements can pouch 700 and LTU 300 may be oriented in any number of prevent interference and / or noise in the system . directions , planes , and /or axes 704 . For example , the travel [0069 ] FIG . 6C shows the underside 636 of the LTU PCB pouch 700 may be mounted to a shipping object 702 in the 604 and electronics subassembly 600 . As illustrated , the XY plane , XZ plane , and /or YZ plane as indicated by the PCB 604 may include a power button area 632 , power axes 704 . supply cabling 628 ( e . g ., wires, ribbon cable , flex ribbons, [0073 ] In some embodiments , the travel pouch 700 may be etc . ), a battery connector 624 , a sensor hub 640 and shield configured to provide a secure attachment to the shipping ing , and a power management unit ( PMU ) 644 and shield object 702 while maintaining tracking and measurement ing . The shielding associated with one or more of the accuracy . For instance , the travel pouch 700 may be made components of the PCB 604 may provide electromagnetic from a durable breathable , translucent, signal transmissive , interference (EMI ) and /or radio frequency interference material ( e . g ., plastic , nylon , para -aramid synthetic fiber , (RFI ) shielding from internal and / or external sources . composite , cloth , and /or textile , etc . ) configured to allow [ 0070 ] FIG . 6D shows a detail perspective view of a environmental and communications to permeate a cover 710 single - piece compartmentalized shielding frame 648 of the of the travel pouch 700 and reach the LTU 300 . Among other electronics subassembly in accordance with embodiments of things , the travel pouch 700 may allow air to pass freely the present disclosure . Although shown as associated with from an internal space 712 of the travel pouch 700 to an the first electronics and RF shielding 612 , it should be external space outside the travel pouch 700 and in a shipping appreciated that the single - piece compartmentalized shield environment of the shipping object 702 . This breathable ing frame 648 may be associated with any group of com material can allow the LTU 300 to take accurate pressure , ponents in the electronics subassembly 600 that could ben humidity , and /or temperature readings as the LTU 300 is efit from segregated compartmentalized shielding . The traveling . In addition , the travel pouch 700 may allow single -piece compartmentalized shielding frame 648 may be lighting conditions in a shipping environment to be observed made from a metallized molded plastic or a sheetmetal part. by viewing the amount of light received by the ambient For instance , a sheet metal part may include a number of lighting sensor window 316 through the translucent travel bent portions 652A - 652D , 656 and cutouts 658A , 658B pouch material. This ability allows the LTU 300 to detect configured to shield one area ( e . g ., the electronics in the area whether an associated shipment is in a lit area ( e . g ., outside , associated with the first cutout 658 A ) from another area in a lighted warehouse , etc . ) or in an unlit area ( e . g . , in a ( e . g . , the electronics in the area associated with the second cargo hold , in a vehicle , and / or in an unlighted warehouse , cutout 658B ) . In some cases , the single -piece compartmen etc . ) and send a message to a receiving system communi talized shielding frame 648 may include a portion of mate cating this information . In any event, the information col rial 660 configured to cover one or more electronic compo lected by the LTU 300 may be used to find a location of a nents . These covered components may be determined to package, determine if certain shipping requirements were produce significant amounts of interference ( e . g . , EMI, RFI, met , and /or otherwise track conditions of a package during etc . ) and / or be susceptible to outside interference ( e . g . , EMI, shipment. RFI, etc . ) . In any event, each of the bent internal portions [0074 ] The travel pouch 700 may include a flap 714 that 656 of the frame 648 may physically separate components can be opened to provide access to the internal space 712 of within different areas of the frame648 from interfering with the travel pouch 700. Once opened , the LTU 300 may be one another . The single - piece compartmentalized shielding inserted into the internal space 712 and the flap 714 may be frame 648 may be covered by a single -piece as shown in closed and sealed against the cover 710 surface of the travel FIGS. 6A and 6B . pouch 700 . The flap 714 may include an adhesive layer [0071 ] FIG . 7 shows a perspective view of a tamperproof disposed on at least one surface . The adhesive layer may be sensor data permeable travel pouch 700 for an LTU 300 protected by a backing layer until the flap 714 is to be sealed , attached to a shipping object 702 in accordance with at which time, the backing layer may be removed exposing embodiments of the present disclosure . The shipping object the adhesive layer. In one embodiment, the adhesive layer OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017 may be disposed on the cover 710 . In any event, the flap 714 indicate a state of charge for the group of LTUs 300 engaged may be configured to only be sealed once . In some cases, the with the charging stations. By way of example , the charging flap 714 cannot be resealed or removed from the cover 710 indicator 820 may illuminate a particular color ( e . g . , green ) without indicating a possible tamper event has occurred . For only when all of the LTUs in the charging system 800 are example , an attempt to open a sealed flap 714 may result in fully charged ( or are charged at an acceptable shipping damage to the flap 714 , the cover 710 , and / or some other charge level ) . This approach can allow a monitoring user or portion of the travel pouch 700. The damage may serve to a machine to determine that a particular set of LTUS 300 are indicate that a tamper event occurred . ready for shipping . Additionally or alternatively , this [ 0075 ] In some cases, the travel pouch 700 may include a approach can allow a monitoring user or a machine to tag disposed inside the internal space 712 configured to determine when a charging system 800 is available to charge communicate with the LTU 300 . This tag may be a simple a new set of LTUS 300 . In some embodiments , the charging magnetic token that is detected by a sensor or component of indicator 820 may illuminate a particular color ( e . g ., green ) the LTU 300 , indicating the LTU 300 has been inserted into when a select group of LTUS 300 in the charging system 800 the travel pouch 700 . Once removed from the travel pouch are charged ( e . g . , a group of LTUs 300 associated with a 700 , the LTU 300 may no longer detect the tag and report particular shipment, etc . ) . Additionally or alternatively , the that the LTU 300 has been removed from the travel pouch charging indicator 820 may illuminate when at least one 700. In response , the LTU 300 may enter a tamper or LTU 300 in the charging system 800 is charged . lockdown mode and may even be configured to report the [0080 ] The charging system 800 may include a commu possible tamper event via a message sent across a wireless nication module that is configured to communicate with a communication network to at least one receiving device charge monitoring server across a wireless communication and / or server . network to alert the charge monitoring server of any status [ 0076 ] Charging Unit : associated with one or more LTUS 300 in the charging [0077 ] The LTU 300 may be charged alone or together system 800 . As can be appreciated , the charge monitoring with other tracking units via a charging system 800 . The server may be configured to receive messages from multiple charging system 800 will be described in conjunction with charging systems 800 regarding the state of charge associ FIGS . 8A - 8F . The charging system 800 may include a body ated with LTUS 300 engaged therewith . 804 comprising a number of charging slots 808 each con [0081 ] LTU Environment: figured to receive an LTU 300 . In some embodiments , the [0082 ] FIG . 9 illustrates a block diagram of a computing charging slots 808 may be disposed at an angle relative to a environment 901 that may function as the servers , LTUS , rear surface 828 of the charging system 800 such that the user computers , or other systems provided and described LTU 300 may be at least partially retained in the charging above . The environment 901 includes one or more user slots 808 with the aid of gravity . Each LTU 300 may computer, or computing devices , such as a LTU 300 , a physically engage with a corresponding charging slot 808 communication device 907, third -party server 140, etc . The and the terminals 344A , 344B of the engaged LTU 300 may computing devices 300 , 907, 140 may include general be configured to contact, or electrically interconnect with , purpose personal computers ( including, merely by way of charging terminals inside the charging system 800 . Through example , personal computers , and/ or laptop computers run this electrical interconnection , the LTU 300 may be charged . ning various versions of Microsoft Corp .’ s Windows® and / While the charging system 800 may be configured to charge or Apple Corp . ' s Macintosh® operating systems) and / or one or more LTUS 300 , the charging system 800 illustrated workstation computers running any of a variety of commer in FIGS . 8A -8F include twenty charging stations. It is an cially - available UNIO® or other operating systems. These aspect of the present disclosure that more or fewer charging computing devices 300 , 907, 140 may also have any of a stations than illustrated in the accompanying figures may be variety of applications, including for example, database included in the charging system 800 . client and / or server applications , and web browser applica [ 0078 ] The charging system 800 may include a first wall tions . Alternatively , the computing devices 300 , 907 , 140 mount feature 812 ( e . g . , a lower mount bracket, etc . ) , a may be any other electronic device , such as a thin - client second wall mount feature 816 ( e . g . , an upper wall mount computer, Internet -enabled mobile telephone , an LTU , and bracket , etc .) including a number of slots , holes , and /or other or personal digital assistant, capable of communicating via mounting features configured to secure the charging system a network 136 , sending or receiving logistics information or 800 to a wall or other mount surface . In some embodiments , commands, and / or displaying and navigating web pages or the charging system 800 may be hardwired into an electrical other types of electronic documents . Although the exem supply , include an alternating current ( AC ) input port , a plary computer environment 901 is shown with three com direct current (DC ) input port , a stepdown transformer , an puting devices, any number of user computers or computing AC to DC converter , and /or other electrical supply connec devices may be supported . tion . 100831. Environment 901 further includes a network 136 . [ 0079 ] In some embodiments , the charging system 800 The network 136 may can be any type of network familiar may include at least one charging indicator 820 . The charg to those skilled in the art that can support data communi ing indicator may be configured to output a specific color , cations using any of a variety of commercially -available flash , stay solid , and / or combinations thereof . In one protocols , including without limitation SIP , TCP / IP , SNA , embodiment, the charging indicator 820 may change color to IPX , AppleTalk , and the like .Merely by way of example , the indicate a state of charge for one or more of the LTUS 300 network 136 maybe a local area network (“ LAN ” ) , such as engaged with the charging stations . While each LTU indian Ethernet network , a Token - Ring network and / or the like ; cator 320 may be used to visually display and/ or indicate a a wide -area network ; a virtual network , including without state of charge associated with an individual LTU 300 , the limitation a virtual private network (“ VPN ” ); the Internet; an charging indicator 820 of the charging system 800 may intranet ; an extranet; a public switched telephone network OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017

( “ PSTN ” ) ; an infra - red network ; a wireless network (e . g ., a storage -area network (“ SAN ” ) familiar to those skilled in network operating under any of the IEEE 802 . 9 suite of the art. Similarly , any necessary files for performing the protocols , the Bluetooth® protocol known in the art, and / or functions attributed to the computers 300 , 907 , 140 , 913 , any other wireless protocol) ; and / or any combination of 132 may be stored locally on the respective computer and / or these and /or other networks . remotely, as appropriate. The database 917 may be a rela [ 0084 ] The system 901 may also include one or more tional database , such as Oracle 20i® , that is adapted to store , servers 913 , 132. In this example , server 913 is shown as a update , and retrieve data in response to SQL - formatted web server and server 132 is shown as an application server, commands. LTU and /or Server Hardware : or more particularly , a LTU server 132 . The web server 913 , 10088 ]. FIG . 10 illustrates one embodiment of a computer which may be used to process requests for web pages or system 1000 upon which the servers , user computers , com other electronic documents from computing devices 300 , puting devices, LTUS , or other systems or components 907 , 140 . The web server 913 can be running an operating described above may be deployed or executed . The com system including any of those discussed above, as well as puter system 10 is shown comprising hardware elements that any commercially - available server operating systems. The may be electrically coupled via a bus ( ses ) 1021 . Some web server 913 can also run a variety of server applications , hardware elements , represented by dashed boxes , may be including SIP servers , HTTP servers , FTP servers , CGI optional or specific to one of the devices , e . g . , the LTU . The servers , database servers, Java servers, and the like . In some hardware elements may include one or more central pro instances, the web server 913 may publish operations avail cessing units (CPUs ) 1023 ; one or more input devices 1025 able operations as one or more web services . ( e. g ., a mouse, a keyboard , etc .) ; and one or more output 100851. The environment 901 may also include one or more devices 1027 ( e . g ., a display device , a printer , etc . ). The file and or /application servers 132 , which can , in addition to computer system 10 may also include one or more storage an operating system , include one or more applications devices 1029 . By way of example , storage device ( s ) 1029 accessible by a client running on one or more of the may be disk drives , optical storage devices , solid - state computing devices 300 , 907 , 140 . The server ( s ) 132 and /or storage devices such as a random access memory (“ RAM " ) 913 may be one or more general purpose computers capable and /or a read -only memory (“ ROM ” ) , which can be pro of executing programs or scripts in response to the comput grammable , flash -updateable and /or the like . ing devices 300 , 907 , 140 . As one example , the server 132 , 913 may execute one or more web applications . The web [ 0089 ] The computer system 10 may additionally include application may be implemented as one or more scripts or a computer- readable storage media reader 1031 ; a commu programs written in any programming language , such as nications system 1033 ( e . g ., a modem , a network card JavaTM , C , C # ® , or C + + , and/ or any scripting language , such (wireless or wired ) , an infra - red communication device , as Perl, Python , or TCL , as well as combinations of any etc .) ; and working memory 1037 , which may include RAM programming/ scripting languages . The application server( s ) and ROM devices as described above . The computer system 132 may also include database servers , including without 10 may also include a processing acceleration unit 1035 , limitation those commercially available from Oracle ,Micro which can include a DSP , a special- purpose processor, soft, SybaseTM , IBMTM and the like, which can process and /or the like. requests from database clients running on a computing [0090 ] The computer -readable storage media reader 1031 device 300 , 907 , 140 . can further be connected to a computer- readable storage [0086 ] The web pages created by the server 913 and / or medium , together (and , optionally, in combination with 132 may be forwarded to a computing device 300 , 907 , 140 storage device ( s ) 1029 ) comprehensively representing via a web ( file ) server 913, 132 . Similarly , the web server remote , local, fixed , and / or removable storage devices plus 913 may be able to receive web page requests , web services storage media for temporarily and /or more permanently invocations, and / or input data from a computing device 300 , containing computer -readable information . The communi 907 , 140 ( e . g . , a user computer, etc . ) and can forward the cations system 1033 may permit data to be exchanged with web page requests and /or input data to the web ( application ) a network and / or any other computer described above with server 132 . In further embodiments , the server 132 may respect to the computer environments described herein . function as a file server. Although for ease of description , Moreover , as disclosed herein , the term " storage medium " FIG . 9 illustrates a separate web server 913 and file / may represent one or more devices for storing data , includ application server 132 , those skilled in the art will recognize ing read only memory (ROM ) , random access memory that the functions described with respect to servers 913 , 132 (RAM ) , magnetic RAM , core memory , magnetic disk stor may be performed by a single server and /or a plurality of age mediums, optical storage mediums, flash memory specialized servers , depending on implementation -specific devices and / or other machine readable mediums for storing needs and parameters . The computer systems 300 , 907 , 140, information . web ( file ) server 913 and / or web (application ) server 132 10091 ] The computer system 10 may also comprise soft may function as the system , devices , or components ware elements, shown as being currently located within a described in FIGS . 1 - 8F and /or 10 - 17 . working memory 1037 , including an operating system 1039 10087 ). The environment 901 may also include a database and /or other code 1041. It should be appreciated that alter 917. The database 917 may reside in a variety of locations . nate embodiments of a computer system 10 may have By way of example , database 917 may reside on a storage numerous variations from that described above . For medium local to (and / or resident in ) one or more of the example , customized hardware might also be used and / or computers 300 , 907 , 140 , 913 , 132 . Alternatively , it may be particular elements might be implemented in hardware , remote from any or all of the computers 300 , 907 , 140, 913 , software ( including portable software , such as applets ), or 132 , and in communication ( e . g . , via the network 136 ) with both . Further , connection to other computing devices such as one or more of these . The database 917 may reside in a network input /output devices may be employed . OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017

[0092 ] Examples of the processors 1023 as described work 352 may comprise a number of different communica herein may include , but are not limited to , at least one of tion media such as coaxial cable , copper cable /wire , fiber Qualcomm® Snapdragon® 800 and 801, Qualcomm® optic cable , antennas for transmitting/ receiving wireless Snapdragon® 620 and 615 with 4G LTE Integration and messages, and combinations thereof. 64 -bit computing , Apple® A7 processor with 64 -bit archi [0095 ] The communication system 1033 can utilize one or tecture , Apple? M7 motion coprocessors , Samsung Exy more communication subsystems to communicate over the nos? series , the Intel® CoreTM family of processors, the communication network 136 . For example , the cellular Intel® Xeon® family of processors , the Intel® AtomTM system 1045 can be used to communicate through an family of processors , the Intel Itanium® family of proces antenna 1053 to a cellular system 112 . The BLE system 1047 sors, Intel® Core i5 - 4670K and i7 -4770K 22 nm Haswell, can be used to communicate to over a Bluetooth® connec Intel® Core™ i5 - 3570K 22 nm Ivy Bridge , the AMD® tion , and the WiFi® system 1049 can be used to commu FXTM family of processors , AMD FX -4300 , FX -6300 , and nicate over the WiFi® communication system 116 . Any of FX -8350 32 nm Vishera , AMD® Kaveri processors , Texas the systems 1045 , 1047 , 1049 may use an antenna 1053 for Instruments® Jacinto C6000TM automotive infotainment transmitting wireless signals . processors, Texas Instruments® OMAPTM automotive - grade 10096 ] The communications componentry can include one mobile processors , ARM® CortexTM - M processors , ARM® or more wired or wireless devices such as a transceiver ( s ) Cortex - A and ARM926EJ- STM processors , other industry and /or modem that allows communications not only equivalent processors, and may perform computational between the various systems disclosed herein but also with functions using any known or future -developed standard , other devices , such as devices on a network , and / or on a instruction set, libraries , and/ or architecture . distributed network such as the Internet and /or in the cloud . [0093 ] The computer system 1000 may include one or The communications subsystem 1033 can also include inter more sensors and systems 304 , sensor processors 1043, and intra - communications capabilities such as hotspot and / communications subsystem 1033 connected to one or more or access point connectivity . different communication media ( e . g . , a cellular communi [0097 ] Additionally , and while not specifically illustrated , cation system 1045 , a BlueTooth® or BlueTooth® Low the communications subsystem can include one or more Energy (BLE ) communication system , a WiFi® communi communications links ( that can be wired or wireless ) and/ or cation system , etc . ) , a positioning system 1051 ( e . g . , a global communications busses managed by the bus manager positioning satellite (GPS ) system ) , one or more antenna 1974 ) , including one ormore of CANbus, OBD - II , ARCINC 1053, a battery 1055 , and /or a charging port 1057 . These 429 , Byteflight, CAN (Controller Area Network ) , D2B associated components may be electrically and / or commu ( Domestic Digital Bus) , FlexRay, DC - BUS , IDB - 1394 , nicatively coupled to one another via at least one bus 10221 IEBus, 12C , ISO 9141- 1 / - 2 , J1708 , J1587 , J1850 , J1939 , to distribute power and / or communication signals. ISO 11783 , Keyword Protocol 2000 , LIN ( Local Intercon [ 0094 ] In accordance with at least some embodiments of nect Network ) , MOST (Media Oriended Systems Trans the present disclosure , the communication system 1033 may port) , Multifunction Vehicle Bus, SMARTwireX , SPI, VAN utilize or communication using any type of known commu ( Vehicle Area Network ) , and the like or in general any nication medium or collection of communication media and communications protocol and / or standard . The various pro may use any type of protocols, such as SIP , TCP / IP , SNA , tocols and communications can be communicated one or IPX , AppleTalk , and the like , to transport messages between more of wirelessly and / or over transmission media ( some endpoints . The communication system 1033 may use wired times when physically connected to a port in the LTU 300 ) and / or wireless communication technologies to communi such as single wire , twisted pair , fibre optic , IEEE 1394 , cate over communication network 136 . The Internet is an MIL -STD - 1553, MIL -STD - 1773 , power - line communica example of the communication network 136 that constitutes tion , or the like. ( All of the above standards and protocols an Internet Protocol ( IP ) network consisting of many com are incorporated herein by reference in their entirety ) puters , computing networks , and other communication [0098 ] As discussed , the communications subsystem 1033 devices located all over the world , which are connected enables communications between any if the inter - systems through many telephone systems and other means . Other and subsystems as well as communications with non - collo examples of the communication network 136 include , with cated resources, such as those reachable over a network such out limitation , a standard Plain Old Telephone System as the Internet . The communications subsystem 1033 , in ( POTS ) , an Integrated Services Digital Network (ISDN ) , the addition to well -known componentry (which has been omit Public Switched Telephone Network (PSTN ), a Local Area ted for clarity ) , can include interconnected elements includ Network (LAN ) , such as an Ethernet network , a Token - Ring ing one or more of, but not limited to : one or more antennas network and /or the like, a Wide Area Network (WAN ) , a 1053 , an interleaver /deinterleaver , an analog front end virtual network , including without limitation a virtual pri (AFE ) , memory / storage / cache , MAC circuitry , modulator / vate network (“ VPN ” ) ; the Internet , an intranet, an extranet, demodulator, encoder/ decoder , a plurality of connectivity a cellular network , an infra - red network ; a wireless network managers , GPU , accelerator, a multiplexer/ demultiplexer, ( e . g ., a network operating under any of the IEEE 802 . 11 transmitter, receiver and wireless radio components such as suite of protocols , the Bluetooth® protocol known in the art , a Wi- Fi PHY /Bluetooth® module , a Wi- Fi / BT MAC mod and / or any other wireless protocol) , and any other type of ule , transmitter and receiver . The various elements in the packet -switched or circuit - switched network known in the computer system 1000 are connected by one or more links / art and/ or any combination of these and / or other networks . busses 1021 ( not shown , again for sake of clarity ) . In addition , it can be appreciated that the communication 10099 ]. The computer system 1000 can have one more network 352 need not be limited to any one network type , antennas 1053 , for use in wireless communications such as and instead may be comprised of a number of different multi- input multi -output (MIMO ) communications, multi networks and / or network types. The communication net user multi - input multi - output (MU -MIMO ) communica OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017 10 tions Bluetooth® , LTE , 4G , 5G , Near -Field Communication (0104 ] The various connectivity managers manage and /or (NFC ) , etc . The antenna ( s ) 1053 can include, but are not coordinate communications between the computer system limited to one or more of directional antennas , omnidirec 1000 and one or more of the systems disclosed herein and tional antennas, monopoles , patch antennas, loop antennas, one or more other devices/ systems. The connectivity man microstrip antennas, dipoles , and any other antenna ( s ) suit agers include an charging connectivity manager, a database able for communication transmission / reception . In an exem connectivity manager , a remote operating system connec plary embodiment, transmission /reception using MIMO tivity manager, a sensor connectivity manager, etc . may require particular antenna spacing . In another exem 10105 ] The database connectivity manager allows the plary embodiment, MIMO transmission / reception can computer system 1000 to receive and /or share information enable spatial diversity allowing for different channel char stored in a database . This information can be shared with acteristics at each of the antennas . other components / subsystems and / or other entities , such as [ 0100 ] Antenna (s ) 1053 generally interact with the AFE , third parties . The information can also be shared with one or which is needed to enable the correct processing of the more devices, such as an app on a mobile device the client received modulated signal and signal conditioning for a uses to track information about the LTU 300 . In general, any transmitted signal. The AFE can be functionally located information stored in the database can optionally be shared between the antenna and a digital baseband system in order with any one or more other devices optionally subject to any to convert the analog signal into a digital signal for process privacy or confidentially restrictions. ing and vice -versa . [0106 ] The remote operating system connectivity manager [0101 ] The controller /microprocessor 1023 may comprise facilitates communications between the LTU 300 and any a general purpose programmable processor or controller for one or more other systems. These communications can executing application programming or instructions related to include one or more of navigation information , operational the computer system 1000 . Furthermore , the controller / information , sensor information , or in general any informa microprocessor 1023 can perform operations for configuring tion related to the operation of the LTU 300 . and transmitting / receiving information as described herein . [0107 ] The sensor connectivity manager facilitates com The controller/ microprocessor 1023 may include multiple munications between any one or more of the sensors 1043 processor cores, and /or implement multiple virtual proces and any one or more of the other systems. The sensor sors . Optionally , the controller /microprocessor 1023 may connectivity manager can also facilitate communications include multiple physical processors . By way of example , between any one or more of the sensors 1043 and / or the controller /microprocessor 1023 may comprise a spe connected systems and any other destination , such as a cially configured Application Specific Integrated Circuit third -party 140 , app , or in general to any destination where ( ASIC ) or other integrated circuit , a digital signal processor sensor data is needed . ( s ), a controller, a hardwired electronic or logic circuit, a [0108 ] The communications subsystem can also option programmable logic device or gate array, a special purpose ally manage one or more identifiers , such as an IP ( internet protocol) address (es ) , associated with the LTU 300 and one computer , or the like . or other system or subsystems or components therein . These [ 0102 ] The computer system 1000 can further include a identifiers can be used in conjunction with any one or more transmitter and receiver which can transmit and receive of the connectivity managers as discussed herein . signals , respectively, to and from other devices, subsystems (0109 ] The navigation sensor 1051 may include one or and/ or other destinations using the one or more antennas more sensors having receivers and antennas that are config 1053 and /or links/ busses . Included in the communication ured to utilize a satellite -based navigation system including system 1033 circuitry is the medium access control or MAC a network of navigation satellites capable of providing Circuitry . MAC circuitry provides for controlling access to geolocation and time information to at least one component the wireless medium . In an exemplary embodiment, the of the computer system 1000 . Examples of the navigation MAC circuitry may be arranged to contend for the wireless sensor 1051, as described herein , may include , but are not medium and configure frames or packets for communicating limited to , at least one of Garmin® GLOTM family of GPS over the wireless medium . and GLONASS combination sensors , Garmin® GPS 15xTM [0103 ] The computer system 1000 can also optionally family of sensors, Garmin® GPS 16xTM family of sensors contain a security module (not shown ) . This security module with high - sensitivity receiver and antenna , Garmin® GPS can contain information regarding but not limited to , secu 18x OEM family of high -sensitivity GPS sensors , Dewetron rity parameters required to connect the device to one or more DEWE - VGPS series ofGPS sensors , GlobalSat 1 - Hz series other devices or other available network ( s ), and can include of GPS sensors , other industry - equivalent navigation sen WEP or WPA /WPA - 2 (optionally + AES and / or TKIP ) secu sors and / or systems, and may perform navigational and /or rity access keys, network keys, etc . The WEP security access geolocation functions using any known or future -developed key is a security password used by Wi- Fi networks. Knowl standard and / or architecture . Other positioning sensors 1051 edge of this code can enable a wireless device to exchange sensors may be used with other types of satellite systems, for information with an access point and /or another device . The example , a global navigation satellite system (GNSS ) simi information exchange can occur through encoded messages lar, if not identical, to NAVSTAR GPS , GLONASS , EU with the WEP access code often being chosen by the Galileo , and /or the BeiDou Navigation Satellite System network administrator . WPA is an added security standard (BDS ) to name a few . that is also used in conjunction with network connectivity [0110 ] The sensors 1043 may include one or more of , but with stronger encryption than WEP . The computer system is not limited to , an orientation sensor, an odometry sensor, 1000 also includes a Wi- Fi/ BT / BLE PHY module and a an infrared ( IR ) sensor, a motion sensor, a vibration or shock Wi- Fi/ BT / BLE MAC module and wireless transmitter and sensor, an environmental sensor, and / or other sensors or receiver. sensor systems. Some sensor group or types may comprise OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017 sensors configured to collect data relating to the environ wireless communications utilizing Bluetooth® , Wi- FiTM ment around the LTU 300 . Examples of environmental ZigBee , IEEE 802 . 11 , and other wireless technology stan sensors may include , but are not limited to , oxygen / air dards. For example , a mobile hotspot may be detected sensors , temperature sensors , humidity sensors , light/ photo around the LTU 300 via the wireless network sensor 752 . In sensors , pressure sensors , and more . The oxygen / air sensors this case , the LTU 300 may determine to utilize the mobile may be configured to detect a quality or presence of the air hotspot detected via / with one or more other devices 1033 , at the LTU location ( e . g . , ratios and /or types of gasses 1049 and/ or components associated with the LTU 300 . comprising the air, dangerous gas levels , safe gas levels , [0114 ) The camera sensors may be image sensors or etc . ) . Temperature sensors may be configured to detect image /video capture technologies. Optionally , the camera temperature readings surrounding the LTU 300 or of the sensors may record still images , video , and/ or combinations LTU 300 . Humidity sensors may detect an amount of water thereof . The audio sensors may be configured to receive vapor or water present in or around the LTU 300 . The audio input from around the LTU 300 . The audio input may light/ photo sensors can detect an amount of light present in correspond to voice commands, conversations detected around the LTU 300 . Further, the light/ photo sensors may be around the LTU 300 , phone calls made around the LTU 300 , configured to detect various levels of light intensity associ and / or other audible expressions made around the LTU 300 . ated with light around the LTU 300 . Thus , the LTU 300 can Further, the audio sensors can record ambient sound around determine if it is outside or inside a building , structure , the LTU 300 to determine other environment information . and / or container. The pressure sensor can determine a baro 0115 ]. The sensors may also include force sensors to metric pressure or changes thereto . As such , the LTU 300 detect a force observed on the LTU 300 . One example of a can determine changes in elevation or weather conditions force sensor may include a force transducer that converts effecting the LTU 300 . In other configurations, the pressure measured forces ( e . g ., force , weight, pressure , etc . ) into sensor can also measure rapid increases or decreases in output signals. Further , mechanical motion sensors can be pressure caused by explosions , loss of cabin pressure in a included and may correspond to encoders , accelerometers , airplane , submersion , etc . damped masses , and the like . Optionally , the mechanical [0111 ] Examples of other sensors may include, but are not motion sensors may be adapted to measure the force of limited to , infrared sensors , motion sensors , wireless net gravity ( i . e ., G - force ) as observed on the LTU 300 . Mea work sensors , camera ( or image ) sensors , audio sensors , and suring the G -force observed on the LTU 300 can provide more . IR sensors may be used to measure IR light irradiating valuable information related to a LTU ' s acceleration , decel from at least one surface or an other object around the LTU eration , collisions, and / or forces that may have been suffered 300 . by the LTU 300 . [0112 ] Among other things , the IR sensors may be used to [0116 ] Other sensors can include orientation sensors, measure temperatures , form images (especially in low light which can include accelerometers , gyroscopes, magnetic conditions ) , and even detect motion around the LTU 300 . sensors , and the like that are configured to detect an orien The motion sensors may be similar to motion detectors. The tation associated with the LTU 300 relative to at least one infrared ( IR ) sensors may include one or more components reference point . In some embodiments , the orientation sen configured to detect image information associated with an sor may include at least one pressure transducer , stress /strain environment of the LTU 300 . The IR sensors may be gauge , accelerometer, gyroscope , and /or geomagnetic sen configured to detect targets in low - light, dark , or poorly - lit sor. environments . The IR sensors may include an IR light [0117 ] Optionally , the sensors may be configured to col emitting element ( e . g . , IR light emitting diode (LED ) , etc . ) lect data relating to one or more conditions, objects , and an IR photodiode . In some embodiments , the IR pho vehicles , and other events that are external to the LTU 300 . todiodemay be configured to detect returned IR light at or For instance , the force sensors may detect and /or record about the same wavelength to that emitted by the IR light force information associated with the outside of a LTU 300 . emitting element. In some embodiments , the IR sensors may For instance , if an object strikes the exterior of the LTU 300 , include at least one processor configured to interpret the the force sensors may determine a magnitude , location , returned IR light and determine locational properties of and / or time associated with the strike . targets . The IR sensors may be configured to detect and /or [0118 ] The odometry sensor and / or system may include measure a temperature associated with a target ( e . g ., an one or more components that is configured to determine a object, pedestrian , other vehicle , etc . ) . Examples of IR change in position of the LTU 300 over time. In some sensors as described herein may include , but are not limited embodiments , the odometry system may utilize data from to , at least one of Opto Diode lead - salt IR array sensors , one or more other sensors and/ or systems in determining a Opto Diode OD - 850 Near - IR LED sensors , Opto Diode position ( e . g . , distance , location , etc . ) of the LTU 300 SA /SHA727 steady state IR emitters and IR detectors , relative to a previously measured position for the LTU 300 . FLIR® LS microbolometer sensors , FLIR® TacFLIR 380 Additionally or alternatively , the odometry sensors may HD InSb MWIR FPA and HD MWIR thermal sensors, include one or more encoders , Hall speed sensors , and / or FLIR? VOX 640x480 pixel detector sensors , Delphi IR other measurement sensors /devices configured to measure a sensors , other industry -equivalent IR sensors and /or sys wheel speed , rotation , and / or number of revolutions made tems, and may perform IR visual target and /or obstacle over time. Examples of the odometry sensor / system as detection in an environment around the LTU 300 using any described herein may include , but are not limited to , at least known or future -developed standard and / or architecture. one of Infineon TLE4924 / 26 /27 /28C high -performance [0113 ] The LTU 300 may include a wireless network speed sensors , Infineon TL4941 plusC ( B ) single chip differ sensor. This sensor may be configured to detect one or more ential Hall wheel- speed sensors, Infineon TL5041plusC wireless network ( s ) around the LTU 300 . Examples of Giant Mangnetoresistance (GMR ) effect sensors , Infineon wireless networks may include, but are not limited to , TL family of magnetic sensors , EPC Model 25SP Accu OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017

CoderProTM incremental shaft encoders , EPC Model 30M (0123 ] Information associated with controlling the LTU compact incremental encoders with advanced magnetic 300 may be stored in a control data memory 1037 storage sensing and signal processing technology , EPC Model 925 medium . The control data memory 1037 may store instruc absolute shaft encoders , EPC Model 958 absolute shaft tions used by the processor 1023 for controlling the LTU encoders, EPC Model MA36S /MA63S /SA36S absolute 300 , historical control information , control rules , and the shaft encoders , DynaparTM F18 commutating optical like. In some embodiments , the control data memory 1037 encoder , DynaparTM HS35R family of phased array encoder may be a disk drive , optical storage device , solid - state sensors , other industry - equivalent odometry sensors and / or storage device such as a random access memory ( “ RAM ” ) systems, and may perform change in position detection and / or a read - only memory (" ROM " ) , which can be pro and / or determination functions using any known or future grammable , flash - updateable , and /or the like. developed standard and / or architecture . [0124 ] In addition to the mechanical components [0119 ] In some embodiments , the sensors and systems 304 described herein , the LTU 300 may include a number of user may include other sensors 1043 and / or combinations of the interface devices. The user interface devices receive and sensors described above . Additionally or alternatively , one translate input into a mechanical movement or electrical or more of the sensors 1043 described above may include signal or stimulus. The input may be one or more ofmotion , one or more processors configured to process and / or inter voice , touch , and /or physical interaction with the compo pret signals detected by the one or more sensors 1043 . In nents of the LTU 300 . In some embodiments , the input may some embodiments , the processing of at least some sensor be configured to control one or more functions of the LTU information provided by the sensors and systems 1043 may 300 and /or systems of the LTU 300 described herein . User be processed by at least one sensor processor 1043 . Raw interfaces may include, but are in no way limited to , at least and / or processed sensor data may be stored in a sensor data one graphical user interface of a display device , a touch memory storage medium 1037 . In some embodiments , the mechanism , power control switch , communications equip sensor data memory may store instructions used by the ment, etc sensor processor for processing sensor information provided (0125 ]. An embodiment of the electrical system associated by the sensors and systems 1043 . In any event, the sensor with the LTU 300 can include a power source ( s ) that data memory may be a disk drive , optical storage device , generates power, power storage that stores power 1055 , solid - state storage device such as a random access memory and /or load ( s ) that consume power. Power storage may be ( “ RAM ” ) and / or a read - only memory ( “ ROM " ) , which can associated with a power storage system 1055 . The electrical be programmable , flash -updateable , and /or the like . system may be managed by a power management controller ( PMC ) . Further, the electrical system can include one or [ 0120 ] The processor 1023 may receive processed sensor more other interfaces or controllers . information from the sensor processor and determine to [0126 ] The power management controller can be a com control an aspect of the LTU 300 . Controlling an aspect of puter , computing system ( s ) , software , and / or electrical sys the LTU 300 may include communicating or presenting tem with associated components , as described herein , information via a communication system 1033 or output capable of managing the functions to receive power, routing 1027 ( e . g ., illuminating an light emitting diode (LED ) ) . In the power to the power storage ( e . g ., battery 1055 ) , and then this example , the processor 1023 may receive sensor data providing the power from the battery 1055 to the loads. describing an environment surrounding the LTU 300 and , Thus , the power management controller may execute pro based on the sensor data received , determine to adjust the gramming that controls switches , devices, components , etc . performance of the LTU 300 . involved in the reception , storage , and provision of the [0121 ] The processor 1023 may communicate , in real power in the electrical system . time, with the sensors and systems 1043 forming a feedback [0127 ] The battery 1055 can be any type of battery for loop . In particular, upon receiving sensor information storing electrical energy , for example , a lithium ion battery , describing a condition in the environment surrounding the a lead acid battery , a nickel cadmium battery, etc . Further, LTU 300 , the processor 1023 may autonomously make the battery 1055 may include different types of power changes to an operation of the LTU 300 . The processor 1023 storage systems, such as , ionic fluids or other types of fuel may then receive subsequent sensor information describing cell systems. The battery 1055 may also include one ormore any change to the condition of the environment. This con high - capacity capacitors . The capacitors may be used for tinual cycle of observation (e . g ., via the sensors, etc .) and long- term or short- term storage of electrical energy. The action ( e . g . , selected control or non - control of operations , input into the battery 1055 may be different from the output, etc .) allows the LTU 300 to operate autonomously in the and thus, the capacitor may be charged quickly but drain environment. slowly . The functioning of any converter, battery capacitor, [ 0122] In some embodiments , the processor 1023 may etc . may be monitored or managed by the PMC . Further, the receive control information from one or more control battery 1055 may be electrically connected to a charge port sources . The control source may provide a command (s ) 21057 , which can be any physical connector, that connects and /or control information including operational commands , to an outside source of power ( an electrical distribution operation override control commands, and the like . The system ) to charge the battery 1055 . control source may correspond to an LTU server 132 , a [0128 ] LTU Software : traffic control system , an administrative control entity, and/ 0129 ] An embodiment of software 1100 / 1200 that may or some other controlling server. It is an aspect of the present function on the processor 1023 may be as shown in FIG . 11 disclosure that the processor 1023 and /or other components and /or FIG . 12 . While the components in FIGS. 11 and 12 of the LTU 300 may exchange communications with the are described as software , the functions described can be control source across the communication network 136 and embodied as gates in an ASIC , FPGA , or other processor. As via the communications subsystem 1033 . such , the software functions 1100 / 1200 may be embodied as OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017 13 hardware in some configurations. The software can include high bandwidth link . In the simplest form , the parallel optic one or more of, but is not limited to : a modem service 1144 , link is a replacement for many serial data communication an operating system (LINUX kernel 1160 ) , a recovery links. In the more typical application , one byte of informa function 1148 , a Firmware Over - The - Air ( FOTA ) client tion is split up into bits and each bit is coded and sent across 1152, a factory function 1156 , an LED function 1264 , a GPS the individual fibers . There may be two forms of commer function 1268 , a sensor function 1272 , and /or a main task cially available products for POIs 1112 , 1116 . The first is a ( cloud mode control) function 1276 . In some configurations , twelve -channel system consisting of an optical transmitter the software /hardware 1100 may function on a physical 1112 and an optical receiver 1116 . The second is a four separate processor 11233 from the hardware /software 1200 . channel transceiver product that is capable of transmitting In other configurations, the hardware/ software 1100 , 1200 four channels 1112 and receiving four channels 1116 in one execute on a single processor but in separate partitions . product. Parallel optics is often the most cost effective 10130 ] The modem server 1144 can include various func solution for getting 40 Gigabit per second transmission of tionality . For example , the modem functionality 114 can data over distances exceeding 100 meters include one or more of , but is not limited to : a file system [0135 ] A modem 1120 (modulator -demodulator ) can be 1104 , a log 1108 , a parallel optical interface (POI ) 1112 , any network hardware /software that modulates one or more 1116 , a modem 1120 , a data function 1124 , a battery function carrier wave signals to encode digital information for trans 1128 , a power management ( PM ) function 1132 , a MUX12 / mission and demodulates signals to decode the transmitted DEMUX 1236 , and /or a HDLC 1240 . These various func information . Modems can be used with any means of tions will be explained hereinafter . transmitting analog signals , from light emitting diodes to [0131 ] The file system 1104 can be any file system or radio frequency signals . A common type of modem 1120 is filesystem that is used to control how data is stored and one that turns the digital data of a computer into modulated retrieved . The file system 1104 separates the data into pieces electrical signal for transmission over telephone lines and and gives each piece a name, the information is easily demodulated by another modem at the receiver side to isolated and identified . The file system 1104 includes a recover the digital data . structure and logic rules used to manage the groups of [0136 ] Data function 1124 is any software that stores , information and the names of the information . An example retrieves , or manages data . The LTU 300 can store sensor, file system 1104 can be the Apache Hadoop File System , the position , or other information in working memory 1037 , in Microsoft Resilient File System , and /or Apple ’ s Hierarchi a storage media 1031 , or in a storage device 1029 . The cal File System . Any file system can be used for file system information may be managed by the data function 1124 , 1104 to organize the LTU sensor data or other information . which can include any type of file system controller or [0132 ] A log 1108 can include any data sequentially stored database controller. by the LTU 300 . The log 1108 may also include a data [0137 ) The battery function 1128 can send information logger , which is an electronic device that records data over about the battery 1055 and /or receive commands to manage time or in relation to location either with a built -in instru the battery 1055 . Thus , the information about the battery ment or sensor or via external instruments and sensors . The function 1128 can include an amount of charge , battery data logger 1108 may be based on a digital processor (or status . The commands received by the battery function 1128 computer ) . They data logger 1108 can be battery powered can manage the charging of the battery through the port and equipped with a microprocessor, internal memory for 1057 , signal the processor 1023 that a charge is needed when data storage , and sensors . Some embodiments of the data the battery 1055 reaches some threshold , etc . Any required logger 1108 can interface with a personal computer , and use commands to maintain battery charge , charge the battery , or software to activate the data logger 1108 and view and use the battery may be sent by the battery function 1128 to analyze the collected data , while others have a local inter the Batt function 1168 . face device and can be used as a standalone device . [0138 ] A power management (PM ) function 1132 can be [0133 ] The data logger 1108 may vary between general any feature that receives commands to manage power to the purpose types for a range of measurement applications to LTU 300 . For example , the PM 1132 can receive commands very specific devices for measuring in one environment or to turn off the power or switch the LTU 300 to a low - power application type only . It is common for general purpose state when inactive or while charging . Further , the PM 1132 types to be programmable ; however , many remain as static can receive commands to manage how different other com machines with only a limited number or no changeable ponents , e . g . , the sensors 1043, communications system parameters. One of the primary benefits of using data 1033 , etc . use or are allotted power. Thus, the commands loggers is the ability to automatically collect data on a received by the PM 1132 can control switches or other 24 - hour basis . Upon activation , data loggers are typically componentry to change power allocation . Further , the PM deployed and left unattended to measure and record infor 1132 can receive power savings commands from the LTU mation for the duration of the monitoring period . This server 132 to command the PMIC 1164 to change power autonomy allows for a comprehensive , accurate picture of functions , which may be sent to the PMIC function 1164 . the environmental conditions being monitored , such as air [0139 ] A MUX /DEMUX 1136 can be any hardware / soft temperature and relative humidity . ware that selects one of several analog or digital input [0134 ] A POI 1112, 1116 is a form of fiber optic technol signals and forwards the selected input into a single line . A ogy aimed primarily at communications and networking multiplexer of 2n inputs has n select lines, which are used to over relatively short distances (less than 300 meters ) , and at select which input line to send to the output. MUX /DEMUX high bandwidths. Parallel optic interfaces 1112 , 1116 differ 1136 can be used to increase the amount of data that can be from traditional fiber optic communication in that data is sent over the network within a certain amount of time and simultaneously transmitted and received over multiple bandwidth . A MUX /DEMUX 1136 is also called a data fibers . Different methods exist for splitting the data over this selector. The MUX /DEMUX 1136 makes it possible for OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017 14 several signals to share one device or resource , for example 1148 may store LTU 300 settings and change those settings one A / D converter or one communication line , instead of as required by LTU commands or other inputs . Different having one device per input signal . Conversely , the demul versions of the settings may be maintained and stored with tiplexer ( or DEMUX ) 1136 is any hardware /software taking version identifiers that can be retrieved or provided to the a single input signal and selecting one ofmany data -output modem service 114 to send to the LTU server 132 or output lines , which is connected to the single input. A DEMUX to another output. A command can be received , from the 1136 is a single - input , multiple -output switch . LTU server 132 through the modem service 114 , that [ 0140 ] High - Level Data Link Control (HDLC ) 1240 instructs the recovery function 1148 to return the settings to may be any hardware / software that provides a bit -oriented an earlier version . The recovery function 1148 may then code -transparent synchronous data link layer protocol func make those changes to the settings. The recovery function tion developed by the International Organization for Stan 1148 may also provide any information to the modem dardization (ISO ). The current standard for HDLC is ISO service 114 to allow the physical recovery of the LTU 300 . 13239, which is incorporated by reference herein for all that In this configuration , the modem service 114 provides ship it teaches and for all purposes . The HDLC 1240 provides ping information to a user to send the LTU 300 to a both connection -oriented and connectionless service . In destination . In other situations, the recovery function 1148 some configurations , the HDLC 1240 can be used for point may send a signal to the LTU server 132 providing a location to multipoint connections, but also to connect one device to of the LTU 300 , such that a user can retrieve the LTU 300 . another, using what is known as Asynchronous Balanced [0145 ] The FOTA 1152 1152 refers to various functions Mode ( ABM ) . The master- slave modes Normal Response for receiving new software , configuration settings , and even Mode (NRM ) and Asynchronous Response Mode (ARM ) updating encryption keys distributed from the LTU server may also be used . 132 or another device . One important feature of FOTA 1152 [0141 ] The Linux Kernel 1160 can incorporate various is that a single LTU server 132 can send an update to all the operating system functions and include a power manage LTUS 300 , who are unable to refuse , defeat, or alter that ment integrated circuit (PMIC ) function 1164 , a battery update , and that the update applies immediately to everyone (Batt ) management function 1168 , and / or a universal asyn on the channel. In the context of the mobile content, FOTA chronous receiver /transmitter (UART ) function 1172 . The 1152 may include over- the - air service provisioning operating system (OS ) functions manage computer hard (OTASP ) , over- the -air provisioning (OTAP ) or over- the -air ware and software resources and provides common services parameter administration (OTAPA ) , or provisioning LTUS for computer programs. All computer programs, excluding 300 with the necessary settings with which to access ser firmware , require an operating system to function . The OS vices . As LTUS 300 accumulate new applications and schedules tasks of various operations or programs for effi become more advanced , LTU configuration can become cient use of the system 1000 . For hardware functions, such increasingly important as new updates and services develop . as input and output and memory allocation , the operating FOTA 1152 via SMS optimizes the configuration data system acts as an intermediary between programs and the updates in SIM cards and enables the distribution of new computer hardware . The Linux Kernel is a type of OS , but software updates to LTUS 300 with the necessary settings another OS may be used in the LTU 300 . with which to access services such as WAP or MMS. FOTA [0142 ] The power management integrated circuits (PMIC ) 1152 messaging may provide remote control of LTUS 300 1164 can be any hardware / software for managing power for service and subscription activation , personalization and requirements of the LTU 300 . Thus , the PMIC 1164 can programming of a new service for mobile operators and include some form of electronic power conversion and/ or third parties . relevant power control functions. A PMIC 1164 can decrease [0146 ] Factory 1156 can return the LTU 300 settings to a the amount of space required to manage the electrical factory version . As such , the factory function 1156 may store systems and /or battery function 1168 . The PMIC 1164 may a first or primary version of the LTU 300 settings . This be responsive to commands received by the PM 1132 and primary version may be retrieved or provided to the modem may sent information to the PM 1132 for transmission to the service 114 to send to the LTU server 132 or output to LTU server 132 . The Batt 1168 can control the battery state another output. A command can be received , from the LTU or function of the battery 1055 . In some configurations , server 132 through the modem service 114 , that instructs the based on commands from the battery function 1128 , the OS factory function 1156 to return the LTU 300 to factory 1160 batt 1168 may manage or control the functioning of the settings. The factory function 1156 may then make those battery 1055 . changes to the settings . The factory function 1156 may also [0143 ] The UART 1172 can be a computer hardware provide any information to the modem service 114 to allow device or software for asynchronous serial communication the physical recovery of the LTU 300 . In this configuration , in which the data format and transmission speeds are con the factory function 1156 provides shipping information to figurable . The electric signaling levels and methods (such as a user to send the LTU 300 to a LTU factory or distributor . differential signaling, etc . ) may be handled by a driver In other situations, the factory function 1156 may send a circuit external to the UART 1172 . The UART 1172 can be signal to the LTU server 132 providing a location of the LTU used in conjunction with communication standards such as 300 , such that a user can retrieve the LTU 300 . Thus , the TIA ( formerly EIA ) RS - 232 , RS - 422 or RS -485 . A UART factory function 1156 can provide quick retrieval of all LTUS 1172 may be an individual ( or part of an ) integrated circuit 300 in the event of a recall or other event. (IC ) used for serial communications over a computer or [0147 ] A light- emitting diode (LED ) function 1264 can be peripheral device serial port . The UART 1172 may be a LED circuit or LED driver that powers a LED . The circuit included with the processor 1123. or function 1264 can provide sufficient current to light the [0144 ] The recovery function 1148 can return the LTU 300 LED at the required brightness, and may limit the current to settings to a previous version .As such , the recovery function prevent damaging the LED . The voltage drop across an LED OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017 15 is approximately constant over a wide range of operating concrete occurrence of any object or code , existing usually current; therefore , a small increase in applied voltage greatly during the runtime of a computer program . The queue 1312 increases the current. Very simple circuits can be used for can have a first instance 1314 to receive data from one or low - power indicator LEDs. more LTUs 300 in an LTU group 1304 . An LTU group 1304 [0148 ] Sensor function 1272 may be a sensor interface, for can include all LTUS 300 or some subset of LTUS 300 example , the Simple Sensor Interface (SSI ) protocol , which organized based on a characteristic ( s ) , e . g ., a customer can include any simple communications protocol designed identity . The data may be queued to allow for provision to for data transfer between the processor 1023 and the sensors the middleware 1320 for further processing . Queueing the 1043 . The SSI protocol, for example , is an Application layer received data allows for provision to themiddleware 1320 at protocol as in the OSI model. The SSI protocol has been a time coordinated with the middleware 1320 . developed jointly by Nokia , Vaisala , Suunto , Ionific ,Mermit [0155 ] The queue 1312 can have one of more other and University of Oulu . The SSI protocol can be used in instances of queues 1316a - 1316c , which each queue 1316 point- to - point communications over UART 1172 . SSI can may be associated with a particular and / or predetermined also provide polling sensors and streaming sensor data . LTU 1308a - 1308c . The queues 1316 can queue commands Sample implementation of the SSI protocol for MSP430 to be sent to the LTUs 1308 . Commands need to be queued microcontrollers has been published in 2006 by Nokia . as the LTU 1308 may not be able to communicate in some [0149 ] The GPS function 1268 can include any drivers situations, e . g ., the LTU 300 is out of cellular or wireless and/ or receivers that can receive positioning information . range / coverage . AS such , the queue 1316 can receive a The GPS function 1268 can relay position data to the command from the middleware 1320 and hold the command processor 1023 using the NMEA 0183 protocol. Other until contact with the LTU 1304 is established and the proprietary protocols exist as well , such as the SiRF and MTK protocols . Receivers can interface with other devices command (s ) in the queue 1316 can be sent. using methods including a serial connection , USB , Blu [0156 ] Middleware 1320 can include the software that etooth® . provides services to software applications in the tracking 0150 LTU Server Software : processing 1328 beyond those available from the operating [0151 ] The software /hardware associated with the LTU system . The middleware 1320 allows development or imple SErver 132 may be as shown in FIG . 13 . The LTU server 132 mentation of communication and input/ output changes to can manage the reception of data from several LTUs 300 and occur with changing the purpose or performance of tracking provision the data to clients 140 . Each LTU 300 may be processing 1328 . Middleware 1320 can also include web associated with a particular third - party 140 , and thus , the servers , application servers , content management systems, LTU server 132 can ensure the received data is sent to the and similar tools that support application development and correct third -party 140. Further , the LTU server 132 can delivery . An example of at least some of the functions that command the various LTUS 300 based on input from the may be performed by an instance of the middleware 1320 third parties 140 or based on operational situations . The LTU may be as shown in FIG . 15 . The middleware 1320 can be server 132 can include one or more of, but is not limited to : deployed as one or more instances 1324a -1324c that may be one or more queues 1312 , middleware 1320, tracking pro associated with a particular and /or predetermined LTU 1308 cession 1328 , a database 1356 , a load balance 1336 , an and /or customer 140 . application programming interface (API ) / page view 1340 , [0157 ] Tracking Processing 1328 can include application and /or authentication 1348 . processing including business processes or other functions. [ 0152 ] The queue 1312 can be a kind of abstract data type Tracking processing 1328 can include related , structured or collection stored in working memory 1037 in which the activities or tasks that produce a specific service or product entities in the collection are kept in order and the principal (serve a particular goal) for a particular customer or cus ( or only ) operations on the collection are the addition of tomers regarding tracking of assets with the LTU 300 . As entities to the rear terminal position , known as enqueue , and with the middleware 1320 , the tracking processing 1328 can removal of entities from the front terminal position , known be deployed as one or more instances 1332a - 1332c that may as dequeue . This makes the queue a First - In - First- Out be associated with a particular and / or predetermined LTU ( FIFO ) data structure . In a FIFO data structure, the first 1308 and / or customer 140 . An example of at least some of element added to the queue will be the first one to be the functions that may be performed by an instance of the removed . This data structure is equivalent to the requirement tracking processing 1328 may be as shown in FIG . 16 . that once a new element is added , all elements that were [0158 ] Database 1356 can include any database storage or added before have to be removed before the new element databass access service . Thus, the database 1356 can include can be removed . Often a peek or front operation is also object- oriented databases, flat file databases , relational data entered , returning the value of the front element without bases , or another type of database. In some situations, the dequeuing it . A queue is an example of a linear data database 1356 may be a database developed in SQL or other structure , or more abstractly a sequential collection . language or protocol. Regardless, the database 1356 can also [0153 ] Queues 1312 allow data , objects , persons, com include a database manager that can retrieve , store , or mands, events, etc . to be stored and held to be processed manage the data within the database . As with the middle later . In these contexts , the queue 1312 performs the func ware 1320 and the tracking processing 1328 , the database tion of a buffer . The queue 1312 can be implemented as data 1356 can be deployed as one or more instances 1356a - 13560 structures coupled with access routines, as an abstract data that may be associated with a particular and /or predeter structure or in object -oriented languages as classes . Com mined LTU 1308 and /or customer 140 . Databases are well mon implementations are circular buffers and linked lists . known and need not be described further herein ; however, 10154 ]. The queue 1312 may have two or more instances examples of data that may be stored within the database 1314 through 1316c . As used herein , an instance can bea 1 356 may be as provided in the description of FIG . 17 . OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017 16

[0159 ] The third -party software 140 can be a client that [0163 ] As the weakest level of authentication , only a accesses a service made available by a the LTU server 132 . single component from one of the three categories of factors The server 132 may be accessed by way of a network 136 . is used to authenticate . The use of only one factor does not A client can be a computer program that, as part of its offer much protection from misuse or malicious intrusion . operation , relies on sending a request to another computer When elements representing two factors are required for program ( e . g ., the LTU server 132 ) . For example , a web authentication , the term two - factor authentication is browser at the third -party computer 140 can connect to an applied — e . g ., the LTU server 132 can require users 140 to API/ page view service 1340 and retrieve web pages for provide a password (knowledge factor ) and a pseudorandom display at the third -party device 140 . The web pages can number from a security token (ownership factor ). Multi include LTU data about assets associated with the third factor authentication can instead use more than two factors , party . Further, the third - party device 140 may be pushed e . g . , multiple authentication factors are used to enhance LTU information depending on the configuration of the LTU security of an interaction in comparison to the two - factor server 132 and /or third -party device 140 . authentication process . [0160 ] The load balance function 1336 can improve the [0164 ] The term digital authentication refers to a group of distribution of workloads across multiple computing processes where the confidence for user identities is estab resources , such as the API/ page view function 1340 and /or lished and presented via electronic methods to an informa the authentication processing 1348 . Load balancing 1336 tion system . It is also referred to as e -authentication . Digital aims to optimize resource use , maximize throughput, mini authentication can include enrollment — an individual mize response time, and avoid overload of any single applies to a credential service provider (CSP ) to initiate the resource . Using multiple components with load balancing enrollment process . After successfully proving the appli 1336 instead of a single component may increase reliability cant ' s identity , the CSP allows the applicant to become a and availability through redundancy. Load balancing 1336 subscriber ; authentication after becoming a subscriber , the user receives an authenticator e . g ., a token and credentials , can include dedicated software and / or hardware , such as a such as a user name ( the third -party 140 is then permitted to multilayer switch or a Domain Name System server process , perform online transactions within an authenticated session to accomplish the load balancing. Generally , the load bal with a relying party , where they must provide proof that the ance 1336 can distribute tasks across the multiple instances third -party 140 possesses one or more authenticators ) ; and / 1344 , 1352 of the API 1340 and / or authentication functions or lifecycle maintenance — the CSP is charged with the task 1348 of maintaining the third -party ' s credential of the course of [0161 ] The API/ Page View 1340 can be any set of sub its lifetime, while the subscriber is responsible for main routine definitions , protocols , and tools for building appli taining his or her authenticator( s ) . As with the middleware cation software . In general terms, the API/ Page View 1340 1320 , the tracking processing 1328 , API/ Page View 1340 , is a set of clearly defined methods of communication the authentication functions 1348 can be deployed as one or between various software components . The API/ Page View more instances 1352a - 1352c that may be associated with a 1340 allows for development of the third -party software 140 particular and / or predetermined LTU 1308 and/ or customer and / or tracking processing 1328 by providing all the build 140 . An example of at least some of the functions that may ing blocks, which are then put together by the programmer . be performed by an instance of the authentication functions The API/ Page View 1340 may be a web -based system , 1348 may be as shown in FIG . 14 . operating system , database system , computer hardware or 10165 ] Authentication Software : software library. The API/ Page View 1340 can take many [0166 ] An example of functions performed by the authen forms, but often includes specifications for routines , data tication software 1348 may be as shown in FIG . 14 . The structures , object classes, variables or remote calls . POSIX , functions can include an authentication interface 1404 ( that Microsoft Windows API, the C + + Standard Template receives or sends communications to the third party 140 Library , and Java APIs are examples of different forms of the during the authentication processing ), an authentication API/ Page View 1340. Further, the API/ Page View 1340 can page view 1408 , a validation function 1412 , an encryption provide LTU information to the client 140 in pages or function 1416 , a security token manager 1420 , and /or and through pushing data to the client 140 . As with the middle API interface 1424 ( that sends or receives communications ware 1320 , the tracking processing 1328 , and /or the data from / to the API/ Page View 1340 ) . base 1356 , the API/ Page View 1340 can be deployed as one [0167 ] The authentication page view 1408 can be a LTU or more instances 1344a - 134c that may be associated with server 132 function to script pages or information to the user a particular and / or predetermined LTU 1308 and /or cus 140 . The information encompasses required input or outputs tomer 140 . used for the development of a secret or other authentication [ 0162 ] Authentication 1348 can be any hardware / software functions. Thus , the authentication page view 1408 produces capable of confirming the truth of an attribute of a single the interface used to authenticate the user 140 . piece of data ( a datum ) claimed true by an entity . Authen [0168 ] Validation 1412 includes any process of ensuring tication 1348 is a process that confirms the identity of the that a program operates on clean , correct and useful data set . client 140 and begins to establish the connection between Validation 1412 can use routines , often called “ validation the client 140 and the tracking processing functions 1328 . rules” “ validation constraints " or " check routines ” , that Authentication 1348 might involve confirming the identity check for correctness , meaningfulness , and security of data of a third -party 140 by verifying the authenticity of a website that are input from the third - party system 140 and/ or output with a digital certificate, receiving and verifying a token or to from the LTU server 132 . The rules may be implemented other security instrument, etc . In other words , authentication through the automated facilities of a data dictionary , or by often involves verifying the validity of at least one form of the inclusion of explicit application program validation identification . logic . OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017 17

[0169 ] Encryption 1416 can include any process of encod [0173 ] Middleware Software: ing and /or decoding a message or information in such a way that only authorized parties can access the content of the [0174 ] An example of functions performed by the middle message . Encryption does not of itself prevent interference , ware software 1320 may be as shown in FIG . 15 . The but denies the intelligible content to a would - be interceptor. functions can include an LTU information receiver 1504 In an encryption scheme, the intended information or mes ( that receives communications from an LTU information sage, referred to as plaintext, is encrypted using an encryp queue 1314 ) , an information converter 1508 , a database tion algorithm , generating ciphertext that can only be read if interface 1512 , and /or a command converter 1516 . decrypted . For technical reasons , an encryption scheme can [0175 ] The information converter 1508 can convert LTU use a pseudo - random encryption key generated by an algo information data from one format received by the queues rithm . It is in principle possible to decrypt the message 1316 to another format that can be processes by the tracing without possessing the key, but, for a well - designed encryp processing functions 1332 . Throughout the LTU 900 envi tion scheme, considerable computational resources and ronment , LTU data may be encoded in a variety ofways . The skills are required . An authorized recipient can easily operating system 1628 is predicated on certain standards for decrypt the message with the key provided by the LTU data and file handling. Furthermore, each LTU program can server 132 to the third - party system 140 but not to unau handle data in a different manner . Whenever any one of these thorized users . variables is changed , data is converted in some way before [0170 ] An example of an encryption type are public -key the data can be used by a different computer , operating encryption schemes where the encryption key is published system , and /or program . Even different versions of these for anyone to use and encryptmessages . However , only the elements usually involve different data structures . For receiving party has access to the decryption key that enables example , the changing of bits from one format to another, messages to be read . A publicly available public key encryp usually for the purpose of application interoperability or of tion application called Pretty Good Privacy (PGP ) was capability of using new features, is merely a data conver written in 1991 by Phil Zimmermann , and distributed free of sion . Data conversions may be as simple as the conversion charge with source code ; it was purchased by Symantec in of a text file from one character encoding system to another; 2010 and is regularly updated and may be used for encryp or more complex , such as the conversion of file formats. tion 1416 . [0176 ] There are many ways in which data is converted [0171 ] A security token manager 1420 can be any hard within the computer environment . The conversion 1508 may ware /software that is used to gain access to an electronically require processing by the use of a special conversion pro restricted resource . The token is used in addition to or in gram , or it may involve a complex process of going through place of a password . It acts like an electronic key to access intermediary stages , or involving complex “ exporting and LTU information . Some tokens may store cryptographic “ importing ” procedures , which may include converting to keys , such as a digital signature . The security token manager and from a tab - delimited or comma- separated text file , etc . 1420 can be a security token service (STS ) , which is a In some cases , the converter 1508 may recognize several software based identity provider responsible for issuing data file formats at the data input stage and then is also security tokens as part of a claims- based identity system . In capable of storing the output data in a number of different a typical usage scenario , a client 140 requests access to a formats . The converter 1508 may be used to convert a file secure software application in tracking processing 1328 . format . If the source format or target format is not recog Instead of the application authenticating the client 140, the nized , then at times a third program may be available which client 140 is redirected to a security token manager 1420 . permits the conversion to an intermediate format , which can The authentication 1408 authenticates the client 140 and then be reformatted using the first program . There are many instructs the security token manager 1420 to issue a security possible scenarios . Regardless, the converter 1508 converts token . Finally , the client 140 is redirected back to the information from the LTUS 300 into a usable form for the API/ Page View 1340 where it presents the security token . tracking processing 1328 . It should be noted that the com The token is the data record in which claims are packed , and mand converter 1516 may function similarly but convert is protected from manipulation with strong cryptography. commands from the tracking processing 1328 into a format The API/ Page View 1340 or other software can verify that understood by the LTUS 1308 before send the converted the token originated from the security token manager 1420 commands to queue 1316 . trusted by it, and then makes authorization decisions accord [0177 ] The database interface 1512 can manage an orga ingly . The token is creating a chain of trust between the nized collection of data , for example , database 1356 . The security token manager 1420 and the software application database interface 1512 may be a database management consuming the claims. This process is illustrated in the system (DBMS ) , which is a computer software application Security Assertion Markup Language (SAML ) use case , that interacts with other applications and the database itself demonstrating how single sign - on can be used to access web to capture and analyze data . A general- purpose DBMS is services . designed to allow the definition , creation , querying , update , [0172 ] Security token services can be offered as web and administration of databases . Well- known DBMSS services , through the use of application programming inter include MySQL , PostgreSQL , MongoDB , MariaDB , Micro faces (APIs ) , or for native applications in conjunction with soft SQL Server, Oracle , Sybase , SAP HANA , MemSQL software development kits ( SDKs) . Broadly speaking , there and IBM DB2 . A database is not generally portable across are three types of Secure Token Services: IP -STS ( Identity different DBMSs, but different DBMS can interoperate by Provider Secure Token Service ) : authenticates clients using standards such as SQL and ODBC or JDBC to allow directly ; FS -STS ( Federated Provider STS ) ; and RP- STS a single application to work with more than one DBMS. (Relying Party Secure Token Service ) , which delegates Database management systems are often classified accord client authentication . ing to the database model that they support ; the most popular OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017 18 database systems since the 1980s have all supported the [0186 ] The operation system (OS ) 1628 may be the same relational model as represented by the SQL language . or similar to the operating system 1160 or may perform [ 0178 ] Tracking Processing Software : similar functions to the OS 1160 described in conjunction [ 0179 ] An example of functions performed by the tracking with FIGS. 11 and 12 . processing software 1328 may be as shown in FIG . 16 . The [0187 ] Communications Data : functions can include a Message Queue Telemetry Transport 10188 ]. An embodiment of a data structure 1702 or data (MQTT ) Management 1604 , an import airport API 1608 , a base information 1700 that includes information about LTU match LTU information 1612 , a report process information location and /or condition that may be stored in database 1616 , a communication middleware 1620 , a database reposi 1356 , may be as shown in FIG . 17 . The information within tories 1624 , and / or an operation system (OS ) 1628 . database 1700 can include one or more fields, but is not [ 0180 ] The MQTT Management 1604 can include a mes limited to those shown in FIG . 17 , as represented by ellipses saging function based on the ISO standard ( ISO / IEC PRF 1732 . Further , there can be more records , each associated 20922 ) publish -subscribe - based “ lightweight” messaging with a client 140 and / or LTU 300 , than those shown in FIG . protocol for use on top of the TCP /IP protocol. MQTT 17, as represented by ellipses 1728 . Management function 1604 can communicate over connec 10189 ] The LTU identifier field 1704 can include the tions with remote locations where a “ small code footprint” identifier for each of the LTUS 300 that are part of the LTU is required or the network bandwidth is limited , as with the system 100 and or active therein . As such , the database 1700 LTU environment 900 . The publish -subscribe messaging shows only a single record for one active LTU within the pattern requires a message broker, e . g ., the MQTT Manage environment 100 . However, there may be two or more ment 1604 . The MQTT Management 1604 may be respon records provided , within the database 1700 , as represented sible for distributing messages to interested clients based on by ellipses 1728 . Two or more LTU ID ' s 1704 can be the topic of a message . Alternative protocols include the associated with a single client identifier 1708 . This client Advanced Message Queuing Protocol ( AMQP ) , Streaming identifier 1708 may identify the client 140 associated with Text Oriented Messaging Protocol (STOMP ) the IETF Con the asset that is being tracked by the LTU 300 . The IDs 1704 , strained Application Protocol, 16MPP , and Web Application 1708 may be associated by the match LTU information Messaging Protocol (WAMP ). function 1612 . Either node 1704 , 1708 can include any kind [0181 ] The import airport API 1608 can be an API that of numeric , alpha numeric , GUID , or other designator that imports information about airports, airport communications uniquely identifies the LTU 300 or client 140 from all other infrastructure , or other environmental communications sys LTUS 300 or clients 140 within the environment 100 . tems. The import airport API 1608 can also import LTU [0190 ] The rest of the data 1702 may be a minimal set of data that may be exchanged between the LTU 300 and the information or other information for provision to the client LTU server 132 and then sent to the third -party system 140 . 140 . Also , the import airport API 1608 can interface with Due to requirements to prevent overuse of the battery and for systems to send / receive processed LTU information destined quick messaging on crowded networks 136 , the LTU 300 is for the client 140 . required to send only a minimal amount of data to have the [0182 ] The match LTU information function 1612 can LTU ' s position and condition known . Thus , there is a function to associated a client 140 with a particular LTU minimal amount of information that may be provided in any 300 . As such , the match LTU information function 1612 can message 1700 . For example , the message 1700 can include create the associated of identifiers for the LTU 300 and client a position 1712 , a time/ date 1724 , and one or more items of 140 . Further, the match LTU information function 1612 can sensor data 1716 , 1720 , if needed . Each of these fields may determine , based on the associations, which LTU data is to be provided in a communication to the LTU server 132 , be sent to each client 140 . The match LTU information which may store the data and provide the data to the function 1612 then can instruct the routing of the LTU third - party 140 . information for the communication middleware 1520 or 0191 ] The position 1712 can be a position or location other communication function . indicator determined from GPS or other location data . The [ 0183 ] The report process information 1616 can generate position 1712 can be coordinate - based information associ the reports of the LTU information for the client 140 . As ated with a latitude and /or longitude, a determined address, such , based on any processing rules predetermined by the an IP address , an altitude, etc . This information on position LTU server 132 or provided from the client 140 , the report 1712 may be send periodically , e . g ., every 5 minutes , every process information 1616 can organize and present the LTU hour, etc . The periodicity of the communication of position information to the client. information may be predetermined or user - established . In [0184 ] Communication middleware 1620 provides the some situations, the periodicity of sending the position communications capabilities to communicate with other information 1712 can be based on the current state of the system components or other systems or devices, e . g . , the LTU 300 . For example , a faster travel medium , e . g ., an client 140 and /or LTU 300 . The communication middleware airplane , may require more frequent updates than a ship or 1620 can have similar functionality to middleware 1320 vehicle . Further, if the LTU 300 is beginning or ending a trip , described in conjunction with FIGS. 13 and 15 . the periodicity may become more frequent. If the LTU 300 [0185 ] Database repositories 1624 functions to interact has remained motionless , as if abandoned , the periodicity of with the database interface 1512 or database 1356 to store , position updates may become more infrequent to preserve retrieve , or manage LTU data associated with a client 140 . battery power. Thus , numerous factors are considered by the As such , the Database repositories 1624 can receive LTU LTU 300 or the LTU server 132 in setting the periodicity of data and store that data for provision to the report process position information 1712 updates . information function 1616 that will use the data to generate [0192 ] Optionally , one or more sensor data 1716 , 1720 reports . may also be sent in the message 1702 . The sensor data 1716 , OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017 19

1720 can be any data from sensors 1043 as explained in tion for example, various features of the disclosure are conjunction with FIG . 10 . Thus , if a change has been grouped together in one or more embodiments , configura determined by a sensor 1043 , a message 1702 with the tions, or aspects for the purpose of streamlining the disclo changes sensor data 1716 may be included . The change may sure . The features of the embodiments , configurations, or need to cross a threshold before being sent or may be sent aspects of the disclosure may be combined in alternate regardless of the degree of change . Further, if the LTU 300 embodiments , configurations, or aspects other than those is beginning or ending a trip , the number or periodicity of the discussed above . This method of disclosure is not to be sensor data measurements 1716 , 1720 being sent may interpreted as reflecting an intention that the claimed dis becomemore frequent. If the LTU 300 has remained motion closure requires more features than are expressly recited in less, as if abandoned , an update of all sensor measurements each claim . Rather , as the following claims reflect, inventive 1716 , 1720 may be sent. Thus, numerous factors are con aspects lie in less than all features of a single foregoing sidered by the LTU 300 or the LTU server 132 in determin disclosed embodiment, configuration , or aspect. Thus , the ing which and how often sensor measurements are sent , following claims are hereby incorporated into this Detailed retrieved , and or provided to the client 140 . Description , with each claim standing on its own as a 0193 ] The features of the various embodiments described separate preferred embodiment of the disclosure . herein are not intended to be mutually exclusive . Instead , [0199 ] Embodiments of the present disclosure include a features and aspects of one embodiment may be combined tracking device , comprising : a housing having an electronics with features or aspects of another embodiment. Addition receiving cavity ; a battery disposed at least partially within ally, the description of a particular element with respect to the electronics receiving cavity of the housing and in a first one embodiment may apply to the use of that particular plane parallel to a surface of the housing ; a first communi element in another embodiment , regardless of whether the cations antenna configured to emit radio signals in a first description is repeated in connection with the use of the frequency range, the first communications antenna disposed particular element in the other embodiment. at least partially within the housing and in the first plane ; and [0194 ] Examples provided herein are intended to be illus a second communications antenna configured to emit radio trative and non -limiting . Thus, any example or set of signals in a second frequency range , the second communi examples provided to illustrate one or more aspects of the cations antenna disposed at least partially within the housing present disclosure should not be considered to comprise the and in the first plane, wherein a portion of the battery is entire set of possible embodiments of the aspect in question . disposed in a space between the first communications Examples may be identified by the use of such language as antenna and the second communications antenna , wherein " for example, " " such as, ” “ by way of example, ” “ e .g ., " and the portion of the battery interrupts a radio frequency signal other language commonly understood to indicate that what path between the first communications antenna and the follows is an example . second communications antenna . [0195 ] The systems and methods of this disclosure have been described in relation to the connection of a battery to [0200 ] Any of the one or more of the above aspects a cooling plate . However, to avoid unnecessarily obscuring wherein the battery includes stacked layers of anode and the present disclosure, the preceding description omits a cathode material, and wherein the stacked layers form a number of known structures and devices . This omission is shield blocking radio frequency interference between the not to be construed as a limitation of the scope of the claimed first communications antenna and the second communica disclosure. Specific details are set forth to provide an under tions antenna . standing of the present disclosure . It should , however, be [0201 ] Any of the one or more of the above aspects appreciated that the present disclosure may be practiced in wherein the battery has an electromagnetic field surrounding a variety of ways beyond the specific detail set forth herein . a portion of the battery , and wherein the electromagnetic [0196 ] A number of variations and modifications of the field interrupts the radio frequency signal path between the disclosure can be used . It would be possible to provide for first communications antenna and the second communica some features of the disclosure without providing others . tions antenna . [ 01971. The present disclosure , in various embodiments , [0202 ]. Any of the one or more of the above aspects configurations , and aspects , includes components , methods, wherein the first communications antenna and the second processes, systems and / or apparatus substantially as communications antenna are mounted to a first side of a depicted and described herein , including various embodi substantially planar printed circuit board . ments, subcombinations , and subsets thereof. Those of skill [0203 ] Any of the one or more of the above aspects in the art will understand how to make and use the systems wherein the printed circuit board is configured as an and methods disclosed herein after understanding the pres L - shaped board , the first communications antenna being ent disclosure . The present disclosure , in various embodi attached adjacent to a first end of the L - shaped board and the ments , configurations , and aspects, includes providing second communications antenna being attached adjacent to devices and processes in the absence of items not depicted a second end of the L - shaped board diagonally opposite the and/ or described herein or in various embodiments, configu rations , or aspects hereof , including in the absence of such first end . items as may have been used in previous devices or pro 10204 ] Any of the one or more of the above aspects cesses , e . g . , for improving performance , achieving ease , wherein the first communications antenna is mounted in an and/ or reducing cost of implementation . orientation orthogonal to an orientation of the second com [0198 ] The foregoing discussion of the disclosure has been munications antenna . presented for purposes of illustration and description . The [0205 ] Any of the one or more of the above aspects foregoing is not intended to limit the disclosure to the form wherein the first frequency range includes at least one or forms disclosed herein . In the foregoing Detailed Descrip - frequency within the second frequency range . OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017

[0206 ] Any of the one or more of the above aspects configured to emit radio signals in a first frequency range is wherein the first communications antenna is a global system attached to the first portion , wherein a second communica for mobile (GSM ) communication systems antenna . tions antenna configured to emit radio signals in a second [ 0207 ] Any of the one or more of the above aspects frequency range is attached to the second portion , wherein wherein the second communications antenna is a global the first communications antenna is mounted in an trans positioning system (GPS ) antenna . mitting orientation orthogonal to a transmitting orientation [0208 ] Any of the one or more of the above aspects further of the second communications antenna , wherein the first comprising: at least one radio frequency shield disposed in communications antenna is separated from the second com the space between the first communications antenna and the munications antenna by an open space disposed between the second communications antenna . first and second portions of the substantially planar L -shaped [0209 ] Any of the one or more of the above aspects substrate , and wherein the open space is sized to receive a wherein the housing is a substantially rectangular three substantially planar battery . dimensional shape , and wherein the first communications [0219 ] Any one or more of the aspects /embodiments as antenna and the second communications antenna are substantially disclosed herein . mounted in opposing corners of the housing . (0220 ] Any one or more of the aspects /embodiments as [ 0210 ) Embodiments of the present disclosure further substantially disclosed herein optionally in combination include a tracking unit , comprising : a split -housing includ with any one or more other aspects /embodiments as sub ing a cover interconnected with a base ; an electrical subas stantially disclosed herein . sembly disposed within the split - housing , the electrical [0221 ] One or means adapted to perform any one or more subassembly comprising : a printed circuit board ; a battery of the above aspects /embodiments as substantially disclosed electrically interconnected to the printed circuit board ; a first herein . communications antenna configured to emit radio signals at [0222 ] The phrases “ at least one, ” “ one or more ," “ or ,” and a first frequency , the first communications antenna attached “ and / or” are open - ended expressions that are both conjunc to the printed circuit board ; a second communications tive and disjunctive in operation . For example , each of the antenna configured to emit radio signals at a second fre expressions “ at least one of A , B and C , ” “ at least one of A , quency , the second communications antenna attached to the B , or C ,” “ one or more of A , B , and C , ” “ one or more of A , printed circuit board , wherein a portion of the battery is B , or C , ” “ A , B , and / or C , ” and “ A , B , or C ” means A alone , disposed in a space between the first communications B alone , C alone , A and B together , A and C together, B and antenna and the second communications antenna , and C together , or A , B and C together. wherein the portion of the battery interrupts a radio fre [0223 ] The term " a " or " an " entity refers to one or more quency signal path between the first communications of that entity . As such , the terms " a " ( or " an " ) , " one or antenna and the second communications antenna . more , " and “ at least one” can be used interchangeably [ 0211 ] Any of the one or more of the above aspects herein . It is also to be noted that the terms “ comprising , ” wherein the cover and the base are interconnected with one “ including ,” and “ having ” can be used interchangeably . another via at least one fastening element and a sealing What is claimed is : element . 1 . A tracking device , comprising : [ 0212 ] Any of the one or more of the above aspects a housing having an electronics receiving cavity ; wherein the first frequency and the second frequency are a battery disposed at least partially within the electronics within 100 MHz of each other . receiving cavity of the housing and in a first plane [ 0213 ] Any of the one or more of the above aspects further parallel to a surface of the housing ; comprising : a temperature sensor connected to the printed a first communications antenna configured to emit radio circuit board and configured to measure and record a tem signals in a first frequency range , the first communi perature of the tracking unit . cations antenna disposed at least partially within the [ 0214 ] Any of the one or more of the above aspects further housing and in the first plane ; and comprising : a pressure sensor connected to the printed a second communications antenna configured to emit circuit board and configured to measure and record a pres radio signals in a second frequency range , the second sure of an environment surrounding the tracking unit. communications antenna disposed at least partially [0215 ] Any of the one or more of the above aspects further within the housing and in the first plane, wherein a comprising : a light sensor connected to the printed circuit portion of the battery is disposed in a space between the board and configured to measure and record an ambient light first communications antenna and the second commu level surrounding at least a portion of the tracking unit . nications antenna , wherein the portion of the battery [ 0216 ] Any of the one or more of the above aspects interrupts a radio frequency signal path between the wherein the light sensor is one of a photodiode , phototran first communications antenna and the second commu sistor, or phototransistor. nications antenna . [0217 ] Any of the one or more of the above aspects 2 . The tracking device of claim 1 , wherein the battery wherein the first communications antenna and the second includes stacked layers of anode and cathode material, and communications antenna are mounted at opposing corners of wherein the stacked layers form a shield blocking radio the printed circuit board . frequency interference between the first communications [ 0218 ] Embodiments of the present disclosure further antenna and the second communications antenna . include a printed circuit board assembly for a tracking 3 . The tracking device of claim 1 , wherein the battery has device , comprising : a substantially planar L - shaped sub an electromagnetic field surrounding a portion of the battery , strate having a first portion running in a first direction and a and wherein the electromagnetic field interrupts the radio second portion running in a second direction orthogonal to frequency signal path between the first communications the first direction , wherein a first communications antenna antenna and the second communications antenna. OPPOSER'S EXHIBIT D.1

US 2017 /0344939 A1 Nov . 30 , 2017

4 . The tracking device of claim 1 , wherein the first and wherein the portion of the battery interrupts a communications antenna and the second communications radio frequency signal path between the first com antenna are mounted to a first side of a substantially planar munications antenna and the second communica printed circuit board . tions antenna . 5 . The tracking device of claim 4 , wherein the printed 13 . The tracking unit of claim 12 , wherein the cover and circuit board is configured as an L -shaped board , the first the base are interconnected with one another via at least one communications antenna being attached adjacent to a first fastening element and a sealing element. end of the L - shaped board and the second communications 14 . The tracking unit of claim 13 , wherein the first antenna being attached adjacent to a second end of the frequency and the second frequency are within 100 MHz of L - shaped board diagonally opposite the first end . each other. 6 . The tracking device of claim 5 , wherein the first 15 . The tracking unit of claim 13 , further comprising: communications antenna is mounted in an orientation a temperature sensor connected to the printed circuit orthogonal to an orientation of the second communications board and configured to measure and record a tempera antenna . ture of the tracking unit . 7 . The tracking device of claim 6 , wherein the first 16 . The tracking unit of claim 15 , further comprising : frequency range includes at least one frequency within the a pressure sensor connected to the printed circuit board second frequency range . and configured to measure and record a pressure of an 8 . The tracking device of claim 7 , wherein the first environment surrounding the tracking unit . communications antenna is a global system for mobile 17 . The tracking unit of claim 16 , further comprising: (GSM ) communication systems antenna . 9 . The tracking device of claim 8, wherein the second a light sensor connected to the printed circuit board and communications antenna is a global positioning system configured to measure and record an ambient light level (GPS ) antenna . surrounding at least a portion of the tracking unit . 10 . The tracking device of claim 9 , further comprising : 18 . The tracking unit of claim 17 , wherein the light sensor at least one radio frequency shield disposed in the space is one of a photodiode , phototransistor , or phototransistor . between the first communications antenna and the 19 . The tracking unit of claim 17 , wherein the first second communications antenna . communications antenna and the second communications 11 . The tracking device of claim 10 , wherein the housing antenna are mounted at opposing corners of the printed is a substantially rectangular three - dimensional shape , and circuit board . wherein the first communications antenna and the second 20 . A printed circuit board assembly for a tracking device , communications antenna are mounted in opposing corners comprising: of the housing . a substantially planar L -shaped substrate having a first 12 . A tracking unit , comprising : portion running in a first direction and a second portion a split- housing including a cover interconnected with a running in a second direction orthogonal to the first base ; direction , wherein a first communications antenna con an electrical subassembly disposed within the split -hous figured to emit radio signals in a first frequency range ing, the electrical subassembly comprising : is attached to the first portion , wherein a second com a printed circuit board ; munications antenna configured to emit radio signals in a battery electrically interconnected to the printed cir a second frequency range is attached to the second cuit board ; portion , wherein the first communications antenna is a first communications antenna configured to emit radio mounted in an transmitting orientation orthogonal to a signals at a first frequency , the first communications transmitting orientation of the second communications antenna attached to the printed circuit board ; antenna , wherein the first communications antenna is a second communications antenna configured to emit separated from the second communications antenna by radio signals at a second frequency , the second an open space disposed between the first and second communications antenna attached to the printed cir portions of the substantially planar L - shaped substrate , cuit board , wherein a portion of the battery is dis and wherein the open space is sized to receive a posed in a space between the first communications substantially planar battery . antenna and the second communications antenna , * * * * * OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 OPPOSER'S EXHIBIT D.2 2/18/2021 Document OPPOSER'S EXHIBIT D.3 10-K 1 flex331201710-k.htm 10-K Use these links to rapidly review the document TABLE OF CONTENTS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______Form 10-K

(Mark One)  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2017 Or  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 000-23354 FLEX LTD. (Exact name of registrant as specified in its charter)

Singapore (State or other jurisdiction of Not Applicable 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 Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class Name of Each Exchange on Which Registered Ordinary Shares, No Par Value The NASDAQ Stock Market LLC (NASDAQ Global Select Market) Securities registered pursuant to Section 12(g) of the Act—NONE Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes  No  Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes  No  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  No  Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, 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  No  Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See definitions of "large accelerated filer," "accelerated filer", "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer  Accelerated filer  Non-accelerated filer  Smaller reporting company  Emerging growth company  If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  No  As of September 30, 2016, the aggregate market value of the Company's ordinary shares held by non-affiliates of the registrant was approximately $7.4 billion based upon the closing sale price as reported on the NASDAQ Stock Market LLC (NASDAQ Global Select Market).

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 May 10, 2017 Ordinary Shares, No Par Value 529,913,600 DOCUMENTS INCORPORATED BY REFERENCE

Document Parts into Which Incorporated Proxy Statement to be delivered to shareholders in connection with the Registrant's 2017 Annual General Meeting Part III of Shareholders

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TABLE OF CONTENTS

Page PART I Forward-Looking Statements 3 Item 1. Business 3 Item 1A. Risk Factors 13 Item 1B. Unresolved Staff Comments 25 Item 2. Properties 25 Item 3. Legal Proceedings 26 Item 4. Mine Safety Disclosures 26 PART II Item 5. Market for Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities 27 Item 6. Selected Financial Data 30 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 31 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 47 Item 8. Financial Statements and Supplementary Data 48 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 104 Item 9A. Controls and Procedures 104 Item 9B. Other Information 107 PART III Item 10. Directors, Executive Officers and Corporate Governance 107 Item 11. Executive Compensation 107 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters 107 Item 13. Certain Relationships and Related Transactions, and Director Independence 107 Item 14. Principal Accountant Fees and Services 107 PART IV Item 15. Exhibits and Financial Statement Schedules 108 Signatures 113

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PART I

FORWARD-LOOKING STATEMENTS

Unless otherwise specifically stated, references in this report to "Flex," "the Company," "we," "us," "our" and similar terms mean Flex Ltd. and its subsidiaries.

Except for historical information contained herein, certain matters included in this annual report on Form 10-K are, or may be deemed to be forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 and Section 27A of the Securities Act of 1933. The words "will," "may," "designed to," "believe," "should," "anticipate," "plan," "expect," "intend," "estimate" and similar expressions identify forward-looking statements, which speak only as of the date of this annual report. These forward-looking statements are contained principally under Item 1, "Business," and under Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations." Because these forward-looking statements are subject to risks and uncertainties, actual results could differ materially from the expectations expressed in the forward-looking statements. Important factors that could cause actual results to differ materially from the expectations reflected in the forward-looking statements include those described in Item 1A, "Risk Factors" and Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations." 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. Given these risks and uncertainties, the reader should not place undue reliance on these forward-looking statements. We undertake no obligation to update or revise these forward-looking statements to reflect subsequent events or circumstances.

ITEM 1. BUSINESS

OVERVIEW

We are a globally-recognized, provider of Sketch-to-Scaletm services - innovative design, engineering, manufacturing, and supply chain services and solutions - from conceptual sketch to full-scale production. We design, build, ship and service complete packaged consumer and industrial products, from athletic shoes to electronics, for companies of all sizes in various industries and end-markets, through our activities in the following segments: • Communications & Enterprise Compute ("CEC"), which includes our telecom business of radio access base stations, remote radio heads, and small cells for wireless infrastructure; our networking business, which includes optical communications, routing, broadcasting, and switching products for the data and video networks; our server and storage platforms for both enterprise and cloud-based deployments; next generation storage and security appliance products; and rack level solutions, converged infrastructure and software-defined product solutions;

• Consumer Technologies Group ("CTG"), which includes our consumer-related businesses in connected living, wearables, gaming, augmented and virtual reality, fashion, and mobile devices; and including various supply chain solutions for notebook personal computers ("PC"), tablets, and printers; in addition, CTG is expanding its business relationships to include supply chain optimization for non-electronics products such as footwear and clothing;

• Industrial and Emerging Industries ("IEI"), which is comprised of energy and metering, semiconductor tools and capital equipment, office solutions, household industrial and lifestyle, industrial automation and kiosks, and lighting; and

• High Reliability Solutions ("HRS"), which is comprised of our medical business, including consumer health, digital health, disposables, precision plastics, drug delivery, diagnostics, life sciences and imaging equipment; our automotive business, including vehicle electrification, connectivity, autonomous vehicles, and clean technologies; and our defense and aerospace businesses, focused on commercial aviation, defense and military. We provide our advanced design, manufacturing and supply chain services through a network of over 100 facilities in approximately 30 countries across four continents. We have established this extensive network of design and manufacturing facilities in the world's major consumer electronics and industrial products markets (Asia, the Americas, and Europe) in order to serve the outsourcing needs of both multinational and regional companies. Our services provide our customers with a competitive advantage by delivering improved product quality, increased flexibility, leading-edge manufacturability, improved performance, faster time-to-market, and competitive costs. Our customers leverage our services to meet their requirements

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throughout their products' entire life cycles. For the fiscal year ended March 31, 2017, we had revenue of $23.9 billion and net income of $319.6 million.

Over the past several years, we have evolved beyond a traditional Electronics Manufacturing Services ("EMS") company, and now consider Flex to be a provider of a full range of Sketch- to-Scaletm services – beyond electronics manufacturing services – including strategic product development planning and design-phase innovation, supported by a talented team of design engineers. Our innovation strategy is focused on three levels: products, systems, and manufacturing technologies and processes.

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 geographies provide us with a competitive advantage and strong differentiation in the market for designing, manufacturing, and servicing consumer electronics, and industrial and consumer products for leading multinational and regional companies. Through these services and facilities, we offer our customers accelerated design, increased flexibility and responsiveness, improved time to market, and supply chain predictability and real time visibility, which enable them to accelerate product launches, enter new markets, mitigate risks, and improve free cash flow.

We recognized research and development costs primarily related to our design and innovations businesses of $65.6 million, $61.0 million, and $26.3 million for the fiscal years ended March 31, 2017, 2016 and 2015, respectively.

INDUSTRY OVERVIEW

Our expertise is Sketch-to-Scaletm services: design, manufacture, and supply services for a broad range of products, from electronics to athletic shoes. Although Flex has evolved beyond traditional EMS, the majority of our customers are electronics original equipment manufacturers ("OEMs"); as such, the closest broad definition of our industry remains the outsourced EMS industry.

EMS has experienced significant change and growth as an increasing number of companies elect to outsource some or all of their design, manufacturing, and after-market services requirements. In recent years, we have seen an increased level of diversification by many companies, primarily in the technology sector. Companies that have historically identified themselves as software providers, internet service providers, or e-commerce retailers are entering the highly competitive and rapidly evolving hardware markets, with products including mobile devices, home entertainment and wearable devices. This trend has resulted in significant changes to the hardware manufacturing and supply chain solutions requirements of such companies. Increasingly complex products require highly customized supply chain solutions, in turn resulting in significant changes to the overall manufacturing and supply chain landscape. The growth of the overall industry for calendar year 2016 is estimated to have been around 4%.

We believe the total available market for the EMS industry is poised for continued growth, with current penetration rates estimated to be about 30%. The intensely competitive nature of the electronics industry, the increasing complexity and sophistication of electronics products, and pressure on OEMs to reduce product costs and shorten product life cycles are all factors that encourage OEMs to utilize supply chain service providers as part of their business and manufacturing strategies. Utilizing global manufacturing and service providers allows OEMs to take advantage of the global design, manufacturing and supply chain management expertise of such providers, and enables OEMs to concentrate on product research, development, marketing, and sales. We believe that OEMs realize a number of important benefits through their strategic relationships with EMS providers, including: • Improved efficiency and reduced production costs;

• Reduced design and development costs and lead time;

• Accelerated time-to-market and time-to-volume production;

• Reduced capital investment requirements and fixed costs;

• Improved inventory management and purchasing power;

• Access to worldwide design, engineering, manufacturing, and after-market service capabilities; and

• Ability to focus on core branding and R&D initiatives.

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We believe that growth in the EMS industry will be largely driven by the need for OEMs to respond to rapidly changing markets and technologies, the increasing complexity of supply chains and the continued pressure to be cost competitive. Additionally, we believe that there are significant opportunities for global EMS providers to win additional business from OEMs in markets or industry segments that have yet to substantially utilize such providers.

SERVICE OFFERINGS

We offer a broad range of customizable services to our customers. We believe that Flex has the broadest worldwide end-to-end supply chain solution capabilities in the industry, from concept design resources to aftermarket services. We believe a key competitive advantage is the Flex Platform, which is our system for improving customer competitiveness by providing superior speed, scope, and scale: • Speed: Our sophisticated supply chain management tools and expertise allow us to provide customers with access to real-time information that increases visibility throughout the entire product lifecycle, reducing risk while accelerating execution.

• Scope: Our end-to-end services, from Sketch-to-Scaletm, include design and innovation services, engineering, logistics, and supply chain management. Our deep industry knowledge and multi-domain expertise accelerates the entire process of producing increasingly complex products for increasingly interconnected industries.

• Scale: Our physical infrastructure includes over 100 facilities in approximately 30 countries, staffed by approximately 200,000 employees, providing our customers with truly global scale and strategic geographic distribution capabilities. We offer global economies of scale in procurement, manufacturing and after-market services, as well as market-focused expertise and capabilities in design and engineering. As a result of our extensive experience in specific markets, we have developed deep understanding of complex market dynamics, giving us the ability to anticipate trends that impact our customers' businesses. Our expertise can help improve our customers' market positioning by effectively adjusting product plans and roadmaps to efficiently and cost-effectively deliver high quality products that meet their time-to-market requirements.

Our services include all processes necessary to design, build, ship and service complete packaged consumer electronics and industrial products for our customers. These services include:

Innovation Services. This area of our business has seen increased investment and focus over the past five years. We provide a comprehensive set of services that enable companies, from startups to multinationals, to successfully innovate, create new products and solutions, and gain access to new markets. These services span the entire product introduction and solution lifecycle by providing access to new technologies, accelerating product development from early concepts to final production-ready design, and providing advanced manufacturing and testing for new product introduction and market access to grow our customers' offerings. We launched the Silicon Valley Open Innovation Initiative to create an ecosystem of customers, suppliers and design tool makers to drive new product innovation technologies that improve productivity, cost and time-to-market. As part of this initiative, we founded the Silicon Valley Open Innovation Summit.

In fiscal year 2017, we continued to expand our Innovation Centers worldwide and further enhanced our flagship Customer Innovation Center in Silicon Valley. Our innovation services include: • Innovations Labs. Innovation Labs is a design and engineering organization that specializes in supporting customer design and product development services from early concept stages, with the ability to accommodate highly ambiguous requirements. Customers gain access to our design and engineering facilities, technical subject matter expertise, and rapid prototyping resources such as metal and plastic 3D printers and soft tooling capabilities.

• Collective Innovation Platform. The Collective Innovation Platform is an ecosystem of qualified technology solutions that helps customers reduce time-to-market and enhance product functionality by leveraging technology building blocks that have been qualified by Flex as part our technology Centers of Excellence. By joining the Flex Collective Innovation Program, technology providers can monetize their investments and gain access to our large, global customer base. Program members include technology suppliers, startups, software/application providers, research labs/institutes and universities.

• Lab IX. A startup accelerator program that invests in the next generation of disruptive technologies, giving startups a competitive advantage by providing them the necessary resources and connections to grow their business. By bringing together startups, OEMs and technology partners, we provide Lab IX portfolio companies with access to our global

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end-to-end supply chain solutions, our wealth of experience in hardware design, our manufacturing services and logistics across a wide range of markets, and additional benefits from our specialized partners.

• Centers of Excellence. Centers of Excellence provide strategic technology capabilities developed by Flex in critical solutions areas which are leveraged across multiple industries, for integration into our customers' products. Centers of Excellence include Human Machine Interface, Wireless and Connectivity, Semiconductors, Sensors and Actuators, Power and Battery Management, Smart Software, Flexible Technology, Computing, and Mechanicals and Plastics.

• Interconnect Technology Center. The Interconnect Technology Center provides expertise in both rigid and flexible circuits for next generation printed circuits technology, testing methods, and designs. The Center's state-of-the-art labs are specifically designed for printed circuit innovation, with a focus on embedded components, integration and transfer, wearable and stretchable design, thermal management, system integration and simulation.

• CloudLabs. The CloudLabs initiative provides cloud infrastructure companies with engineering and design services to optimize rack-level solutions, especially in the case of multivendor equipment integration. CloudLabs enables customers to accelerate a spectrum of cloud, converged infrastructure, and datacenter strategies. Design and Engineering Services. We offer a comprehensive range of value-added design and engineering services, tailored to the specific markets and needs of our customers. These services can be delivered by one of two primary business models: • Contract Design Services, where customers purchase engineering and development services on a time and materials basis; or

• Joint Development Manufacturing Services, where our engineering and development teams work jointly with our customers' teams to ensure product development integrity, seamless manufacturing handoffs, and faster time to market. Our design and engineering services are provided by our global market-based engineering teams and cover a broad range of technical competencies: • System Architecture, User Interface and Industrial Design. We help our customers design and develop innovative and cost-effective products that address the needs of the user and the market. These services include product definition, analysis and optimization of performance and functional requirements, 2-D sketch level drawings, 3-D mock-ups and proofs of concept, interaction and interface models, detailed hard models, and product packaging.

• Mechanical Engineering, Technology, Enclosure Systems, Thermal and Tooling Design. We offer detailed mechanical, structural, and thermal design solutions for enclosures that encompass a wide range of plastic, metal and other material technologies. These capabilities and technologies are increasingly important to our customers' product differentiation goals and are increasingly required to be successful in today's competitive marketplace. Additionally, we provide design and development services for prototype and production tooling equipment used in manufacturing.

• Electronic System Design. We provide complete electrical and hardware design for products ranging in size from small handheld consumer devices to large, high-speed, carrier-grade, telecommunications equipment, including embedded microprocessors, memory, digital signal processing design, high-speed digital interfaces, analog circuit design, power management solutions, wired and wireless communication protocols, display imaging, audio/video, and radio frequency systems and antenna design.

• Reliability and Failure Analysis. We provide comprehensive design for manufacturing, test, and reliability services leveraging robust, internally-developed tools and databases. These services leverage our core manufacturing competencies to help our customers achieve their time-to-revenue goals.

• Component Level Development Engineering. We have developed substantial engineering competencies for product development and lifecycle management of various component technologies, such as power solutions, and printed circuit board and interconnection technologies, both rigid and flexible. We are exposed to different or greater potential liabilities from our various design services than those we face in our core assembly and manufacturing services. See "Risk Factors— The success of certain of our activities depends on our ability to protect our intellectual property rights; intellectual property infringement claims against our customers or us could harm our business."

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Systems Assembly and Manufacturing. Our assembly and manufacturing operations, which generate the majority of our revenues, include printed circuit board assembly and assembly of systems and subsystems that incorporate printed circuit boards and complex electromechanical components. We often assemble electronics products with our proprietary printed circuit boards and custom electronic enclosures on either a build-to-order or configure-to-order basis. In these operations, we employ just-in-time, ship-to-stock and ship-to-line programs, continuous flow manufacturing, demand flow processes, and statistical process controls. As our customers seek to provide greater functionality in physically smaller products, they increasingly require more sophisticated manufacturing technologies and processes. Our investment in advanced manufacturing equipment and our expertise in innovative miniaturization, packaging and interconnect technologies, enables us to offer a variety of advanced manufacturing solutions. We support a wide range of product demand profiles, from low-volume, high-complexity programs, to high- volume production. Continuous focus on lean manufacturing, and a systematic approach to identifying and eliminating waste (non-value-added activities) through continuous improvement based on customer demand allows us to increase our efficiency and flexibility to meet dynamic customer requirements. Our systems assembly and manufacturing expertise includes the following: • Enclosures. We offer a comprehensive set of custom electronics enclosures and related products and services. Our services include the design, manufacture and integration of electronics packaging systems, including custom enclosure systems, power and thermal subsystems, interconnect subsystems, cabling, and cases. In addition to standard sheet metal and plastic fabrication services, we assist in the design of electronics packaging systems that protect sensitive electronics and enhance functionality. Our enclosure design services focus on functionality, manufacturability and testing. These services are integrated with our other assembly and manufacturing services to provide our customers with improved overall supply chain management.

• Testing Services. We offer computer-aided testing services for assembled printed circuit boards, systems and subsystems. These services significantly improve our ability to deliver high- quality products on a consistent basis. Our test services include management defect analysis, in-circuit testing and functional testing as well as environmental stress tests of board and system assemblies. We also offer design for test, manufacturing, and environmental services to jointly improve customer product design and manufacturing.

• Materials Procurement and Inventory Management. Our manufacturing and assembly operations capitalize on our materials inventory management expertise and volume procurement capabilities. As a result, we believe that we are able to achieve highly competitive cost reductions and reduce total manufacturing cycle time for our OEM customers. Materials procurement and management consist of the planning, purchasing, expediting, and warehousing of components and materials used in the manufacturing process. In addition, our strategy includes having third-party suppliers of custom components located in our industrial parks to reduce material and transportation costs, simplify logistics and facilitate inventory management. We also use a sophisticated automated manufacturing resource planning system and enhanced electronic data interchange capabilities to ensure inventory control and optimization. Through our manufacturing resources planning system, we have real-time visibility of material availability and are able to track work in process. We utilize electronic data interchange with our customers and suppliers to implement a variety of supply chain management programs. Electronic data interchange allows customers to share demand and product forecasts, deliver purchase orders and assists suppliers with satisfying just-in-time delivery and supplier-managed inventory requirements. This also enables us to implement vendor- managed inventory solutions to increase flexibility and reduce overall capital allocation in the supply chain. We procure a wide assortment of materials, including electronic components, plastics and metals. There are a number of sources for these materials, including customers for whom we are providing systems assembly and manufacturing services. On some occasions, there have been shortages in certain electronic components, most recently with regard to connectors, capacitors, LCD panels and memory (both DRAM and Flash). However, such shortages have not had a material impact on our operating results for any periods presented. See "Risk Factors—We may be adversely affected by shortages of required electronic components." Component businesses. We offer the following components product solutions: • Rigid and Flexible Printed Circuit Board ("PCB") Fabrication. Printed circuit boards are composed of laminated materials that provide the interconnection for integrated circuits, passive and other electronic components and thus are at the heart of almost every electrical system. They are formed out of multi-layered epoxy resin and glass cloth systems with very fine traces, spaces, and plated holes (called vias) which interconnect the different layers into an extremely dense circuit network that carries the electrical signals between components. As semiconductor designs become more complex and signal speeds increase, there is an increasing demand for higher density integration on printed circuit boards, requiring higher layer counts, finer lines and spacings, smaller vias (microvias) and base materials with very low electrical loss characteristics. The manufacturing of these complex multilayer interconnect products often requires the use of sophisticated circuit interconnections between layers, and adherence to strict electrical characteristics to maintain consistent transmission speeds and impedances. The global demand for wireless

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devices and the complexity of wireless products are driving the demand for more flexible printed circuits. Flexible circuit boards facilitate a reduction in the weight of a finished electronic product and allow the designer to use the third dimension in designing new products or product features. Flexible circuits have become a very attractive design alternative for many new and emerging application spaces such as automotive rear light-emitting diode ("LED") lighting, tablet computers, and miniaturized radio frequency identification tags or smart cards. We are an industry leader in high-density interconnect with Every Layer Inter Connect ("ELIC") technology, which is widely used in smart phone designs, and multilayer constructions which are used in advanced routers and switches, telecom equipment, servers, storage, and flexible printed circuit boards and flexible printed circuit board assemblies. Our PCB business (Multek) manufactures printed circuit boards on a low-volume, quick-turn basis, as well as on a high-volume production basis. We provide quick-turn prototype services that allow us to provide small test quantities to meet the needs of customers' product development groups in as quickly as 48 hours. Our extensive range of services enables us to respond to our customers' demands for an accelerated transition from prototype to volume production. Multek offers a one-stop solution from design to manufacturing of PCB, flexible circuits and rigid flex circuits and sub-assemblies. We have printed circuit board and flexible circuit fabrication service capabilities in North America and Asia. Our PCB capabilities are centered in Asia and North America.

• Power Supplies. We have a full service power supply business ("Flex Power") that is a key player in the mobile revolution, with expertise in high efficiency and high density switching power supplies ranging from 1 to 3,000 watts. Our product portfolio includes chargers for smartphones and tablets, adapters for notebooks and gaming, and power supplies for server, storage, and networking markets. We pride ourselves on our ability to service the needs of industry leaders in these markets through valuable technology, design expertise, collaborative development, and efficient execution. Our products are fully compliant with the environmental and Energy Star requirements that drive efficiency specifications in our industry. Customers who engage with Flex Power gain access to compelling innovations and intellectual property in digital control and smart power. Logistics. Our Flex Global Services business is a provider of after-market supply chain logistics services. Our comprehensive suite of services is tailored to customers operating in the computing, consumer digital, infrastructure, industrial, mobile and medical markets. Our expansive global infrastructure includes 27 sites and approximately 11,000 employees strategically located throughout the Americas, Europe, and Asia. By leveraging our operational infrastructure, supply chain network, and IT systems, we are able to offer our customers globally consistent logistics solutions. By linking the flow of information from these supply chains, we create supply chain insight for our customers. We provide multiple logistics solutions including supplier- managed inventory, inbound freight management, product postponement, build/configure to order, order fulfillment and distribution, and supply chain network design.

Reverse Logistics and Repair Services. We offer a suite of integrated reverse logistics and repair solutions that use globally consistent processes, which help increase our customers' brand loyalty by improving turnaround times and raising end-customer satisfaction levels. Our objective is to maximize asset value retention for our customers' products throughout their product life cycle while simultaneously minimizing non-value added repair inventory levels and handling in the supply chain. With our suite of end-to-end solutions, we can effectively manage our customers' reverse logistics requirements, while providing critical feedback to their supply chain constituents, delivering continuous improvement and efficiencies for both existing and next generation products. Our reverse logistics and repair solutions include returns management, exchange programs, complex repair, asset recovery, recycling and e-waste management. We provide repair expertise to multiple product lines such as consumer and midrange products, printers, smart phones, consumer medical devices, notebooks, PC's, set-top boxes, game consoles and highly complex infrastructure products. With our service parts logistics business, we manage all of the logistics and restocking processes essential to the efficient operation of repair and refurbishment services.

STRATEGY

We build intelligent products for a connected world. We do this by providing our customers with end-to-end product development services, from innovation, design, and engineering, to manufacturing, logistics, and supply chain solutions. We strive to help create a smarter, more connected world, enabling simpler, richer lives through technology. Our strategy is to enable and scale innovation for our customers, maintain our leadership in our core capabilities, and build extended offerings in high-growth sectors.

Talent. To maintain our competitiveness and world-class capabilities, we focus on hiring and retaining the world's best talent. We empower talented employees to develop global supply chain solutions that transform industries and companies. We have taken steps to attract the best functional and operational leaders and have accelerated efforts to develop the future leaders of the company.

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Customer-Focus. We believe that serving aspiring leaders in dynamic industries fosters the development of our core skills and results in superior growth and profitability. Our customers come first, and we have a relentless focus on delivering distinctive products and services in a cost-effective manner with fast time-to-market.

Market Focus. We apply a rigorous approach to managing our portfolio of opportunities by focusing on companies that are leaders in their industry and value our superior capabilities in design, manufacturing, supply chain and aftermarket services. We focus our energy and efforts on high-growth markets where we have distinctive competence and compelling value propositions. Examples include our investments in energy, healthcare, automotive, industrial markets, and a number of enabling components technologies. Our market-focused approach to managing our business increases our customers' competitiveness by leveraging our deep industry expertise, as well as global scale and sensitivity and rapid response to changes in market dynamics.

Global Operations Capabilities. We continue to invest in maintaining the leadership of our world-class manufacturing and services capabilities. We constantly push the state of the art in manufacturing technology, process development and operations management. We believe these skills, IP, and assets contribute to our significant competitive advantage. We continue to capitalize on our industrial park concept, where we co-locate our manufacturing, design, and service resources in low-cost regions, to provide a competitive advantage by minimizing logistics, manufacturing costs, and cycle times while increasing flexibility and responsiveness. Our ability to cost effectively manage such a massive worldwide system is itself a major competitive advantage.

Extended Value Propositions. We continue to extend our distinctiveness in manufacturing into new value propositions that leverage our core capabilities. We opportunistically invest in new capabilities and services to provide our customers with a broader value-added suite of services and solutions to meet their product and market requirements. We continue to develop manufacturing process technologies that reduce cost and improve product performance.

COMPETITIVE STRENGTHS

We continue to enhance our business through the development and expansion of our product and service offerings. We strive to maintain the efficiency and flexibility of our organization, with repeatable execution that adapts to macro-economic changes providing clear value to our customers, while increasing their competitiveness. We have a focused strategy on delivering scale, scope and speed to our customers through world-class operations, innovation and design services, supply chain solutions, and industry and market expertise. We provide real-time supply chain applications that enable improved supply chain visibility, allowing customers to better monitor and mitigate risks. We believe the following capabilities further differentiate us from our competitors and enable us to better serve our customers' requirements:

Significant Scale and Global Integrated System. We believe that scale is a significant competitive advantage, as our customers' solutions increasingly require cost structures and capabilities that can only be achieved through size and global reach. We are a leader in global procurement, purchasing approximately $22.8 billion of materials during our fiscal year ended March 31, 2017. As a result, we are able to use our worldwide supplier relationships to achieve advantageous pricing and supply chain flexibility for our customers.

We have established an extensive, integrated network of design, manufacturing and logistics facilities in the world's major consumer electronics and industrial markets to serve the outsourcing needs of both multinational and regional companies. Our extensive global network of over 100 facilities in approximately 30 countries with approximately 200,000 employees, helps increase our customers' competitiveness by simplifying their global product development processes while delivering improved product quality with improved performance and accelerated time to market.

End-to-End Solutions. We offer a comprehensive range of worldwide supply chain services that simplify and improve global product development processes, providing meaningful time and cost savings to our customers. Our broad-based, end-to-end services enable us to cost effectively design, build, ship and service a complete packaged product. We believe that our capabilities help our customers improve product quality, manufacturability and performance, while reducing costs. We have expanded and enhanced our service offering by adding capabilities in 3D printing, automation, innovation labs, real-time supply chain software, plastics, machining, and mobile charging, and by introducing new capabilities in areas such as solar equipment, large format stamping, and chargers.

Long-Standing Customer Relationships. We believe that maintaining our long-term relationships with key customers is a critical requirement for maintaining our market position, growth and profitability. We believe that our ability to maintain and grow these customer relationships results from our history and reputation of creating value for our customers while increasing their own competitiveness. We achieve this through our market-focused approach, our broad range of service offerings and solutions, and our deep industry expertise, which allow us to provide innovative solutions to all of the

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manufacturing and related service needs of our customers. We continue to receive numerous service and quality awards that further validate the strength of our customer relationships.

Extensive Design and Engineering Capabilities. We have an industry-leading global design service offering, with extensive product design engineering resources, that provides design services, product developments, and solutions to satisfy a wide array of customer requirements across all of our key markets. We combine our design and manufacturing services to provide Sketch-to-Scaletm customized solutions that include services from design concept, through product industrialization and product development, including the manufacture of components and complete products (such as smart phones), which are then sold by our customers under their brand names.

Geographic, Customer and End Market Diversification. We believe we have created a well-diversified and balanced company. Our business spans multiple end markets, significantly expanding our total available market. The world is experiencing rapid changes, and macro-economic disruptions have led to demand shifts and realignments. We believe that we are well- positioned through our market diversification to grow faster than the industry average and successfully navigate through difficult economic times. Our broad geographic footprint and experiences with multiple product types and complexity levels create a significant competitive advantage. We continually look for new ways to diversify our offering within each market segment.

Customer and Product Innovation Centers. We have established state-of-the art innovation centers in the Americas, Asia and Europe, with differentiated offerings and specialized services and focus. Some of these offerings include the most advanced 3D plastic printing, 3D metal printing, surface mount technology (SMT), and X-ray and test equipment to support major industries in bringing innovative products to market rapidly. We also have a reliability and failure analysis lab and an automation applications team. Another key feature is our focus on confidentiality and security as we offer dedicated customer-confidential work spaces that provide increased security and restricted access to protect our customers' intellectual property ("IP") and the confidentiality of new products being launched into the marketplace. These innovation centers offer our customers a geographically-focused version of our Sketch-to-Scaletm services, taking their product from concept to volume production and go-to-market in a rapid, cost effective and low risk manner.

Industrial Parks; Low-Cost Manufacturing Services. We have developed self-contained campuses that co-locate our manufacturing and logistics operations with our suppliers at a single, low-cost location. These industrial parks enhance our supply chain management efficiency, while providing a low-cost, multi-technology solution for our customers. This approach increases the competitiveness of our customers by reducing logistical barriers and costs, improving communications, increasing flexibility, lowering transportation costs and reducing turnaround times. We have strategically established our industrial parks in Brazil, China, Malaysia, Mexico and Poland.

We have selected manufacturing operations situated in low-cost regions of the world to provide our customers with a wide array of manufacturing solutions and low manufacturing costs. As of March 31, 2017, approximately 80% of our manufacturing capacity was located in low-cost locations, such as Brazil, China, Hungary, India, Indonesia, Malaysia, Mexico, Poland, Romania, and the Ukraine. We believe we are a global industry leader in low-cost production capabilities.

CUSTOMERS

Our customers include many of the world's leading technology companies. We have focused on establishing long-term relationships with our customers and have been successful in expanding our relationships to incorporate additional product lines and services.

As our business spans multiple end markets, we believe that we are well-positioned through our market diversification to grow faster than the industry average and successfully navigate through difficult economic times. As an example, we serve the following key customers across our diverse business groups including i) medical customers Abbott and Johnson & Johnson and auto customers Ford and Nexteer in our HRS segment, ii) Teradyne, Applied Materials and Xerox in our IEI segment, iii) Cisco, Nokia Solutions and Huawei in our CEC segment and iv) Motorola Lenovo, Nike and Bose out of our CTG segment. We continually look for new ways to diversify our offering within each market segment.

In fiscal year 2017, our ten largest customers accounted for approximately 43% of net sales. No customers accounted for greater than 10% of the Company's net sales in fiscal year 2017.

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BACKLOG

Although we obtain firm purchase orders from our customers, OEM customers typically do not make firm orders for delivery of products more than 30 to 90 days in advance. In addition, OEM customers may reschedule or cancel firm orders depending on contractual arrangements. Therefore, we do not believe that the backlog of expected product sales covered by firm purchase orders is a meaningful measure of future sales.

COMPETITION

Our market is extremely competitive and includes many companies, several of which have achieved substantial market share. We compete against numerous domestic and foreign manufacturing service providers, as well as our current and prospective customers, who evaluate our capabilities in light of their own capabilities and cost structures. We face particular competition from Asian-based competitors, including Taiwanese Original Design Manufacturing ("ODM") suppliers who compete in a variety of our end markets and have a substantial share of global information technology hardware production.

We compete with different companies depending on the type of service we are providing or the geographic area in which an activity takes place. We believe that the principal competitive factors in the manufacturing services market are quality and range of services, design and technological capabilities; cost; location of facilities; responsiveness and flexibility. We believe we are extremely competitive with regard to all of these factors.

SOCIAL RESPONSIBILITY

Our Corporate Social and Environmental Responsibility ("CSER") management system has several elements, including environmental, health and safety compliance, labor and human rights, ethics, governance, and community engagement. Flex's CSER framework is based upon the principles, policies, and standards prescribed by the Electronics Industry Citizenship Coalition ("EICC"), a worldwide association of electronics companies committed to promoting an industry code of conduct for global electronics supply chains to improve working and environmental, health and safety conditions as well as other relevant international standards (e.g., ISO 14001). Flex is a founding member of the EICC. Social responsibility is also an area of increasing regulation, with specific regulations such as the California Transparency in Supply Chains Act, the U.S. Federal Acquisition Regulation on Human Trafficking and the U.K. Modern Slavery Act of 2015, all creating new compliance and disclosure obligations for the Company and for our customers. We operate a number of programs, including compliance audits, data collection, training and leadership programs that focus upon driving continuous improvements in social, ethical, and environmental performance throughout all of our global operating units, all in accordance with our Code of Business Conduct and Ethics. Being a good corporate citizen does not mean we should merely conform to standards. We go beyond required responsibilities by offering a wide range of programs and initiatives to engage both our internal and external communities. At the heart of this endeavor lies our pragmatic goal of positively influencing the lives of people in the communities in which we operate. We intend to continue investing in these global communities through grant-making, financial contributions, volunteer work, direct engagement and donation of resources. The Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the "Dodd-Frank Act"), Section 1502, introduced reporting requirements related to the verification of whether we are directly (or indirectly through suppliers of materials) purchasing the following minerals: columbite-tantalite, also known as coltan (the metal ore from which tantalum is extracted); cassiterite (the metal ore from which tin is extracted); gold; wolframite (the metal ore from which tungsten is extracted); or their derivatives, which are limited to tantalum, tin and tungsten; or any other mineral or its derivatives as determined by the Secretary of State associated with financing conflicts in the Democratic Republic of the Congo or an adjoining country. We are working directly with suppliers, industry groups, and customers to comply with the reporting requirements necessary to comply with this law. See "Risk Factors—Compliance with government regulations regarding the use of 'conflict minerals' may result in increased costs and risks to us." We have filed the required reports on Form SD with the Securities and Exchange Commission (SEC) in accordance with the Dodd-Frank Act.

ENVIRONMENTAL REGULATION

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these laws and regulations will have a material adverse effect on our capital expenditures, operating results, or competitive position. In addition, we are responsible for cleanup of contamination at some of our current and former manufacturing facilities and at some third-party sites. We engage environmental consulting firms to assist us in the evaluation of environmental liabilities associated with our ongoing operations, historical disposal activities and closed sites in order to establish appropriate accruals in our financial statements. We determine the amount of our accruals for environmental matters by analyzing and estimating the probability of occurrence and the reasonable possibility of incurring costs in light of information currently available. The imposition of more stringent standards or requirements under environmental laws or regulations, the results of future testing and analysis undertaken by us at our operating facilities, or a determination that we are potentially responsible for the release of hazardous substances at other sites could result in expenditures in excess of amounts currently estimated to be required for such matters. Additionally, we could be required to alter our operations in order to comply with any new standards or requirements under environmental laws or regulations. There can be no assurance that additional environmental matters will not arise in the future or that costs will not be incurred with respect to sites as to which no issue is currently known. We are also required to comply with an increasing number of product environmental compliance regulations focused upon the restriction of certain hazardous substances. For example, the electronics industry is subject to the European Union's ("EU") Restrictions on Hazardous Substances ("RoHS") 2011/65/EU, Waste Electrical and Electronic Equipment ("WEEE") 2012/19/EU directives, the regulation EC 1907/2006 EU Directive REACH ("Registration, Evaluation, Authorization, and Restriction of Chemicals"), and China RoHS entitled, Management Methods for Controlling Pollution for Electronic Information Products ("EIPs"). Similar legislation has been or may be enacted in other jurisdictions, including the United States. Our business requires close collaboration with our customers and suppliers to mitigate risks of non-compliance. We have developed rigorous compliance programs designed to meet the needs and specifications of our customers as well as the regulations. These programs vary from collecting compliance or material data from our Flex controlled or managed suppliers to full laboratory testing, and we include compliance requirements in our standard supplier contracts. Non-compliance could potentially result in significant costs and/or penalties. RoHS and other similar legislation bans or restricts the use of lead, mercury and certain other specified substances in electronics products and WEEE requires EU importers and/or producers to assume responsibility for the collection, recycling and management of waste electronic products and components. In the case of WEEE, although the compliance responsibility rests primarily with the EU importers and/or producers rather than with EMS companies, OEMs may turn to EMS companies for assistance in meeting their WEEE obligations. Flex continues to monitor developments related to product environmental compliance and is working with our customers and other technical organizations to anticipate and minimize any impacts to our operations.

EMPLOYEES

As of March 31, 2017, our global workforce totaled approximately 200,000 employees. In certain international locations, our employees are represented by labor unions and by work councils. We have never experienced a significant work stoppage or strike, and we believe that our employee relations are good.

Our success depends to a large extent upon the continued services of key managerial and technical employees. The loss of such personnel could seriously harm our business, results of operations and business prospects. To date, we have not experienced significant difficulties in attracting or retaining such personnel.

INTELLECTUAL PROPERTY

We own or license various United States and foreign patents relating to a variety of technologies. For certain of our proprietary processes, we rely on trade secret protection. We also have registered our corporate name and several other trademarks and service marks that we use in our business in the United States and other countries throughout the world. As of March 31, 2017 and 2016, the carrying value of our intellectual property was not material.

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condition regardless of the outcome. We also could be required to incur substantial costs to redesign a product or re-perform design services.

FINANCIAL INFORMATION ABOUT SEGMENTS AND GEOGRAPHIC AREAS

Refer to note 19 to our consolidated financial statements included under Item 8 for financial information about our business segments and geographic areas.

ADDITIONAL INFORMATION

Our Internet address is https://www.flex.com. We make available through our Internet website the Company's annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) of the Securities Exchange Act of 1934 as soon as reasonably practicable after we electronically file such material with, or furnish it to, the Securities and Exchange Commission.

We were incorporated in the Republic of Singapore in May 1990. Our principal corporate office is located at 2 Changi South Lane, Singapore 486123. Our U.S. corporate headquarters is located at 6201 America Center Drive, San Jose, CA 95002.

ITEM 1A. RISK FACTORS

We depend on industries that continually produce technologically advanced products with short product life cycles and our business would be adversely affected if our customers' products are not successful or if our customers lose market share.

We derive our revenues from customers in the following business groups: • CEC, which includes our telecom business of radio access base stations, remote radio heads, and small cells for wireless infrastructure; our networking business, which includes optical, routing, broadcasting, and switching products for the data and video networks; our server and storage platforms for both enterprise and cloud-based deployments; next generation storage and security appliance products; and rack level solutions, converged infrastructure and software-defined product solutions;

• CTG, which includes our consumer-related businesses in connected living, wearables, gaming, augmented and virtual reality, fashion, and mobile devices; and including various supply chain solutions for notebook personal computers ("PC"), tablets, and printers; in addition, CTG is expanding its business relationships to include supply chain optimization for non- electronics products such as footwear and clothing;

• IEI, which is comprised of energy and metering, semiconductor and capital equipment, office solutions, household industrial and lifestyle, industrial automation and kiosks, and lighting; and

• HRS, which is comprised of our medical business, including consumer health, digital health, disposables, precision plastics, drug delivery, diagnostics, life sciences and imaging equipment; our automotive business, including vehicle electrification, connectivity, autonomous vehicles, and clean technologies; and our defense and aerospace businesses, focused on commercial aviation, defense and military. Factors affecting any of these industries in general or our customers in particular, could adversely impact us. These factors include: • rapid changes in technology, evolving industry standards, and requirements for continuous improvement in products and services that result in short product life cycles;

• demand for our customers' products may be seasonal;

• our customers may fail to successfully market their products, and our customers' products may fail to gain widespread commercial acceptance;

• our customers' products may have supply chain issues;

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• our customers may experience dramatic market share shifts in demand which may cause them to lose market share or exit businesses; and

• there may be recessionary periods in our customers' markets.

Our customers may cancel their orders, change production quantities or locations, or delay production, and our current and potential customers may decide to manufacture some or all of their products internally, which could harm our business.

Cancellations, reductions, or delays by a significant customer or by a group of customers have harmed, and may in the future harm, our results of operations by reducing the volumes of products we manufacture and deliver for these customers, by causing a delay in the repayment of our expenditures for inventory in preparation for customer orders, and by lowering our asset utilization resulting in lower gross margins. Additionally, current and prospective customers continuously evaluate our capabilities against other providers as well as against the merits of manufacturing products themselves. Our business would be adversely affected if customers decide to perform these functions internally or transfer their business to another provider. In addition, we face competition from the manufacturing operations of some of our current and potential customers, who are continually evaluating the merits of manufacturing products internally against the advantages of outsourcing. In the past, some of our customers moved a portion of their manufacturing from us in order to more fully utilize their excess internal manufacturing capacity. Any of these developments could cause a decline in our sales, loss of market acceptance of our products or services, decreases of our profits or loss of our market share.

As a provider of design and manufacturing services and components for electronics, we must provide increasingly rapid product turnaround time for our customers. We generally do not obtain firm, long-term purchase commitments from our customers, and we often experience reduced lead times in customer orders which may be less than the lead time we require to procure necessary components and materials.

The short-term nature of our customers' commitments and the rapid changes in demand for their products reduces our ability to accurately estimate the future requirements of our customers. This makes it difficult to schedule production and maximize utilization of our manufacturing capacity. In that regard, we must make significant decisions, including determining the levels of business that we will seek and accept, setting production schedules, making component procurement commitments, and allocating personnel and other resources based on our estimates of our customers' requirements.

On occasion, customers require rapid increases in production or require that manufacturing of their products be transitioned from one facility to another to reduce costs or achieve other objectives. These demands stress our resources, can cause supply chain management issues, and reduce our margins. We may not have sufficient capacity at any given time to meet our customers' demands, and transfers from one facility to another can result in inefficiencies and costs due to excess capacity in one facility and corresponding capacity constraints at another. Many of our costs and operating expenses are relatively fixed, thus customer order fluctuations, deferrals, and transfers of demand from one facility to another, as described above, have had a material adverse effect on our operating results in the past and we may experience such effects in the future.

Our industry is extremely competitive; if we are not able to continue to provide competitive services, we may lose business.

We compete with a number of different companies, depending on the type of service we provide or the location of our operations. For example, we compete with major global EMS providers, other smaller EMS companies that have a regional or product-specific focus and ODMs with respect to some of the services that we provide. We also compete with our current and prospective customers, who evaluate our capabilities in light of their own capabilities and cost structures. Our industry is extremely competitive, many of our competitors have achieved substantial market share, and some may have lower cost structures or greater design, manufacturing, financial or other resources than we do. We face particular competition from Asian-based competitors, including Taiwanese ODM suppliers who compete in a variety of our end markets and have a substantial share of global information technology hardware production. If we are unable to provide comparable manufacturing services and improved products at lower cost than the other companies in our market, our net sales could decline.

A significant percentage of our sales come from a small number of customers and a decline in sales to any of these customers could adversely affect our business.

Sales to our ten largest customers represent a significant percentage of our net sales. Our ten largest customers accounted for approximately 43%, 46% and 50% of net sales in fiscal years 2017, 2016 and 2015, respectively. No customer accounted for more than 10% of net sales in fiscal year 2017 and only Lenovo/Motorola, which is reflected in our CTG segment, accounted for more than 10% of net sales in fiscal year 2016 and 2015. Our principal customers have varied from year to year. These customers may experience dramatic declines in their market shares or competitive position, due to economic or other forces, that may cause them to reduce their purchases from us or, in some cases, result in the termination of their relationship

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with us. Significant reductions in sales to any of these customers, or the loss of major customers, would materially harm our business. If we are not able to timely replace expired, canceled or reduced contracts with new business, our revenues and profitability could be harmed. Additionally, mergers, acquisitions, consolidations or other significant transactions involving our key customers generally entail risks to our business. If a significant transaction involving any of our key customers results in the loss of or reduction in purchases by the largest customers, it could have a materially adverse effect on our business, results of operations, financial condition and prospects.

Our components business is dependent on our ability to quickly launch world-class components products, and our investment in the development of our component capabilities, together with the start-up and integration costs necessary to achieve quick launches of world-class components products, may adversely affect our margins and profitability.

Our components business, which includes rigid and flexible printed circuit board fabrication, and power supply manufacturing, is part of our strategy to improve our competitive position and to grow our future margins, profitability and shareholder returns by expanding our capabilities. The success of our components business is dependent on our ability to design and introduce world- class components that have performance characteristics which are suitable for a broad market and that offer significant price and/or performance advantages over competitive products.

To create these world class components offerings, we must continue to make substantial investments in the development of our components capabilities, in resources such as research and development, technology licensing, test and tooling equipment, facility expansions and personnel requirements. We may not be able to achieve or maintain market acceptance for any of our components offerings in any of our current or target markets. The success of our components business will also depend upon the level of market acceptance of our customers' end products, which incorporate our components, and over which we have no control.

In addition, customers often require unique configurations or custom designs, which must be developed and integrated in the customer's product well before the customer launches the product. Thus, there is often substantial lead-time between the commencement of design efforts for a customized component and the commencement of volume shipments of the component to the customer. As a result, we may make substantial investments in the development and customization of products for our customers, and no revenue may be generated from these efforts if our customers do not accept the customized component. Even if our customers accept the customized component, if our customers do not purchase anticipated levels of products, we may not realize any profits.

Our achievement of anticipated levels of profitability in our components business is also dependent on our ability to achieve efficiencies in our manufacturing as well as to manufacture components in commercial quantities to the performance specifications demanded by our customers. As a result of these and other risks, we have been, and in the future may be, unable to achieve anticipated levels of profitability in our components business.

Our exposure to financially troubled customers or suppliers may adversely affect our financial results.

We provide manufacturing services to companies and industries that have in the past, and may in the future, experience financial difficulty. If some of our customers experience financial difficulty, we could have difficulty recovering amounts owed to us from these customers, or demand for our products from these customers could decline. Additionally, if our suppliers experience financial difficulty we could have difficulty sourcing supplies necessary to fulfill production requirements and meet scheduled shipments. If one or more of our customers were to become insolvent or otherwise were unable to pay for the services provided by us on a timely basis, or at all, our operating results and financial condition could be adversely affected. Such adverse effects could include one or more of the following: an increase in our provision for doubtful accounts, a charge for inventory write-offs, a reduction in revenue, and an increase in our working capital requirements due to higher inventory levels and increases in days our accounts receivable are outstanding. On April 21, 2016, SunEdison, Inc. and certain of its subsidiaries ("SunEdison") filed for protection under Chapter 11 of the U.S. Bankruptcy Code. For the fiscal year ended March 31, 2016, we recognized a bad debt reserve charge of $61.0 million associated with our outstanding SunEdison receivables and accepted return of previously shipped inventory of approximately $90 million. During the second quarter of fiscal year 2017, prices for solar panel modules declined significantly. We determined that certain solar panel inventory previously designated for SunEdison on hand at the end of the second quarter of fiscal year 2017 was not fully recoverable and recorded a charge of $60.0 million to reduce the carrying costs to market during fiscal year 2017. In addition we recognized a $16.0 million impairment charge for solar module equipment and incurred $16.9 million of incremental costs primarily related to negative margin sales and other associated solar panel direct costs. The estimates underlying our recorded provisions, as well as consideration of other potential customer bankruptcy-related contingencies associated with the SunEdison bankruptcy proceedings, are based on the facts currently known to us. No preference claims have been asserted against the Company and consideration has been given to the related contingencies based on the facts currently known to us. We are unable to reasonably estimate a loss or any range of possible loss. Further, we believe that we continue to have a number of affirmative and direct

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defenses to any potential claims for recovery and intend to vigorously defend any such claim, if asserted. An unfavorable resolution of this matter could be material to our results of operations, financial condition, or cash flows.

We may be adversely affected by shortages of required electronic components.

From time to time, we have experienced shortages of some of the electronic components that we use. These shortages can result from strong demand for those components or from problems experienced by suppliers, such as shortages of raw materials. These unanticipated component shortages could result in curtailed production or delays in production, which may prevent us from making scheduled shipments to customers. Our inability to make scheduled shipments could cause us to experience a reduction in sales, increase in inventory levels and costs, and could adversely affect relationships with existing and prospective customers. Component shortages may also increase our cost of goods sold because we may be required to pay higher prices for components in short supply and redesign or reconfigure products to accommodate substitute components. As a result, component shortages could adversely affect our operating results. Our performance depends, in part, on our ability to incorporate changes in component costs into the selling prices for our products.

Our supply chain may also be impacted by other events outside our control, including macro-economic events, political crises or natural or environmental occurrences.

Our margins and profitability may be adversely affected due to substantial investments, start-up and production ramp costs in our design services.

As part of our strategy to enhance our end-to-end service offerings, we continue to expand our design and engineering capabilities. Providing these services can expose us to different or greater potential risks than those we face when providing our manufacturing services.

Although we enter into contracts with our design services customers, we may design and develop products for these customers prior to receiving a purchase order or other firm commitment from them. We are required to make substantial investments in the resources necessary to design and develop these products, and no revenue may be generated from these efforts if our customers do not approve the designs in a timely manner or at all. Even if our customers accept our designs, if they do not then purchase anticipated levels of products, we may not realize any profits. Our design activities often require that we purchase inventory for initial production runs before we have a purchase commitment from a customer. Even after we have a contract with a customer with respect to a product, these contracts may allow the customer to delay or cancel deliveries and may not obligate the customer to any particular volume of purchases. These contracts can generally be terminated on short notice. In addition, some of the products we design and develop must satisfy safety and regulatory standards and some must receive government certifications. If we fail to obtain these approvals or certifications on a timely basis, we would be unable to sell these products, which would harm our sales, profitability and reputation.

Our design services offerings require significant investments in research and development, technology licensing, test and tooling equipment, patent applications, facility expansion and recruitment. We may not be able to achieve a high enough level of sales for this business to be profitable. The initial costs of investing in the resources necessary to expand our design and engineering capabilities, and in particular to support our design services offerings, have historically adversely affected our profitability, and may continue to do so as we continue to make investments to grow these capabilities.

In addition, we agree to certain product price limitations and cost reduction targets in connection with these services. Inflationary and other increases in the costs of the raw materials and labor required to produce the products have occurred and may recur from time to time. Also, the production ramps for these programs are typically significant and negatively impact our margin in early stages as the manufacturing volumes are lower and result in inefficiencies and unabsorbed manufacturing overhead costs. We may not be able to reduce costs, incorporate changes in costs into the selling prices of our products, or increase operating efficiencies as we ramp production of our products, which would adversely affect our margins and our results of operations.

We conduct operations in a number of countries and are subject to the risks inherent in international operations.

The geographic distances between the Americas, Asia and Europe create a number of logistical and communications challenges for us. These challenges include managing operations across multiple time zones, directing the manufacture and delivery of products across distances, coordinating procurement of components and raw materials and their delivery to multiple locations, and coordinating the activities and decisions of the core management team, which is based in a number of different countries.

Facilities in several different locations may be involved at different stages of the production process of a single product, leading to additional logistical difficulties.

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Because our manufacturing operations are located in a number of countries throughout the Americas, Asia and Europe, we are subject to risks of changes in economic and political conditions in those countries, including: • fluctuations in the value of local currencies;

• labor unrest, difficulties in staffing and geographic labor shortages;

• longer payment cycles;

• cultural differences;

• increases in duties, tariffs, and taxation levied on our products;

• increased scrutiny by the media and other third parties of labor practices within our industry (including but not limited to working conditions) which may result in allegations of violations, more stringent and burdensome labor laws and regulations and inconsistency in the enforcement and interpretation of such laws and regulations, higher labor costs, and/or loss of revenues if our customers become dissatisfied with our labor practices and diminish or terminate their relationship with us;

• imposition of restrictions on currency conversion or the transfer of funds;

• limitations on imports or exports of components or assembled products, or other travel restrictions;

• expropriation of private enterprises;

• ineffective legal protection of our intellectual property rights in certain countries;

• natural disasters;

• exposure to infectious disease and epidemics;

• inability of international customers and suppliers to obtain financing resulting from tightening of credit in international financial markets;

• political unrest; and

• a potential reversal of current favorable policies encouraging foreign investment or foreign trade by our host countries. The attractiveness of our services to U.S. customers can be affected by changes in U.S. trade policies, such as most favored nation status and trade preferences for some Asian countries. In addition, some countries in which we operate, such as Brazil, Hungary, India, Mexico, Malaysia and Poland, have experienced periods of slow or negative growth, high inflation, significant currency devaluations or limited availability of foreign exchange. Furthermore, in countries such as China, Brazil and Mexico, governmental authorities exercise significant influence over many aspects of the economy, and their actions could have a significant effect on us. We could be seriously harmed by inadequate infrastructure, including lack of adequate power and water supplies, transportation, raw materials and parts in countries in which we operate. In addition, we may encounter labor disruptions and rising labor costs, in particular within the lower-cost regions in which we operate. Any increase in labor costs that we are unable to recover in our pricing to our customers could adversely impact our operating results.

Operations in foreign countries also present risks associated with currency exchange and convertibility, inflation and repatriation of earnings. In some countries, economic and monetary conditions and other factors could affect our ability to convert our cash distributions to U.S. dollars or other freely convertible currencies, or to move funds from our accounts in these countries. Furthermore, the central bank of any of these countries may have the authority to suspend, restrict or otherwise impose conditions on foreign exchange transactions or to approve distributions to foreign investors.

Fluctuations in foreign currency exchange rates could increase our operating costs.

We have manufacturing operations and industrial parks that are located in lower cost regions of the world, such as Asia, Eastern Europe and Mexico. A portion of our purchases and our sale transactions are denominated in currencies other than the

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United States dollar. As a result, we are exposed to fluctuations in these currencies impacting our fixed cost overhead or our supply base relative to the currencies in which we conduct transactions.

Currency exchange rates fluctuate on a daily basis as a result of a number of factors, including changes in a country's political and economic policies. Volatility in the functional and non- functional currencies of our entities and the United States dollar could seriously harm our business, operating results and financial condition. The primary impact of currency exchange fluctuations is on the cash, receivables, payables and expenses of our operating entities. As part of our currency hedging strategy, we use financial instruments such as forward exchange, swap contracts, and options to hedge our foreign currency exposure in order to reduce the short-term impact of foreign currency rate fluctuations on our operating results. If our hedging activities are not successful or if we change or reduce these hedging activities in the future, we may experience significant unexpected fluctuations in our operating results as a result of changes in exchange rates.

If our IT or physical security systems are breached, we may incur significant legal and financial exposure.

We regularly face attempts by others to gain unauthorized access through the Internet or to introduce malicious software to our information systems. We are also a target of malicious attackers who attempt to gain access to our network or data centers or those of our customers or end users; steal proprietary information related to our business, products, employees, and customers; or interrupt our systems and services or those of our customers or others. We believe such attempts are increasing in number and in technical sophistication. In some instances, we, our customers, and the users of our products and services might be unaware of an incident or its magnitude and effects. We have implemented security systems with the intent of maintaining the physical security of our facilities and inventory and protecting our customers' and our suppliers' confidential information. In addition, while we seek to detect and investigate all unauthorized attempts and attacks against our network, products, and services, and to prevent their recurrence where practicable through changes to our internal processes and tools, we are subject to, and at times have suffered from, breach of these security systems which have in the past and may in the future result in unauthorized access to our facilities and/or unauthorized use or theft of the inventory or information we are trying to protect. If unauthorized parties gain physical access to our inventory or if they gain electronic access to our information systems or if such information or inventory is used in an unauthorized manner, misdirected, lost or stolen during transmission or transport, any theft or misuse of such information or inventory could result in, among other things, unfavorable publicity, governmental inquiry and oversight, difficulty in marketing our services, allegations by our customers that we have not performed our contractual obligations, litigation by affected parties including our customers and possible financial obligations for damages related to the theft or misuse of such information or inventory, any of which could have a material adverse effect on our profitability and cash flow.

Our strategic relationships with major customers create risks.

In the past, we have completed numerous strategic transactions with customers. Under these arrangements, we generally acquire inventory, equipment and other assets from the customers, and lease or acquire their manufacturing facilities, while simultaneously entering into multi-year manufacturing and supply agreements for the production of their products. We may pursue these customer divestiture transactions in the future. These arrangements entered into with divesting customers typically involve many risks, including the following: • we may need to pay a purchase price to the divesting customers that exceeds the value we ultimately may realize from the future business of the customer;

• the integration of the acquired assets and facilities into our business may be time-consuming and costly, including the incurrence of restructuring charges;

• we, rather than the divesting customer, bear the risk of excess capacity at the facility;

• we may not achieve anticipated cost reductions and efficiencies at the facility;

• we may be unable to meet the expectations of the customer as to volume, product quality, timeliness and cost reductions;

• our supply agreements with the customers generally do not require any minimum volumes of purchase by the customers, and the actual volume of purchases may be less than anticipated; and

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• if demand for the customers' products declines, the customer may reduce its volume of purchases, and we may not be able to sufficiently reduce the expenses of operating the facility or use the facility to provide services to other customers. As a result of these and other risks, we have been, and in the future may be, unable to achieve anticipated levels of profitability under these arrangements. In addition, these strategic arrangements have not, and in the future may not, result in any material revenues or contribute positively to our earnings per share.

If our compliance policies are breached, we may incur significant legal and financial exposure.

We have implemented local and global compliance policies to ensure compliance with our legal obligations across our operations. A significant legal risk resulting from our international operations is compliance with the U.S. Foreign Corrupt Practices Act or similar local laws of the countries in which we do business, including the UK Anti-Bribery Act, which prohibits covered companies from making payments to foreign government officials to assist in obtaining or retaining business. Our Code of Business Conduct prohibits corrupt payments on a global basis and precludes us from offering or giving anything of value to a government official for the purpose of obtaining or retaining business, to win a business advantage or to improperly influence a decision regarding Flex. Nevertheless, there can be no assurance that all of our employees and agents will refrain from taking actions in violation of this and our related anti-corruption policies and procedures. Any such violation could have a material adverse effect on our business.

We are subject to the risk of increased income taxes.

We are subject to taxes in numerous jurisdictions. Our future effective tax rates could be affected by changes in the mix of earnings in countries with differing statutory rates and changes in tax laws or their interpretation including changes related to tax holidays or tax incentives. The international tax environment continues to change as a result of both coordinated efforts by governments and unilateral measures designed by individual countries, both intended to tackle concerns over perceived international tax avoidance techniques, which could ultimately have an adverse effect on the taxation of international businesses. For example, legislative changes may result from the Organization for Economic Co-operation and Development’s Base Erosion and Profit Shifting Project or any U.S. tax reform, which has been stated to be a priority for the new U.S. presidential administration and U.S. Congress. Any such changes, if adopted, could adversely impact our effective tax rate. Our taxes could also increase if certain tax holidays or incentives are not renewed upon expiration, or if tax rates applicable to us in such jurisdictions are otherwise increased. Our continued ability to qualify for specific tax holiday extensions will depend on, among other things, our anticipated investment and expansion in these countries and the manner in which the local governments interpret the requirements for modifications, extensions or new incentives.

In addition, the Company and its subsidiaries are regularly subject to tax return audits and examinations by various taxing jurisdictions around the world. In determining the adequacy of our provision for income taxes, we regularly assess the likelihood of adverse outcomes resulting from tax examinations. While it is often difficult to predict the final outcome or the timing of the resolution of a tax examination, we believe that our reserves for uncertain tax benefits reflect the outcome of tax positions that are more likely than not to occur. However, we cannot assure you that the final determination of any tax examinations will not be materially different than that which is reflected in our income tax provisions and accruals. Should additional taxes be assessed as a result of a current or future examination, there could be a material adverse effect on our tax provision, operating results, financial position and cash flows in the period or periods for which that determination is made.

If we do not effectively manage changes in our operations, our business may be harmed; we have taken substantial restructuring charges in the past and we may need to take material restructuring charges in the future.

The expansion of our business, as well as business contractions and other changes in our customers' requirements, have in the past, and may in the future, require that we adjust our business and cost structures by incurring restructuring charges. Restructuring activities involve reductions in our workforce at some locations and closure of certain facilities. All of these changes have in the past placed, and may in the future place, considerable strain on our financial and management control systems and resources, including decision support, accounting management, information systems and facilities. If we do not properly manage our financial and management controls, reporting systems and procedures to manage our employees, our business could be harmed.

In recent years, including during fiscal year 2017, we undertook initiatives to restructure our business operations through a series of restructuring activities, which were intended to accelerate our ability to support more Sketch-to-Scaletm efforts across the Company and reposition away from historical legacy programs and structures through rationalizing our current footprint at existing sites and at corporate SG&A functions. These activities were primarily for employee termination costs.

While we incur severance, asset impairment charges and other charges as a result of changes in our customer mix on an ongoing basis, such individual actions were not considered material and did not qualify as restructuring charges per accounting

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principles generally accepted in the United States to be separately disclosed as restructuring charges in fiscal years 2016 and 2015, and are included in either cost of sales or selling, general and administrative expenses, as appropriate. Our restructuring activities undertaken during fiscal year 2017 have been disclosed separately on our statement of operations. We may be required to take additional charges in the future to align our operations and cost structures with global economic conditions, market demands, cost competitiveness, and our geographic footprint as it relates to our customers' production requirements. We may consolidate certain manufacturing facilities or transfer certain of our operations to lower cost geographies. If we are required to take additional restructuring charges in the future, our operating results, financial condition, and cash flows could be adversely impacted. Additionally, there are other potential risks associated with our restructurings that could adversely affect us, such as delays encountered with the finalization and implementation of the restructuring activities, work stoppages, and the failure to achieve targeted cost savings.

Changes in financial accounting standards or policies have affected, and in the future may affect, our reported financial condition or results of operations.

We prepare our financial statements in conformity with U.S. GAAP. These principles are subject to interpretation by the Financial Accounting Standards Board (FASB), the American Institute of Certified Public Accountants (AICPA), the SEC and various bodies formed to interpret and create accounting policies. For example, significant changes to revenue recognition rules have been enacted and will begin to apply to us in fiscal year 2019 as the FASB has proposed. Changes to accounting rules or challenges to our interpretation or application of the rules by regulators may have a material adverse effect on our reported financial results or on the way we conduct business.

We may encounter difficulties with acquisitions and divestitures, which could harm our business.

We have completed numerous acquisitions of businesses and we may acquire additional businesses in the future. Any future acquisitions may require additional equity financing, which could be dilutive to our existing shareholders, or additional debt financing, which could increase our leverage and potentially affect our credit ratings. Any downgrades in our credit ratings associated with an acquisition could adversely affect our ability to borrow by resulting in more restrictive borrowing terms. As a result of the foregoing, we also may not be able to complete acquisitions or strategic customer transactions in the future to the same extent as in the past, or at all.

To integrate acquired businesses, we must implement our management information systems, operating systems and internal controls, and assimilate and manage the personnel of the acquired operations. The difficulties of this integration may be further complicated by geographic distances. The integration of acquired businesses may not be successful and could result in disruption to other parts of our business. In addition, the integration of acquired businesses may require that we incur significant restructuring charges.

In addition, acquisitions involve numerous risks and challenges, including: • diversion of management's attention from the normal operation of our business;

• potential loss of key employees and customers of the acquired companies;

• difficulties managing and integrating operations in geographically dispersed locations;

• the potential for deficiencies in internal controls at acquired companies;

• increases in our expenses and working capital requirements, which reduce our return on invested capital;

• lack of experience operating in the geographic market or industry sector of the acquired business;

• cybersecurity and compliance related issues;

• initial dependence on unfamiliar supply chain or relatively small supply chain partners; and

• exposure to unanticipated liabilities of acquired companies. In addition, divestitures involve significant risks, including without limitation, difficulty finding financially sufficient buyers or selling on acceptable terms in a timely manner, and the agreed-upon terms could be renegotiated due to changes in business or market conditions. Divestitures could adversely affect our profitability and, under certain circumstances, require us to record impairment charges or a loss as a result of the transaction. In addition, completing divestitures requires expenses and management attention and could leave us with certain continuing liabilities.

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These and other factors have harmed, and in the future could harm, our ability to achieve anticipated levels of profitability at acquired operations or realize other anticipated benefits of an acquisition or divestiture, and could adversely affect our business and operating results.

The success of certain of our activities depends on our ability to protect our intellectual property rights; intellectual property infringement claims against our customers or us could harm our business.

We retain certain intellectual property rights to some of the technologies that we develop as part of our engineering, design and manufacturing services and components offerings. The measures we have taken to prevent unauthorized use of our technology may not be successful. If we are unable to protect our intellectual property rights, this could reduce or eliminate the competitive advantages of our proprietary technology, which would harm our business.

Our engineering, design and manufacturing services and components offerings involve the creation and use of intellectual property rights, which subject us to the risk of claims of intellectual property infringement from third parties, as well as claims arising from the allocation of intellectual property rights among us and our customers. In addition, our customers are increasingly requiring us to indemnify them against the risk of intellectual property infringement. If any claims are brought against us or our customers for such infringement, whether or not these have merit, we could be required to expend significant resources in defense of such claims. In the event of such an infringement claim, we may be required to spend a significant amount of money to develop non-infringing alternatives or obtain licenses or to resolve the issue through litigation. We may not be successful in developing such alternatives or obtaining such licenses on reasonable terms or at all, and any such litigation might not be resolved in our favor. Additionally, litigation could be lengthy and costly, and could materially harm our financial condition regardless of outcome.

We are subject to risks relating to litigation, which may have a material adverse effect on our business.

From time to time, we are involved in various claims, suits, investigations and legal proceedings. Additional legal claims or regulatory matters may arise in the future and could involve matters relating to commercial disputes, government regulatory and compliance, intellectual property, antitrust, tax, employment or shareholder issues, product liability claims and other issues on a global basis. If we receive an adverse judgment in any litigation, we could be required to pay substantial damages and cease certain practices or activities. Regardless of the merits of the claims, litigation may be both time- consuming and disruptive to our business. The defense and ultimate outcome of any lawsuits or other legal proceedings may result in higher operating expenses and a decrease in operating margin, which could have a material adverse effect on our business, financial condition, or results of operations.

We may not meet regulatory quality standards applicable to our manufacturing and quality processes for medical devices, which could have an adverse effect on our business, financial condition or results of operations.

As a medical device manufacturer, we have additional compliance requirements. We are required to register with the U.S. Food and Drug Administration ("FDA") and are subject to periodic inspection by the FDA for compliance with the FDA's Quality System Regulation ("QSR") requirements, which require manufacturers of medical devices to adhere to certain regulations, including testing, quality control and documentation procedures. Compliance with applicable regulatory requirements is subject to continual review and is rigorously monitored through periodic inspections and product field monitoring by the FDA. If any FDA inspection reveals noncompliance with QSR or other FDA regulations, and the Company does not address the observation adequately to the satisfaction of the FDA, the FDA may take action against us. FDA actions may include issuing a letter of inspectional observations, issuing a warning letter, imposing fines, bringing an action against the Company and its officers, requiring a recall of the products we manufactured for our customers, refusing requests for clearance or approval of new products or withdrawal of clearance or approval previously granted, issuing an import detention on products entering the U.S. from an offshore facility, or shutting down a manufacturing facility. If any of these actions were to occur, it would harm our reputation and cause our business to suffer.

In the European Union ("EU"), we are required to maintain certain standardized certifications in order to sell our products and must undergo periodic inspections to obtain and maintain these certifications. Continued noncompliance to the EU regulations could stop the flow of products into the EU from us or from our customers. In China, the Safe Food and Drug Administration controls and regulates the manufacture and commerce of healthcare products. We must comply with the regulatory laws applicable to medical device manufactures or our ability to manufacture products in China could be impacted. In Japan, the Pharmaceutical Affairs Laws regulate the manufacture and commerce of healthcare products. These regulations also require that subcontractors manufacturing products intended for sale in Japan register with authorities and submit to regulatory audits. Other Asian countries and Latin America where we operate have similar laws regarding the regulation of medical device manufacturing.

If our products or components contain defects, demand for our services may decline and we may be exposed to product liability and product warranty liability.

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Defects in the products we manufacture or design, whether caused by a design, engineering, manufacturing or component failure or deficiencies in our manufacturing processes, could result in product or component failures, which may damage our business reputation and expose us to product liability or product warranty claims.

Product liability claims may include liability for personal injury or property damage. Product warranty claims may include liability to pay for the recall, repair or replacement of a product or component. Although we generally allocate liability for these claims in our contracts with our customers, increasingly we are unsuccessful in allocating such liability, and even where we have allocated liability to our customers, our customers may not have the resources to satisfy claims for costs or liabilities arising from a defective product or component for which they have assumed responsibility.

If we design, engineer or manufacture a product or component that is found to cause any personal injury or property damage or is otherwise found to be defective, we could spend a significant amount of money to resolve the claim. In addition, product liability and product recall insurance coverage are expensive and may not be available for some or all of our services offerings on acceptable terms, in sufficient amounts, or at all. A successful product liability or product warranty claim in excess of our insurance coverage or any material claim for which insurance coverage is denied, limited or is not available could have a material adverse effect on our business, results of operations and financial condition.

Our operating results may fluctuate significantly due to seasonal demand.

Two of our significant end markets are the mobile devices market and the consumer devices market. These markets exhibit particular strength generally in the two quarters leading up to the end of the calendar year in connection with the holiday season. As a result, we have historically experienced stronger revenues in our second and third fiscal quarters as compared to our other fiscal quarters. Economic or other factors leading to diminished orders in the end of the calendar year could harm our business.

We depend on our executive officers and skilled management personnel.

Our success depends to a large extent upon the continued services of our executive officers and other key employees. Generally, our employees are not bound by employment or non- competition agreements, and we cannot assure you that we will retain our executive officers and other key employees. We could be seriously harmed by the loss of any of our executive officers or other key employees. We will need to recruit and retain skilled management personnel, and if we are not able to do so, our business could be harmed. In addition, in connection with expanding our design services offerings, we must attract and retain experienced design engineers. There is substantial competition in our industry for highly skilled employees. Our failure to recruit and retain experienced design engineers could limit the growth of our design services offerings, which could adversely affect our business.

Our failure to comply with environmental laws could adversely affect our business.

We are subject to various federal, state, local and foreign environmental laws and regulations, including regulations governing the use, storage, discharge and disposal of hazardous substances used in our manufacturing processes. We are also subject to laws and regulations governing the recyclability of products, the materials that may be included in products, and our obligations to dispose of these products after end users have finished with them. Additionally, we may be exposed to liability to our customers relating to the materials that may be included in the components that we procure for our customers' products. Any violation or alleged violation by us of environmental laws could subject us to significant costs, fines or other penalties.

We are also required to comply with an increasing number of global and local product environmental compliance regulations focused on the restriction of certain hazardous substances. We are subject to the EU directives, including the Restrictions on RoHS, the WEEE as well as the EU's REACH regulation. In addition, new technical classifications of e-Waste being discussed in the Basel Convention technical working group could affect both our customers' abilities and obligations in electronics repair and refurbishment. Also of note is China's Management Methods for Controlling Pollution Caused by EIPs regulation, commonly referred to as "China RoHS", which restricts the importation into and production within China of electrical equipment containing certain hazardous materials. Similar legislation has been or may be enacted in other jurisdictions, including in the United States. RoHS and other similar legislation bans or restricts the use of lead, mercury and certain other specified substances in electronics products and WEEE requires EU importers and/or producers to assume responsibility for the collection, recycling and management of waste electronic products and components. We have developed rigorous risk mitigating compliance programs designed to meet the needs of our customers as well as applicable regulations. These programs may include collecting compliance data from our suppliers, full laboratory testing and public reporting of other environmental metrics such as carbon emissions, electronic waste and water, and we also require our supply chain to comply. Non-compliance could potentially result in significant costs and/or penalties. In the case of WEEE, the compliance responsibility rests primarily with the EU importers and/or producers rather than with EMS companies. However, customers may turn to EMS companies for assistance in meeting their obligations under WEEE.

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In addition, we are responsible for the cleanup of contamination at some of our current and former manufacturing facilities and at some third party sites. If more stringent compliance or cleanup standards under environmental laws or regulations are imposed, or the results of future testing and analyses at our current or former operating facilities indicate that we are responsible for the release of hazardous substances into the air, ground and/or water, we may be subject to additional liability. Additional environmental matters may arise in the future at sites where no problem is currently known or at sites that we may acquire in the future. Additionally, we could be required to alter our manufacturing and operations and incur substantial expense in order to comply with environmental regulations. Our failure to comply with environmental laws and regulations or adequately address contaminated sites could limit our ability to expand our facilities or could require us to incur significant expenses, which would harm our business.

Failure to comply with domestic or international employment and related laws could result in the payment of significant damages, which would reduce our net income.

We are subject to a variety of domestic and foreign employment laws, including those related to safety, wages and overtime, discrimination, whistle-blowing, classification of employees and severance payments. Enforcement activity relating to these laws, particularly outside of the United States, can increase as a result of increased media attention due to violations by other companies, changes in law, political and other factors. There can be no assurance that we won't be found to have violated such laws in the future, due to a more aggressive enforcement posture by governmental authorities or for any other reason. Any such violations could lead to the assessment of fines against us by federal, state or foreign regulatory authorities or damages payable to employees, which fines could be substantial and which would reduce our net income.

Our business could be impacted as a result of actions by activist shareholders or others.

We may be subject, from time to time, to legal and business challenges in the operation of our company due to actions instituted by activist shareholders or others. Responding to such actions could be costly and time-consuming, may not align with our business strategies and could divert the attention of our Board of Directors and senior management from the pursuit of our business strategies. Perceived uncertainties as to our future direction as a result of shareholder activism may lead to the perception of a change in the direction of the business or other instability and may make it more difficult to attract and retain qualified personnel and business partners and may affect our relationships with vendors, customers and other third parties.

Our debt level may create limitations.

As of March 31, 2017, our total debt was approximately $3.0 billion. This level of indebtedness could limit our flexibility as a result of debt service requirements and restrictive covenants, and may limit our ability to access additional capital or execute our business strategy.

Changes in our credit rating may make it more expensive for us to raise additional capital or to borrow additional funds. We may also be exposed to interest rate fluctuations on our outstanding borrowings and investments.

Our credit is rated by credit rating agencies. Our 4.625% Notes, our 5.000% Notes and our 4.750% Notes are currently rated BBB- by Standard and Poor's ("S&P") which is considered to be “investment grade” by S&P, rated Baa3 by Moody’s which is considered to be “investment grade” by Moody's, and rated BBB- by Fitch which is considered to be "investment grade" by Fitch. Any decline in our credit rating may make it more expensive for us to raise additional capital in the future on terms that are acceptable to us, if at all, negatively impact the price of our ordinary shares, increase our interest payments under some of our existing debt agreements, and have other negative implications on our business, many of which are beyond our control. In addition, the interest rate payable on some of our credit facilities is subject to adjustment from time to time if our credit ratings change. Thus, any potential future negative change in our credit rating may increase the interest rate payable on these credit facilities.

In addition, we are exposed to interest rate risk under our variable rate terms loans, bilateral facilities and revolving credit facility for indebtedness we have incurred or may incur under such borrowings. The interest rates under these borrowings are based on either (i) a margin over LIBOR or (ii) the base rate (the greatest of the agent's prime rate, the federal funds rate plus 0.50% and LIBOR for a one-month interest period plus 1.00%) plus an applicable margin, in each case depending on our credit rating. Refer to the discussion in note 7, "Bank Borrowings and Long-Term Debt" to the consolidated financial statements for further details of our debt obligations. We are also exposed to interest rate risk on our invested cash balances, our securitization facilities and our factoring activities.

Weak global economic conditions and instability in financial markets may adversely affect our business, results of operations, financial condition, and access to capital markets.

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electronics industry. For example, these conditions may be adversely impacted by the pending withdrawal of the United Kingdom from the EU following its referendum on EU membership and the position that the U.S. will take with respect to certain treaty and trade relationships with other countries. These conditions may result in reduced consumer and business confidence and spending in many countries, a tightening in the credit markets, a reduced level of liquidity in many financial markets, high volatility in credit, fixed income and equity markets, currency exchange rate fluctuations, and global economic uncertainty. In addition, longer term disruptions in the capital and credit markets could adversely affect our access to liquidity needed for our business. If financial institutions that have extended credit commitments to us are adversely affected by the conditions of the U.S. and international capital markets, they may become unable to fund borrowings under their credit commitments to us, which could have an adverse impact on our financial condition and our ability to borrow additional funds, if needed, for working capital, capital expenditures, acquisitions, research and development and other corporate purposes.

Catastrophic events could have a material adverse effect on our operations and financial results.

Our operations or systems could be disrupted by natural disasters, terrorist activity, public health issues, cyber security incidents, interruptions of service from utilities, transportation or telecommunications providers, or other catastrophic events. Such events could make it difficult or impossible to manufacture or deliver products to our customers, receive production materials from our suppliers, or perform critical functions, which could adversely affect our revenue and require significant recovery time and expenditures to resume operations. While we maintain business recovery plans that are intended to allow us to recover from natural disasters or other events that can be disruptive to our business, some of our systems are not fully redundant and we cannot be sure that our plans will fully protect us from all such disruptions.

We maintain a program of insurance coverage for a variety of property, casualty, and other risks. We place our insurance coverage with multiple carriers in numerous jurisdictions. However, one or more of our insurance providers may be unable or unwilling to pay a claim. The types and amounts of insurance we obtain vary depending on availability, cost, and decisions with respect to risk retention. The policies have deductibles and exclusions that result in us retaining a level of self-insurance. Losses not covered by insurance may be large, which could harm our results of operations and financial condition.

Our business could be adversely affected by any delays, or increased costs, resulting from issues that our common carriers are dealing with in transporting our materials, our products, or both.

We rely on a variety of common carriers to transport our materials from our suppliers to us, and to transport our products from us to our customers. Problems suffered by any of these common carriers, whether due to a natural disaster, labor problem, increased energy prices, criminal activity or some other issue, could result in shipping delays, increased costs, or other supply chain disruptions, and could therefore have a material adverse effect on our operations.

We are subject to risks associated with investments. We invest in private funds and companies for strategic reasons and may not realize a return on our investments. We make investments in private funds and companies to further our strategic objectives, support key business initiatives and develop business relationships with related portfolio companies. Many of the instruments in which we invest are non-marketable at the time of our initial investment. If any of the funds or companies in which we invest fail, we could lose all or part of our investment. If we need to determine that an other-than-temporary decline in the fair value exists for an investment, we would need to write down the investment to its fair value and recognize a loss. Compliance with government regulations regarding the use of "conflict minerals" may result in increased costs and risks to us.

As part of the Dodd-Frank Act, the SEC has promulgated disclosure requirements regarding the use of certain minerals ("Minerals"), which may have originated in the Democratic Republic of the Congo or adjoining countries. In May 2016, we filed our report on Form SD for the year ended December 31, 2015 to report that, based on our diligence review, we were unable to determine whether Minerals contained in our products originated in the Democratic Republic of the Congo or adjoining countries or whether the mining or trade of such Minerals directly or indirectly financed or otherwise benefited armed groups in those countries. We expect to undertake further reviews of our supply chain in 2017 and beyond as necessary to comply with the SEC’s disclosure requirements. Additionally, customers rely on us to provide critical data regarding the products they purchase and request information on such Minerals. Our materials sourcing is broad-based and multi-tiered, and we may not be able to easily verify the origins of the Minerals used in the products we sell. We have many suppliers and each may provide the required information in a different manner, if at all. Accordingly, because the supply chain is complex, our reputation may suffer if we are unable to sufficiently verify the origins of the Minerals, if any, used in our products. Additionally, customers may demand that the products they purchase be free of any Minerals originating in the specified countries. The implementation of this requirement could affect the sourcing and availability of products we purchase from our suppliers. This may reduce the number of suppliers that may be able to provide products and may affect our ability to obtain products in sufficient quantities to meet customer demand or at competitive prices.

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Our business and operations could be adversely impacted by climate change initiatives.

Concern over climate change has led to international legislative and regulatory initiatives directed at limiting carbon dioxide and other greenhouse gas emissions. Proposed and existing efforts to address climate change by reducing greenhouse gas emissions could directly or indirectly affect our costs of energy, materials, manufacturing, distribution, packaging and other operating costs, which could impact our business and financial results.

Our goodwill and identifiable intangible assets could become impaired, which could reduce the value of our assets and reduce our net income in the year in which the write-off occurs.

Goodwill represents the excess of the cost of an acquisition over the fair value of the net assets acquired. We also ascribe value to certain identifiable intangible assets, which consist primarily of customer relationships, developed technology and trade names, among others, as a result of acquisitions. We may incur impairment charges on goodwill or identifiable intangible assets if we determine that the fair values of goodwill or identifiable intangible assets are less than their current carrying values. We evaluate, on a regular basis, whether events or circumstances have occurred that indicate all, or a portion, of the carrying amount of goodwill may no longer be recoverable, in which case an impairment charge to earnings would become necessary.

Refer to notes 1 and 2 to the consolidated financial statements and 'critical accounting policies' in management's discussion and analysis of financial condition and results of operations for further discussion of the impairment testing of goodwill and identifiable intangible assets.

A decline in general economic conditions or global equity valuations could impact the judgments and assumptions about the fair value of our businesses and we could be required to record impairment charges on our goodwill or other identifiable intangible assets in the future, which could impact our consolidated balance sheet, as well as our consolidated statement of operations. If we are required to recognize an impairment charge in the future, the charge would not impact our consolidated cash flows, liquidity, capital resources, and covenants under our existing credit facilities, asset securitization program, and other outstanding borrowings.

The market price of our ordinary shares is volatile.

The stock market in recent years has experienced significant price and volume fluctuations that have affected the market prices of companies, including technology companies. These fluctuations have often been unrelated to or disproportionately impacted by the operating performance of these companies. The market for our ordinary shares has been and may in the future be subject to similar volatility. Factors such as fluctuations in our operating results, announcements of technological innovations or events affecting other companies in the electronics industry, currency fluctuations, general market fluctuations, and macro-economic conditions may cause the market price of our ordinary shares to decline.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

ITEM 2. PROPERTIES

The composition of the square footage of our facilities, by region, is as follows:

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Americas Asia Europe Total (in million square feet) Manufacturing Square Footage Space Manufacturing - Leased 3.6 6.4 1.3 11.3 Manufacturing - Owned 4.9 7.7 2.9 15.5 Total 8.5 14.1 4.2 26.8

Total Square Footage Space Manufacturing 8.5 14.1 4.2 26.8 Non-manufacturing 9.3 9.0 4.9 23.2 Total 17.8 23.1 9.1 50.0

Our facilities include large industrial parks, ranging in size from 0.6 million to 4.9 million square feet in Brazil, China, Malaysia, Mexico and Poland. We also have regional manufacturing operations, generally ranging in size from under 100,000 to approximately 1.6 million square feet in Austria, Brazil, Canada, China, Czech Republic, Denmark, Hong Kong, Hungary, India, Indonesia, Ireland, Israel, Italy, Japan, Malaysia, Mexico, The Netherlands, Poland, Romania, Singapore, Spain, Switzerland, the Ukraine and the United States. We also have smaller design and engineering centers, innovation centers and product introduction centers at a number of locations in the world's major industrial and electronics markets.

Our facilities are well maintained and suitable for the operations conducted. The productive capacity of our plants is adequate for current needs.

ITEM 3. LEGAL PROCEEDINGS

For a description of our material legal proceedings, see note 12 "Commitments and Contingencies" to the consolidated financial statements included under Item 8, which is incorporated herein by reference.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable

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PART II

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

PRICE RANGE OF ORDINARY SHARES

Our ordinary shares are quoted on the NASDAQ Global Select Market under the symbol "FLEX." The following table sets forth the high and low per share sales prices for our ordinary shares since the beginning of fiscal year 2016 as reported on the NASDAQ Global Select Market.

High Low Fiscal Year Ended March 31, 2017 Fourth Quarter $ 16.88 $ 14.33 Third Quarter 14.84 13.54 Second Quarter 13.69 11.66 First Quarter 13.19 11.69 Fiscal Year Ended March 31, 2016 Fourth Quarter $ 12.06 $ 9.10 Third Quarter 11.79 10.27 Second Quarter 11.56 9.90 First Quarter 12.84 11.53

As of May 10, 2017 there were 3,197 holders of record of our ordinary shares and the closing sales price of our ordinary shares as reported on the NASDAQ Global Select Market was $15.43 per share.

DIVIDENDS

Since inception, we have not declared or paid any cash dividends on our ordinary shares. We currently do not have plans to pay any dividends in fiscal year 2018.

STOCK PRICE PERFORMANCE GRAPH

The following stock price performance graph and accompanying information is not deemed to be "soliciting material" or to be "filed" with the SEC or subject to Regulation 14A under the Securities Exchange Act of 1934 or to the liabilities of Section 18 of the Securities Exchange Act of 1934, and will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, regardless of any general incorporation language in any such filing.

The graph below compares the cumulative total shareholder return on our ordinary shares, the Standard & Poor's 500 Stock Index and a peer group comprised of Benchmark Electronics, Inc., Celestica, Inc., Jabil Circuit, Inc., and Sanmina-SCI Corporation.

The graph below assumes that $100 was invested in our ordinary shares, in the Standard & Poor's 500 Stock Index and in the peer group described above on March 31, 2012 and reflects the annual return through March 31, 2017, assuming dividend reinvestment.

The comparisons in the graph below are based on historical data and are not indicative of, or intended to forecast, the possible future performances of our ordinary shares.

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COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN

Flex, the S&P 500 Index, and Peer Group

3/12 3/13 3/14 3/15 3/16 3/17 Flex Ltd. 100.00 93.63 127.98 175.62 167.04 232.69 S&P 500 Index 100.00 113.96 138.87 156.55 159.34 186.71 Peer Group 100.00 82.98 97.08 119.77 108.64 164.51

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Issuer Purchases of Equity Securities

The following table provides information regarding purchases of our ordinary shares made by us for the period from January 1, 2017 through March 31, 2017.

Total Number of Shares Approximate Dollar Value Total Number Purchased as Part of of Shares that May Yet of Shares Average Price Publicly Announced Be Purchased Under the Period (2) Purchased (1) Paid per Share Plans or Programs Plans or Programs January 1 - February 3, 2017 2,166,612 $ 14.84 2,166,612 $ 343,043,322 February 4 - March 3, 2017 1,860,843 16.30 1,860,843 312,710,616 March 4 - March 31, 2017 1,647,223 16.63 1,647,223 285,322,239 Total 5,674,678 5,674,678 ______

(1) During the period from January 1, 2017 through March 31, 2017 all purchases were made pursuant to the program 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 August 24, 2016, 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 Annual General Meeting held on the same date as the Board authorization. As of March 31, 2017, shares in the aggregate amount of $285.3 million were available to be repurchased under the current plan.

RECENT SALES OF UNREGISTERED SECURITIES

None.

INCOME TAXATION UNDER SINGAPORE LAW

Dividends. Singapore does not impose a withholding tax on dividends. All dividends are tax exempt to shareholders.

Gains on Disposal. Under current Singapore tax law there is no tax on capital gains, thus any profits from the disposal of shares are not taxable in Singapore unless the gains arising from the disposal of shares are income in nature and subject to tax, especially if they arise from activities which the Inland Revenue Authority of Singapore regards as the carrying on of a trade or business in Singapore (in which case, the profits on the sale would be taxable as trade profits rather than capital gains).

Shareholders who apply, or who are required to apply, the Singapore Financial Reporting Standard 39 Financial Instruments—Recognition and Measurement ("FRS 39") for the purposes of Singapore income tax may be required to recognize gains or losses (not being gains or losses in the nature of capital) in accordance with the provisions of FRS 39 (as modified by the applicable provisions of Singapore income tax law) even though no sale or disposal of shares is made.

Stamp Duty. There is no stamp duty payable for holding shares, and no duty is payable on the issue of new shares. When existing shares are acquired in Singapore, a stamp duty of 0.2% is payable on the instrument of transfer of the shares at market value. The stamp duty is borne by the purchaser unless there is an agreement to the contrary. If the instrument of transfer is executed outside of Singapore, the stamp duty must be paid only if the instrument of transfer is received in Singapore.

Estate Taxation. The estate duty was abolished for deaths occurring on or after February 15, 2008. For deaths prior to February 15, 2008 the following rules apply:

If an individual who is not domiciled in Singapore dies on or after January 1, 2002, no estate tax is payable in Singapore on any of our shares held by the individual.

If property passing upon the death of an individual domiciled in Singapore includes our shares, Singapore estate duty is payable to the extent that the value of the shares aggregated with any other assets subject to Singapore estate duty exceeds S$600,000. Unless other exemptions apply to the other assets, for example, the separate exemption limit for residential properties, any excess beyond S$600,000 will be taxed at 5% on the first S$12,000,000 of the individual's chargeable assets and thereafter at 10%.

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An individual shareholder who is a U.S. citizen or resident (for U.S. estate tax purposes) will have the value of the shares included in the individual's gross estate for U.S. estate tax purposes. An individual shareholder generally will be entitled to a tax credit against the shareholder's U.S. estate tax to the extent the individual shareholder actually pays Singapore estate tax on the value of the shares; however, such tax credit is generally limited to the percentage of the U.S. estate tax attributable to the inclusion of the value of the shares included in the shareholder's gross estate for U.S. estate tax purposes, adjusted further by a pro rata apportionment of available exemptions. Individuals who are domiciled in Singapore should consult their own tax advisors regarding the Singapore estate tax consequences of their investment.

Tax Treaties Regarding Withholding. There is no reciprocal income tax treaty between the U.S. and Singapore regarding withholding taxes on dividends and capital gains.

ITEM 6. SELECTED FINANCIAL DATA

Fiscal Year Ended March 31, 2017 2016 2015 2014 2013 (In thousands, except per share amounts) CONSOLIDATED STATEMENT OF OPERATIONS DATA: Net sales $ 23,862,934 $ 24,418,885 $ 26,147,916 $ 26,108,607 $ 23,569,475 Cost of sales 22,303,231 22,810,824 24,602,576 24,609,738 22,187,393 Restructuring charges (3) 38,758 — — 58,648 215,834 Gross profit 1,520,945 1,608,061 1,545,340 1,440,221 1,166,248 Selling, general and administrative expenses 937,339 954,890 844,473 874,796 805,235 Intangible amortization 81,396 65,965 32,035 28,892 29,529 Restructuring charges (3) 10,637 — — 16,663 11,600 Other charges (income), net (1) 21,193 47,738 (53,233) 57,512 (65,190) Interest and other, net 99,532 84,793 51,410 61,904 56,259 Income before income taxes 370,848 454,675 670,655 400,454 328,815 Provision for income taxes 51,284 10,594 69,854 34,860 26,313 Income from continuing operations 319,564 444,081 600,801 365,594 302,502 Loss from discontinued operations, net of tax — — — — (25,451) Net income $ 319,564 $ 444,081 $ 600,801 $ 365,594 $ 277,051 Diluted earnings (loss) per share: Continuing operations $ 0.59 $ 0.79 $ 1.02 $ 0.59 $ 0.45 Discontinued operations $ — $ — $ — $ — $ (0.04) Total $ 0.59 $ 0.79 $ 1.02 $ 0.59 $ 0.41

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As of March 31, 2017 2016 2015 2014 2013 (In thousands) CONSOLIDATED BALANCE SHEET DATA: Working capital (2) $ 1,883,149 $ 1,742,921 $ 1,985,809 $ 1,744,967 $ 1,599,671 Total assets 12,593,363 12,384,981 11,652,891 12,485,035 10,579,107 Total long-term debt, excluding current portion 2,890,609 2,709,389 2,025,970 2,056,233 1,639,580 Shareholders' equity 2,678,276 2,605,530 2,396,250 2,201,679 2,246,758 ______

(1) For fiscal years 2017, 2016 and 2015, refer to note 15 to the consolidated financial statements for further discussion.

Other charges, net in the fiscal year 2014 includes $55.0 million of other charges for the contractual obligation to reimburse a customer for certain performance provisions. Additionally, the Company exercised warrants to purchase common shares of a certain supplier and sold the underlying shares for total proceeds of $67.3 million resulting in a loss of $7.1 million.

Other income, net in the fiscal year 2013 includes the fair value change in warrants to purchase common shares of a certain supplier of $74.4 million and loss on sale of two investments.

(2) Working capital is defined as current assets less current liabilities.

(3) The Company initiated restructuring plans during fiscal years 2017, 2014 and 2013. For the restructuring plan initiated during fiscal year 2017, please refer to note 14 to the consolidated financial statements for further discussion.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This report on Form 10-K 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-K with the Securities and Exchange Commission. These forward-looking statements are subject to risks and uncertainties, including, without limitation, those discussed in this section and in Item 1A, "Risk Factors." 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, provider of Sketch-to-Scaletm services - innovative design, engineering, manufacturing, and supply chain services and solutions - from conceptual sketch to full-scale production. We design, build, ship and service complete packaged consumer and industrial products, from athletic shoes to electronics, for companies of all sizes in various industries and end-markets, through our activities in the following segments: Communications & Enterprise Compute ("CEC"), which includes our telecom business of radio access base stations, remote radio heads, and small cells for wireless infrastructure; our networking business which includes optical, routing, broadcasting, and switching products for the data and video networks; our server and storage platforms for both enterprise and cloud-based deployments; next generation storage and security appliance products; and rack level solutions, converged infrastructure and software- defined product solutions; Consumer Technologies Group ("CTG"), which includes our consumer-related businesses in connected living, wearables, gaming, augmented and virtual reality, fashion, and mobile devices; and including various supply chain solutions for notebook personal computers ("PC"), tablets, and printers; in addition, CTG is expanding its business relationships to include supply

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chain optimization for non-electronics products such as footwear and clothing; Industrial and Emerging Industries ("IEI"), which is comprised of energy and metering, semiconductor and capital equipment, office solutions, household industrial and lifestyle, industrial automation and kiosks, and lighting; and High Reliability Solutions ("HRS"), which is comprised of our medical business, including consumer health, digital health, disposables, precision plastics, drug delivery, diagnostics, life sciences and imaging equipment; our automotive business, including vehicle electrification, connectivity, autonomous vehicles, and clean technologies; and our defense and aerospace businesses, focused on commercial aviation, defense and military.

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 customers. This enables our 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 entered 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 approach to manage our extensive service offerings. As our 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 needs across all of the markets we serve and earn a return on our invested capital above the weighted average cost of that capital.

During the past few years, we have made significant efforts to evolve our long-term portfolio towards a higher mix of businesses which possess longer product life cycles and higher segment operating margins such as reflected in our IEI and HRS businesses. During the last two fiscal years, we launched several programs broadly across our portfolio of services and in some instances we deployed certain new technologies. Some of these programs have started to yield better results, as demonstrated by our segment operating margin improvement while our sales decreased compared to the prior year. We continue to invest in innovation and we have expanded our design and engineering relationships through our product innovation centers.

We believe that our business transformation has strategically positioned us to take advantage of the long-term, future growth prospects for outsourcing of advanced manufacturing capabilities, design and engineering services and after-market services, which remain strong.

We are one of the world's largest providers of global supply chain solutions, with revenues of $23.9 billion in fiscal year 2017. We have established an extensive network of manufacturing facilities in the world's major consumer electronics and industrial markets (Asia, the Americas, and Europe) in order to serve the growing outsourcing needs of both multinational and regional customers. We design, build, ship, and service consumer electronics and industrial products for our customers through a network of over 100 facilities in approximately 30 countries across four continents. As of March 31, 2017, our total manufacturing capacity was approximately 27 million square feet. In fiscal year 2017, our net sales in Asia, the Americas and Europe represented approximately 46%, 36% and 18%, respectively, of our total net sales, based on the location of the manufacturing site. The following tables set forth net sales and net property and equipment, by country, based on the location of our manufacturing sites and the relative percentages:

Fiscal Year Ended March 31, Net sales: 2017 2016 2015 (In thousands) China $ 7,213,614 30% $ 8,471,036 35% $ 9,550,837 37% Mexico 4,075,616 17% 3,645,432 15% 3,512,767 13% U.S. 2,560,300 11% 2,767,641 11% 2,876,359 11% Malaysia 2,267,578 10% 2,241,645 9% 2,300,579 9% Brazil 1,907,591 8% 1,839,395 8% 2,474,291 9% Other 5,838,235 24% 5,453,736 22% 5,433,083 21% $ 23,862,934 $ 24,418,885 $ 26,147,916

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Fiscal Year Ended March 31, Property and equipment, net: 2017 2016 (In thousands) China $ 719,972 31% $ 789,571 35% Mexico 525,282 23% 429,989 19% U.S. 290,463 13% 330,778 15% Malaysia 173,410 7% 159,787 7% Hungary 132,527 6% 107,492 5% Other 475,372 21% 425,559 19% $ 2,317,026 $ 2,243,176

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 consumer electronics and industrial products for leading multinational and regional customers. Specifically, we have launched multiple product innovation centers ("PIC") focused exclusively on offering our 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 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' decisions 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;

• changes in tax legislation; and

• changes in trade regulations and treaties. We also are subject to other risks as outlined in Item 1A, "Risk Factors".

Net sales for fiscal year 2017 declined from the prior year, decreasing by 2.3% or $0.6 billion to $23.9 billion. The decrease was primarily due to a $0.6 billion decrease in our CTG segment as well as a $0.5 billion decrease in our CEC segment, partially offset by a $0.3 billion increase in our IEI segment, and a $0.2 billion increase in our HRS segment. Our fiscal year 2017 gross profit totaled $1.5 billion, representing a decrease of $87.1 million, or 5.4%, from the prior year, which is primarily driven by a $92.9 million charge following the significant decline in prices for solar modules coupled with the restructuring charges of $49.4 million, of which $38.8 million impacted gross margin, incurred during fiscal year 2017 in a plan

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to accelerate our ability to support more Sketch-to-Scaletm efforts across the Company and reposition away from historical legacy programs and structures. Our net income totaled $319.6 million, representing a decrease of $124.5 million, or 28.0%, compared to fiscal year 2016. The decrease in net income during fiscal year 2017 is primarily due to the same factors explained above.

Cash provided by operations remained consistent at $1.1 billion for the fiscal years 2017 and 2016. Cash used in investing activities decreased by approximately $0.7 billion to a total amount of $0.7 billion for fiscal year 2017 compared with $1.4 billion for fiscal year 2016 primarily due to a decrease in the amount of cash paid for acquired businesses during fiscal year 2017. Our average net working capital, defined as accounts receivable, including deferred purchase price receivable from our asset-backed securitization programs plus inventory less accounts payable, as a percentage of annualized sales decreased by 0.8% to 6.9%. Our free cash flow, which we define as cash from operating activities less net purchases of property and equipment, was $660.4 million for fiscal year 2017 compared to $639.5 million for fiscal year 2016. The increase in free cash flow is primarily due to higher cash flows from operations. Refer to the Liquidity and Capital Resources section for the free cash flows reconciliation to our most directly comparable GAAP financial measure of cash flows from operations. Cash used in financing activities amounted to $242.1 million during fiscal year 2017, which changed $491.7 million from a cash inflow of $249.6 million in the prior year primarily due to lower net proceeds from bank borrowings and long-term debt.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

We believe the following critical accounting policies affect our more significant judgments and estimates used in the preparation of our consolidated financial statements. For further discussion of our significant accounting policies, refer to note 2 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data."

Revenue Recognition

We recognize manufacturing revenue when we ship goods or the goods are received by our customer, title and risk of ownership have passed, the price to the buyer is fixed or determinable and recoverability is reasonably assured. Generally, there are no formal substantive customer acceptance requirements or further obligations related to manufacturing services. If such requirements or obligations exist, then we recognize the related revenues at the time when such requirements are completed and the obligations are fulfilled. Some of our customer contracts allow us to recover certain costs related to manufacturing services that are over and above the prices we charge for the related products. We determine the amount of costs that are recoverable based on historical experiences and agreements with those customers. Also, certain customer contracts may contain certain commitments and obligations that may result in additional expenses or decrease in revenue. We accrue for these commitments and obligations based on facts and circumstances and contractual terms. We also make provisions for estimated sales returns and other adjustments at the time revenue is recognized based upon contractual terms and an analysis of historical returns. Provisions for sales returns and other adjustments were not material to our consolidated financial statements for any of the periods presented.

We also recognize revenue in accordance with multiple-element arrangements accounting codified under U.S. GAAP for arrangements that contain multiple deliverables. We determined that our multiple-element arrangements are generally comprised of arrangements where multiple product components are sold together as part of a complete system. Depending on the contractual provisions of the respective contracts, we have concluded that the units of accounting for such arrangements are, in most cases, comprised of an aggregation of product components, however, may also be established at the product component level. For multiple-element arrangements, revenue is allocated to each unit of accounting based on their relative selling prices. Relative selling prices are based first on vendor specific objective evidence of fair value (“VSOE”), then on third-party evidence of selling price (“TPE”) when VSOE does not exist, and then on management's best estimate of the selling price (“BESP”) when VSOE and TPE do not exist. We base the allocation of revenue on BESP, because we do not have either VSOE or TPE for the respective deliverables.

We provide a comprehensive suite of services for our customers that range from advanced product design to manufacturing and logistics to after-sales services. We recognize service revenue when the services have been performed, and the related costs are expensed as incurred. Our net sales for services were less than 10% of our total sales for all periods presented, and accordingly, are included in net sales in the consolidated statements of operations.

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Customer Credit Risk

We have an established customer credit policy through which we manage customer credit exposures through credit evaluations, credit limit setting, monitoring, and enforcement of credit limits for new and existing customers. We perform ongoing credit evaluations of our customers' financial condition and make provisions for doubtful accounts based on the outcome of those credit evaluations. We evaluate the collectability of accounts receivable based on specific customer circumstances, current economic trends, historical experience with collections and the age of past due receivables. To the extent we identify exposures as a result of credit or customer evaluations, we also review other customer related exposures, including but not limited to inventory and related contractual obligations.

On April 21, 2016, SunEdison, Inc. (together with certain of its subsidiaries, "SunEdison"), filed a petition for reorganization under bankruptcy law. During the fiscal year ended March 31, 2016, we recognized a bad debt reserve charge of $61.0 million associated with our outstanding SunEdison receivables and accepted return of previously shipped inventory of approximately $90.0 million. During the second quarter of fiscal year 2017, prices for solar panel modules declined significantly. We determined that certain solar panel inventory previously designated for SunEdison on hand at the end of the second quarter of fiscal year 2017 was not fully recoverable and recorded a charge of $60.0 million to reduce the carrying costs to market during fiscal year 2017. In addition, we recognized a $16.0 million impairment charge for solar module equipment and incurred $16.9 million of incremental costs primarily related to negative margin sales and other associated solar panel direct costs. The total charge of $92.9 million is included in cost of sales for fiscal year 2017.

Restructuring Charges

We recognize restructuring charges related to our plans to close or consolidate excess manufacturing facilities and rationalize administrative functions and to realign our corporate cost structure. In connection with these activities, we recognize restructuring charges for employee termination costs, long-lived asset impairment and other exit-related costs.

The recognition of these restructuring charges requires that we make certain judgments and estimates regarding the nature, timing and amount of costs associated with the planned exit activity. To the extent our actual results differ from our estimates and assumptions, we may be required to revise the estimates of future liabilities, requiring the recognition of additional restructuring charges or the reduction of liabilities already recognized. Such changes to previously estimated amounts may be material to the consolidated financial statements. At the end of each reporting period, we evaluate the remaining accrued balances to ensure that no excess accruals are retained and the utilization of the provisions are for their intended purpose in accordance with developed exit plans.

Refer to note 14 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for further discussion of our restructuring activities.

Inventory Valuation

Our inventories are stated at the lower of cost (on a first-in, first-out basis) or market value. Our industry is characterized by rapid technological change, short-term customer commitments and rapid changes in demand. We purchase our inventory based on forecasted demand, and we estimate write downs for excess and obsolete inventory based on our regular reviews of inventory quantities on hand, and the latest forecasts of product demand and production requirements from our customers. If actual market conditions or our customers' product demands are less favorable than those projected, additional write downs may be required. In addition, unanticipated changes in the liquidity or financial position of our customers and/or changes in economic conditions may require additional write downs for inventories due to our customers' inability to fulfill their contractual obligations with regard to inventory procured to fulfill customer demand.

Carrying Value of Long-Lived Assets

We review property and equipment and acquired amortizable intangible assets for impairment at least annually and whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. An impairment loss is recognized when the carrying amount of these long-lived assets exceeds their fair value. Recoverability of property and equipment and acquired amortizable intangible assets are measured by comparing their carrying amount to the projected cash flows the assets are expected to generate. If such assets are determined to be impaired, the impairment loss recognized, if any, is the amount by which the carrying amount of the property and equipment and acquired amortizable intangible assets exceeds fair value. Our judgments regarding projected cash flows for an extended period of time and the fair value of assets may be impacted by changes in market conditions, general business environment and other factors. To the extent our estimates relating to cash flows and fair value of assets change adversely we may have to recognize additional impairment charges in the future.

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Contingent Liabilities

We may be exposed to certain liabilities relating to our business operations, acquisitions of businesses and assets and other activities. We make provisions for such liabilities when it is probable that the settlement of the liability will result in an outflow of economic resources or the impairment of an asset. We make these assessments based on facts and circumstances that may change in the future resulting in additional expenses.

Income Taxes

Our deferred income tax assets represent temporary differences between the carrying amount and the tax basis of existing assets and liabilities, which will result in deductible amounts in future years, including net operating loss carry forwards. Based on estimates, the carrying value of our net deferred tax assets assumes that it is more likely than not that we will be able to generate sufficient future taxable income in certain tax jurisdictions to realize these deferred income tax assets. Our judgments regarding future profitability may change due to future market conditions, changes in U.S. or international tax laws and other factors. If these estimates and related assumptions change in the future, we may be required to increase or decrease our valuation allowance against deferred tax assets previously recognized, resulting in additional or lesser income tax expense.

We are regularly subject to tax return audits and examinations by various taxing jurisdictions and around the world, and there can be no assurance that the final determination of any tax examinations will not be materially different than that which is reflected in our income tax provisions and accruals. Should additional taxes be assessed as a result of a current or future examination, there could be a material adverse effect on our tax position, operating results, financial position and cash flows. Refer to note 13 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for further discussion of our tax position.

Translation of Foreign Currencies

The financial position and results of operations for certain of our subsidiaries are measured using a currency other than the U.S. dollar as their functional currency. Accordingly, all assets and liabilities for these subsidiaries are translated into U.S. dollars at the current exchange rates as of the respective balance sheet dates. Revenue and expense items are translated at the average exchange rates prevailing during the period. Cumulative gains and losses from the translation of these subsidiaries' financial statements are reported as other comprehensive loss, a component of shareholders' equity. Foreign exchange gains and losses arising from transactions denominated in a currency other than the functional currency of the entity involved, and re-measurement adjustments for foreign operations where the U.S. dollar is the functional currency, are included in operating results.

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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 consolidated financial statements and notes thereto included in Item 8, "Financial Statements and Supplementary Data." The data below, and discussion that follows, represents our results from operations.

Fiscal Year Ended March 31, 2017 2016 2015 Net sales 100.0% 100.0% 100.0 % Cost of sales 93.5 93.4 94.1 Restructuring charges 0.2 — — Gross profit 6.3 6.6 5.9 Selling, general and administrative expenses 3.9 3.9 3.2 Intangible amortization 0.3 0.3 0.1 Restructuring charges — — — Other charges (income), net 0.1 0.2 (0.2) Interest and other, net 0.4 0.3 0.2 Income before income taxes 1.6 1.9 2.6 Provision for income taxes 0.2 — 0.3 Net Income 1.4% 1.9% 2.3 %

Net sales

Net sales during fiscal year 2017 totaled $23.9 billion, representing a decrease of $0.6 billion, or 2.3%, from $24.4 billion during fiscal year 2016, largely attributable to the closure of our Lenovo/Motorola dedicated China operations. During fiscal year 2017, net sales decreased $0.8 billion in Asia, while increasing $0.2 billion in the Americas, and $35.6 million in Europe.

Net sales during fiscal year 2016 totaled $24.4 billion, representing a decrease of $1.7 billion, or 6.6%, from $26.1 billion during fiscal year 2015. During fiscal year 2016, net sales decreased $1.2 billion in Asia, $0.6 billion in the Americas, and $14.7 million in Europe.

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

Fiscal Year Ended March 31, Segments: 2017 2016 2015 (In thousands) Communications & Enterprise Compute $ 8,383,420 35% $ 8,841,642 36% $ 9,191,211 35% Consumer Technologies Group 6,362,338 27% 6,997,526 29% 8,940,043 34% Industrial & Emerging Industries 4,967,738 21% 4,680,718 19% 4,459,351 17% High Reliability Solutions 4,149,438 17% 3,898,999 16% 3,557,311 14% $ 23,862,934 $ 24,418,885 $ 26,147,916

Net sales during fiscal year 2017 decreased $0.6 billion or 9% in the CTG segment and $0.5 billion or 5% in the CEC segment. The decline in sales for CTG was primarily due to a decline in demand from our largest smartphone customer Lenovo/Motorola in connection with our exit of a China operation dedicated to them, partially offset by revenues from our Bose acquisition as well as ramping of a broad mix of customers. The decrease in CEC is largely attributable to lower sales within our legacy server and storage business. These decreases were partially offset by a $287.0 million or 6% increase in sales from our IEI segment driven by contribution from our NEXTracker Inc. ("NEXTracker") acquisition and expansion within our capital equipment business, and by a $250.4 million or 6% increase in sales from our HRS segment primarily driven by automotive business.

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Net sales during fiscal year 2016 decreased $1.9 billion or 22% in the CTG segment and $349.6 million or 4% in the CEC segment. The drop in CTG was due to a decline in demand from our largest customer in our mobile business offset by expansion across wearables, connected home and gaming markets. The decrease in CEC is primarily attributable to lower sales within our server and storage business. These decreases were partially offset by a $341.7 million or 10% increase in sales from our HRS segment, and by a $221.4 million or 5% increase in sales from our IEI segment. These increases in HRS and IEI were attributable to an increase across multiple product categories and customers, most notably in our household, energy, automotive, and medical businesses primarily as a result of our strategic acquisitions in both segments referred to below.

Our ten largest customers during fiscal years 2017, 2016 and 2015 accounted for approximately 43%, 46% and 50% of net sales, respectively. We have made substantial efforts toward the diversification of our portfolio which allow us to operate at scale in so many different industries, as a result no customer accounted for greater than 10% of net sales in fiscal year 2017. During fiscal years 2016 and 2015, only Lenovo/Motorola (including net sales from its former parent, Google, up to the point in time when Motorola Mobility was acquired by Lenovo and including net sales from Lenovo thereafter), which is reflected in our CTG segment, accounted for greater than 10% of net sales. Going forward, we do not expect Motorola Mobility to account for greater than 10% of our net sales.

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 across our diverse geographic footprint. 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 fiscal year 2017 decreased $87.1 million to $1.5 billion from $1.6 billion during fiscal year 2016 primarily as a result of the $92.9 million, or 40 basis points, of charges recognized related to the significant decline in prices for solar modules and the slowdown in demand as previously discussed under our customer credit risk section, coupled with the restructuring charges incurred during fiscal year 2017, to accelerate our ability to support more Sketch-to-Scaletm efforts across the Company. A portion of this decrease was offset by our strategic evolution and structural mix shift to higher margin end markets in our IEI and HRS segments while also providing greater levels of innovation, design and engineering services. Gross margin decreased 30 basis points, to 6.3% of net sales in fiscal year 2017, from 6.6% of net sales in fiscal year 2016, mainly attributable to the same factors previously described.

Gross profit during fiscal year 2016 increased $62.7 million to $1.6 billion from $1.5 billion during fiscal year 2015 reflecting a richer mix of business and improved operational execution while ramping new customers and programs during fiscal year 2016. Gross margin increased to 6.6% of net sales in fiscal year 2016 as compared with 5.9% of net sales in fiscal year 2015. Gross margins improved 70 basis points in fiscal year 2016 compared to that of fiscal year 2015 due to proportionate increased share of our total revenue attributable to our HRS and IEI segments coupled with their increased profitability primarily driven by our acquisitions of Mirror Controls International ("MCi") and NEXTracker.

Segment income An operating segment's performance is evaluated based on its pre-tax operating contribution, or segment income. Segment income is defined as net sales less cost of sales, and segment selling, general and administrative expenses, and does not include amortization of intangibles, stock-based compensation, restructuring charges and other, distressed customer charges, other charges (income), net and interest and other, net. A portion of depreciation is allocated to the respective segment together with other general corporate research and development and administrative expenses. The following table sets forth segment income and margins:

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Fiscal Year Ended March 31, 2017 2016 2015 (In thousands) Segment income & margin: CEC $ 229,332 2.7% $ 265,076 3.0% $ 257,323 2.8% CTG 179,910 2.8% 163,677 2.3% 218,251 2.4% IEI 179,749 3.6% 157,588 3.4% 131,956 3.0% HRS 334,108 8.1% 294,635 7.6% 227,595 6.4% Corporate and Other (107,850) (89,219) (83,988) Total segment income 815,249 3.4% 791,757 3.2% 751,137 2.9% Reconciling items: Intangible amortization 81,396 65,965 32,035 Stock-based compensation 82,266 77,580 50,270 SunEdison bankruptcy related (Note 2) 92,915 61,006 — Restructuring and other (1) 67,099 — — Other charges (income), net 21,193 47,738 (53,233) Interest and other, net 99,532 84,793 51,410 Income before income taxes $ 370,848 $ 454,675 $ 670,655

Corporate and other primarily includes corporate services costs that are not included in the CODM's assessment of the performance of each of the identified reporting segments.

(1) During the fiscal year ended March 31, 2017, we initiated a restructuring plan to accelerate its ability to support more Sketch-to-Scaletm efforts across the Company and reposition away from historical legacy programs and structures through rationalizing its current footprint at existing sites and at corporate SG&A functions. This charge is primarily for employee terminations costs, as described in note 14 to the consolidated financial statements, as well as other asset impairments, and is split between cost of sales and selling, general and administration expenses on our consolidated statement of operations. This charge is excluded from the measurement of our operating segment's performance.

CEC segment margin decreased 30 basis points to 2.7%, for fiscal year 2017, from 3.0% during fiscal year 2016. The decrease was driven by lower capacity utilization causing reduced overhead absorption, pricing pressures coupled with incremental costs for proactive repositioning of certain programs and actions to better align CEC's operating structure. CEC segment margin increased 20 basis points, for fiscal year 2016, from 2.8% during fiscal year 2015. The improvements were driven by a favorable product mix changes from new program offerings, higher utilization levels and strong operational execution across multiple customers and facilities, offset by incremental engineering spend as we continue to invest in expanding our capabilities in converged infrastructure.

CTG segment margin increased 50 basis points to 2.8% for fiscal year 2017, from 2.3% during fiscal year 2016, primarily driven by a portfolio shift within the CTG product mix with a greater concentration of higher margin products where we provide greater levels of design and engineering value-added content, as well as exiting of lower margin businesses and the benefit from a better-than-expected execution on certain products which were going end of life. CTG segment margin slightly decreased 10 basis points for fiscal year 2016, from 2.4% during fiscal year 2015, due primarily to the soft macro economy, notably in Brazil, which impacted consumer business, partially offset by a portfolio shift within the CTG product mix focusing on higher margin consumer electronics products.

IEI segment margin increased 20 basis points to 3.6% for fiscal year 2017, from 3.4% during fiscal year 2016. This is primarily driven by new program ramps and demand increase in capital equipment and household industrial and lifestyle, partially offset by underperformance from the loss of SunEdison, which was formerly our largest IEI customer and relatedly, from sales of solar panel inventory acquired from SunEdison in 2016. IEI segment margin increased 40 basis points to 3.4% for fiscal year 2016, from 3.0% during fiscal year 2015. This is primarily due to strong operational execution and higher utilization levels coupled with additional margin enhancement from our NEXTracker acquisition that contributed higher margins for the second half of fiscal year 2016.

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HRS segment margin increased 50 basis points to 8.1% for fiscal year 2017, from 7.6% during fiscal year 2016. The improvements are primarily the result of new program launches and richer mix with greater value-added business engagements as a result of greater design and engineering solutions as part of our Sketch-to-Scaletm offering. HRS segment margin increased 120 basis points to 7.6% for fiscal year 2016, from 6.4% for fiscal year 2015 primarily due to additional flow through from the increase in revenue from new programs and contribution from our MCi acquisition starting in our second quarter of fiscal year 2016. Additional margin was related to greater value-added business engagements resulting from an increase in design and engineering solutions as part of our Sketch-to-Scaletm offering.

Restructuring charges During fiscal year 2017, we initiated a restructuring plan to accelerate our ability to support more Sketch-to-Scaletm efforts across the Company and reposition away from historical legacy programs and structures through rationalizing our current footprint at existing sites including certain corporate SG&A functions. We recognized $49.4 million of pre-tax restructuring charges predominantly for employee termination costs. The restructuring charges by geographic region were $28.5 million in the Americas, $15.1 million in Asia and $5.8 million in Europe. We classified $38.8 million of these charges as a component of cost of sales and $10.6 million as a component of selling, general and administrative expenses. There were no material restructuring activities during fiscal years 2016 and 2015.

As of March 31, 2017 the plan had been completed and the accrued costs relating to the restructuring charges were $23.5 million of which $23.5 million was classified as a current obligation.

Refer to note 14 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for further discussion of our restructuring activities.

Selling, general and administrative expenses

Selling, general and administrative expenses ("SG&A") totaled $937.3 million or 3.9% of net sales, during fiscal year 2017, compared to $954.9 million, or 3.9% of net sales, during fiscal year 2016, decreasing by $17.6 million or 2%. The decrease in SG&A in dollars is primarily the result of the nonrecurring $61.0 million bad debt reserve charge recognized in the prior year as explained below, offset by further investments in design and engineering resources by us to support our increased Sketch-to-Scaletm initiatives. We also incurred incremental costs associated with our targeted acquisitions and restructuring activities in fiscal year 2017.

SG&A totaled $954.9 million or 3.9% of net sales, during fiscal year 2016, compared to $844.5 million, or 3.2% of net sales, during fiscal year 2015, increasing by $110.4 million or 13%. The increase in SG&A in dollars and as a percentage of net sales is primarily the result of an increase in costs associated with research, development and design activities, as we continued to deploy resources to meet the needs of our customers and explore new product innovations, increases in stock-based compensation expense, incremental costs associated with our acquisitions of MCi and NEXTracker both of which drive a higher proportional SG&A level, and a bad debt reserve charge associated with our outstanding SunEdison receivables of $61.0 million as a result of SunEdison's bankruptcy filing.

Intangible amortization

Amortization of intangible assets in fiscal year 2017 increased by $15.4 million to $81.4 million from $66.0 million in fiscal year 2016, primarily as a result of incremental amortization expense on intangibles assets relating to our acquisitions completed during fiscal year 2017 as well as those completed in the second half of fiscal year 2016.

Amortization of intangible assets in fiscal year 2016 increased by $33.9 million to $66.0 million from $32.0 million in fiscal year 2015, primarily as a result of incremental amortization expense on intangibles assets relating to our acquisitions completed during the fiscal year 2016.

Other charges (income), net

The fiscal year ended March 31, 2017 includes a $7.4 million loss attributable to a non-strategic facility sold during the second quarter of fiscal year 2017. No other components of other charges and income, net incurred during fiscal year 2017 were material.

During fiscal year 2016, we recognized other charges of $47.7 million primarily due to a $26.8 million loss on the disposition of a non-strategic Western European manufacturing facility which included a non cash foreign currency translation loss of $25.3 million, and $21.8 million from the impairment of a non-core investment. These were offset by a non-cash foreign currency translation gain of $4.2 million.

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During fiscal year 2015, we recognized other income of $53.2 million principally as a result of the reversal of a contractual obligation with a certain customer recognized during the fiscal year 2014 in the amount of $55.0 million. We executed an amendment to the customer contract during fiscal year 2015 which relieved us of the performance commitment as was defined in an existing customer manufacturing agreement. We also recognized an $11.0 million loss in connection with the disposition of a manufacturing facility in Western Europe. Further, we recognized a net gain for the sale of a certain investment, which primarily comprises the balance for other income in fiscal year 2015 net of the above items.

Interest and other, net

Interest and other, net was $99.5 million during fiscal year 2017 compared to $84.8 million during fiscal year 2016. The increase in interest and other, net of $14.7 million was primarily due to a $10.0 million increase of interest expense from the 4.750% Note due June 15, 2025 and the Term Loan due November 2021, as further discussed in note 7 to the consolidated financial statements, and a $7.9 million decrease in foreign exchange gains, offset by $8.0 million of acquisition-related costs incurred during fiscal year 2016 as described below.

Interest and other, net was $84.8 million during fiscal year 2016 compared to $51.4 million during fiscal year 2015. The increase in interest and other, net of $33.4 million was primarily due to a $23.5 million increase of interest expense from the 4.750% Notes issued during the fiscal year 2016 as further discussed in note 7 to the consolidated financial statements, as well as $8.0 million of acquisition-related costs incurred during fiscal year 2016, primarily for our acquisition of MCi.

Interest and other, net was $51.4 million during fiscal year 2015 compared to $61.9 million during fiscal year 2014. The decrease in interest and other, net was primarily due to a gain associated with minority interest from an investment, an increase in foreign currency gains relating to the Chinese RMB, and a decrease in interest expense as a result of refinancing of certain debt facilities during the latter part of fiscal year 2014.

Income taxes

The Company works to ensure it accrues and pays the appropriate amount of income taxes according to the laws and regulations of each jurisdiction in which it operates. 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. The consolidated effective tax rates were 13.8%, 2.3% and 10.4% for the fiscal years 2017, 2016 and 2015, respectively. The effective rate varies from the Singapore statutory rate of 17.0% in each year as a result of the following items:

Fiscal Year Ended March 31, 2017 2016 2015 Income taxes based on domestic statutory rates 17.0 % 17.0 % 17.0 % Effect of tax rate differential (23.0) (13.7) (11.3) Change in liability for uncertain tax positions 0.2 (3.0) 4.4 Change in valuation allowance 21.2 0.2 0.4 Other (1.6) 1.8 (0.1) Provision for income taxes 13.8 % 2.3 % 10.4 %

The variation in our effective tax rate each year is primarily a result of recognition of earnings in foreign jurisdictions which are taxed at rates lower than the Singapore statutory rate including the effect of tax holidays and tax incentives we received primarily for our subsidiaries in China, Malaysia and Israel of $15.5 million, $6.6 million and $9.8 million in fiscal years 2017, 2016 and 2015, respectively. Additionally, our effective tax rate is impacted by changes in our liabilities for uncertain tax positions of $0.7 million, $(13.7) million, and $29.7 million and changes in our valuation allowances on deferred tax assets of $78.7 million, $1.0 million and $2.5 million in fiscal years 2017, 2016 and 2015, respectively. We generate most of our revenues and profits from operations outside of Singapore.

We are regularly subject to tax return audits and examinations by various taxing jurisdictions and around the world, and there can be no assurance that the final determination of any tax examinations will not be materially different than that which is reflected in our income tax provisions and accruals. Should additional taxes be assessed as a result of a current or future examinations, there could be a material adverse effect on our tax position, operating results, financial position and cash flows.

We provide a valuation allowance against deferred tax assets that in our estimation are not more likely than not to be realized. During fiscal year 2017, we released valuation allowances totaling $39.6 million primarily related to our operations in Austria, China, Ireland and Canada as these amounts were deemed to be more likely than not to be realized due to the sustained profitability during the past three fiscal years as well as continued forecasted profitability of those subsidiaries. However, these

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valuation allowance eliminations were offset by other current period valuation allowance movements primarily related to current period valuation allowance additions due to increased deferred tax assets related to current period losses in legal entities with existing full valuation allowance positions. In addition, due to increased negative evidence during the fiscal year ended March 31, 2017, the Company added a valuation allowance of $14.4 million for a Chinese subsidiary which did not previously have a valuation allowance recorded.

See note 13, "Income Taxes," to the consolidated financial statements included in Item 8, "Financial Statements and Supplementary Data" for further discussion.

LIQUIDITY AND CAPITAL RESOURCES

As of March 31, 2017, we had cash and cash equivalents of $1.8 billion and bank and other borrowings of $3.0 billion. We have a $1.5 billion revolving credit facility, under which we had no borrowings outstanding as of March 31, 2017.

Our cash balances are held in numerous locations throughout the world. As of March 31, 2017, over half of our cash and cash equivalents were 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 $1.2 billion as of March 31, 2017). 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.

Fiscal Year 2017

Cash provided by operating activities was $1.1 billion during fiscal year 2017. This resulted primarily from $319.6 million of net income for the period plus $673.6 million of non-cash charges such as depreciation, amortization, other impairment charges, provision for doubtful accounts and stock-based compensation expense that are included in the determination of net income. Depreciation expense comprised $432.2 million of those non-cash charges, which was relatively consistent with our normal annual run rate of approximately $425 million. We generated $156.7 million in cash as a result of changes in our operating assets and liabilities, driven primarily by a $268.7 million increase in accounts payable, offset by a $184.0 million increase in accounts receivable. Net working capital ("NWC"), defined as net accounts receivable, including deferred purchase price receivables, plus inventory less accounts payable decreased by $189.5 million primarily due to an increase in accounts payables and reduction in our inventory.

Cash used in investing activities was $0.7 billion during fiscal year 2017. This resulted primarily from $489.5 million of net capital expenditures for property and equipment to expand capability and capacity in support of our automotive and medical businesses and further investments in both automation and expanding technologies to support our innovation services. We also paid $189.1 million for the acquisition of four businesses, net of cash acquired, including $161.7 million, net of $18.0 million of cash acquired related to the acquisition of manufacturing facilities from Bose. Further, $60.0 million was paid for a non-controlling interest in a joint venture with RIB Software AG as our partner. Offsetting this was proceeds from various other investing activities of $63.5 million, most notably the receipt of $36.7 million for the sale of two non-strategic businesses.

Cash used in financing activities was $242.1 million during fiscal year 2017. This was primarily for the repurchase of ordinary shares in the amount $349.5 million, and $31.4 million of cash paid to a third party banking institution for certain assets that were financed by the third party banking institution on behalf of a customer, which is included in other financing activities, as further discussed in note 2 to the consolidated financial statements. These cash outflows were partially offset by $171.0 million of net proceeds from bank borrowings and long-term debt, of which $130.0 million is the incremental amount borrowed extending the maturity date of one of our loan agreements from August 30, 2018 to November 30, 2021, and $107.4 million is the amount of proceeds from the €100 million term loan, discussed further in note 7 to the consolidated financial statements.

Fiscal Year 2016

Cash provided by operating activities was $1.1 billion during fiscal year 2016. This resulted primarily from $444.1 million of net income for the period plus $625.4 million of non-cash charges such as depreciation, amortization, other impairment charges, provision for doubtful accounts and stock-based compensation expense that are included in the determination of net income. Depreciation expense comprised $425.7 million of those non-cash charges, which was relatively consistent with our normal annual run rate of approximately $425.0 million. We generated $66.9 million in cash as a result of

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changes in our operating assets and liabilities, driven primarily by a $423.6 million reduction in accounts receivable due to improved collection efforts and lower business levels, offset by a $365.1 million reduction in accounts payable. Net working capital, defined as net accounts receivable, including deferred purchase price receivables, plus inventory less accounts payable decreased by $37.7 million primarily due to lower business levels during the fourth quarter of fiscal year 2016 as compared to the same quarter of fiscal year 2015, which resulted in slightly lower levels of investments in NWC.

Cash used in investing activities was $1.4 billion during fiscal year 2016. This resulted primarily from $916.5 million for the acquisition of eleven businesses completed during fiscal year 2016, including approximately $555.2 million, net of cash acquired, related to the acquisition of MCi, $240.8 million, net of cash acquired, related to the acquisition of NEXTracker, and approximately $67.5 million to acquire an optical transport facility from Alcatel-Lucent. We also paid $510.6 million in gross capital expenditures for property and equipment to support certain programs, offset by $13.7 million of proceeds from the sale of certain buildings and machinery and equipment. Other investing activities also includes $44.7 million paid for the purchase of certain investments, offset by $54.3 million of proceeds from the sale of certain assets that were purchased on behalf of a customer and financed by a third party banking institution, as further discussed in note 17 to the consolidated financial statements.

Cash provided by financing activities was $249.6 million during fiscal year 2016, which was primarily the result of net proceeds from bank borrowings and long-term debt of $694.5 million mainly resulting from our new debt issuance discussed further in note 7 to the consolidated financial statements, and $61.3 million from the issuance of our shares for option exercises. These cash inflows were partially offset by $420.3 million of cash paid for the repurchase of our ordinary shares, and $75.8 million of cash paid to a third party banking institution for certain assets that were financed by the third party banking institution on behalf of a customer, which is included in other financing activities.

Fiscal Year 2015

Cash provided by operating activities was $794.0 million during fiscal year 2015. This resulted primarily from $600.8 million of net income for the period plus $510.9 million of non-cash charges such as depreciation, amortization, other impairment charges and stock-based compensation expense that are included in the determination of net income. Depreciation expense comprised $496.8 million of those non-cash charges, which was higher than our normal annual run rate of approximately $425.0 million due to accelerated depreciation recognized for fixed assets directly associated with certain product exits during the year. These were offset by $317.6 million from changes in our operating assets and liabilities, driven primarily by a $565.1 million reduction in customer deposits that were received in prior periods to support increased working capital requirements in those periods. NWC decreased by $212.5 million primarily due to lower business levels during the fourth quarter of fiscal year 2015 as compared to the same quarter of fiscal year 2014, which resulted in lower levels of investments in NWC.

Cash used in investing activities amounted to $242.2 million during fiscal year 2015. This resulted primarily from $347.4 million in gross capital expenditures for property and equipment to support certain programs, offset by $107.7 million of proceeds from the sale of certain buildings and machinery and equipment. We also paid $52.7 million for the acquisition of four businesses completed during fiscal year 2015. Other investing activities also includes $79.7 million of proceeds from the sale of manufacturing equipment originally purchased on behalf of a customer and financed by a third party banking institution, partially offset by $15.7 million paid for the purchase of certain technology rights.

Cash used in financing activities was $516.0 million during fiscal year 2015, which was primarily the result of cash paid for the repurchase of our ordinary shares in the amount of $415.9 million and net repayment of debt in the amount of $24.6 million. Included in other financing activities is $88.8 million of cash paid to a third party banking institution for certain manufacturing equipment that was financed by the third party banking institution on behalf of a customer and $11.3 million of cash paid for contingent consideration related to our acquisition of Saturn Electronics and Engineering Inc. The aforementioned cash outflows were partially offset by proceeds from the issuance of our shares for option exercises amounting to $23.5 million.

Key Liquidity Metrics

Free Cash flow

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 repurchase company shares, fund acquisitions, make investments, repay debt obligations, and for certain other activities. Our free cash flow, which is calculated as cash provided by operations less net purchases of property and equipment, was $660.4 million, $639.5 million and $554.3 million for fiscal years 2017, 2016 and 2015, respectively.

Free cash flow is not a measure of liquidity under generally accepted accounting principles in the United States, and may not be defined and calculated by other companies in the same manner. Free cash flow should not be considered in isolation or

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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:

Fiscal Year Ended March 31, 2017 2016 2015 (In thousands) Net cash provided by operating activities $ 1,149,909 $ 1,136,445 $ 794,034 Purchases of property and equipment (525,111) (510,634) (347,413) Proceeds from the disposition of property and equipment 35,606 13,676 107,689 Free cash flow $ 660,404 $ 639,487 $ 554,310

Cash Conversion Cycle

Fiscal Year Ended March 31, 2017 2016 2015 Days in trade accounts receivable 43 days 45 days 46 days Days in inventory 58 days 59 days 58 days Days in accounts payable 77 days 77 days 77 days Cash conversion cycle 24 days 27 days 27 days

Days in trade accounts receivable was calculated as average accounts receivable for the current and prior quarter, adding back the reduction in accounts receivable for the deferred purchase price received in exchange for sales of accounts receivable under our global asset backed securitization programs, divided by annualized sales for the current quarter by day. During the fiscal year ended March 31, 2017, days in trade accounts receivable decreased by 2 days to 43 days compared to the fiscal year ended March 31, 2016 primarily due to better experience in collections. Deferred purchase price receivables included for the purposes of the calculation were $506.5 million, $501.1 million and $600.7 million for the years ended March 31, 2017, 2016 and 2015, respectively, and are recorded in other current assets in the consolidated balance sheets.

Days in inventory was calculated as average inventory for the current and prior quarter divided by annualized cost of sales for the current quarter by day. During the fiscal year ended March 31, 2017, days in inventory decreased by 1 day to 58 days as compared to the fiscal year ended March 31, 2016. The decrease was primarily the result of improved inventory management.

Days in accounts payable was calculated as average accounts payable for the current and prior quarter divided by annualized cost of sales for the current quarter by day. During the fiscal year ended March 31, 2017, days in accounts payable remained consistent at 77 days compared to the fiscal year ended March 31, 2016.

Our cash conversion cycle was calculated as days in trade receivables plus days in inventory, minus days in accounts payable and is a measure of how efficient we are at managing our working capital. Our cash conversion cycle decreased by 3 days for the fiscal year ended March 31, 2017 compared to that of fiscal year 2016 due to the factors affecting each of the components in the calculation discussed above.

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. Cash balances are generated and held in many locations throughout the world. 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.

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, and the levels of shipments and changes in the volumes of customer orders. We are also consciously elevating the levels of spend to support our new business models and investing across all aspects of our platform as we continue our shift to a Sketch-to-Scaletm portfolio.

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In April 2017, the Company completed the acquisition of AGM Automotive for approximately $220 million, which expanded its capabilities in the automotive market, and is included within the HRS segment.

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 ("ABS") programs and sell certain trade receivables, which are in addition to the trade receivables sold in connection with these securitization agreements. During fiscal years 2017, 2016 and 2015 we received approximately $5.7 billion, $5.2 billion and $4.3 billion, respectively from sales of receivables under our ABS programs, and $1.3 billion, $2.3 billion and $4.2 billion, respectively from other sales of receivables. As of March 31, 2017 and 2016, the outstanding balance on receivables sold for cash was $1.2 billion, for each year, under all our accounts receivable sales programs, which are removed from accounts receivable balances in our consolidated balance sheets.

We anticipate that we will enter into debt and equity financings, sales of accounts receivable and lease transactions to fund acquisitions and anticipated growth.

Historically we have been successful in refinancing and extending the maturity dates on our term loans and credit facilities. In November 2016, we entered into a new arrangement to extend the maturity date of a term loan agreement from August 2018 to November 2021, and borrowed an incremental amount of $130 million under the term loan, thereby increasing the total amount under the term loan to $700 million. In January 2017, we borrowed €100 million (approximately $107.4 million as of March 31, 2017), under a 5-year, term-loan agreement due January 2022. Refer to our Contractual Obligations and Commitments section for further description on these arrangements.

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 repurchase mandate approved by our shareholders at the date of the most recent Annual General Meeting which was held on August 24, 2016. During fiscal year 2017, we paid $349.5 million to repurchase shares (under the current and prior repurchase plans) at an average price of $13.74 per share. As of March 31, 2017, shares in the aggregate amount of $285.3 million were available to be repurchased under the current plan.

CONTRACTUAL OBLIGATIONS AND COMMITMENTS

Bank borrowings and long-term debt are as follows:

As of March 31, 2017 2016 (In thousands) Term Loan, including current portion, due in installments through March 2019 $ 502,500 $ 547,500 4.625% Notes due February 2020 500,000 500,000 Term Loan, including current portion, due in installments through November 2021 700,000 577,500 5.000% Notes due February 2023 500,000 500,000 4.750% Notes due June 2025 595,979 595,589 Other credit lines 169,671 71,317 Debt issuance costs (16,007) (17,351) 2,952,143 2,774,555 Current portion, net of debt issuance costs (61,534) (65,166) Non-current portion $ 2,890,609 $ 2,709,389

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Refer to the discussion in note 7, "Bank Borrowings and Long-Term Debt" to the consolidated financial statements for further details of our debt obligations.

We have purchase obligations that arise in the normal course of business, primarily consisting of binding purchase orders for inventory related items and capital expenditures. Additionally, we have leased certain of our property and equipment under capital lease commitments, and certain of our facilities and equipment under operating lease commitments.

Future payments due under our purchase obligations, debt including capital leases and related interest obligations and operating lease:

Less Than Greater Than Total 1 Year 1 - 3 Years 4 - 5 Years 5 Years (In thousands) Contractual Obligations: Purchase obligations $ 2,598,059 $ 2,598,059 $ — $ — $ — Long-term debt and capital lease obligations Long-term debt 2,968,150 63,887 992,684 811,652 1,099,927 Capital lease 19,135 4,715 10,327 4,093 — Interest on long-term debt obligations 700,386 110,196 233,586 238,979 117,625 Operating leases, net of subleases 553,148 117,217 167,437 94,525 173,969 Restructuring costs 23,501 23,501 — — — Total contractual obligations $ 6,862,379 $ 2,917,575 $ 1,404,034 $ 1,149,249 $ 1,391,521

We have excluded $203.3 million of liabilities for unrecognized tax benefits from the contractual obligations table as we cannot make a reasonably reliable estimate of the periodic settlements with the respective taxing authorities. See note 13, "Income Taxes" to the consolidated financial statements for further details.

Our purchase obligations can fluctuate significantly from period to period and can materially impact our future operating asset and liability balances, and our future working capital requirements. We intend to use our existing cash balances, together with anticipated cash flows from operations to fund our existing and future contractual obligations.

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 March 31, 2017 and 2016, the fair value of our deferred purchase price receivable was approximately $506.5 million and $501.1 million, respectively. As of March 31, 2017 and 2016, the outstanding balance on receivables sold for cash was $1.2 billion for each period, under all our accounts receivable sales programs, which were removed from accounts receivable balances in our consolidated balance sheets. For further information, see note 10 to the consolidated financial statements.

RECENT ACCOUNTING PRONOUNCEMENTS

Refer to note 2 to the consolidated financial statements for recent accounting pronouncements.

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ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

INTEREST RATE RISK

A portion of our exposure to market risk for changes in interest rates relates to our investment portfolio, which consists of highly liquid investments or bank deposits with maturities of three months or less from original dates of purchase and are classified as cash equivalents on our consolidated balance sheet. We do not use derivative financial instruments in our investment portfolio. We place cash and cash equivalents with various major financial institutions and highly rated money market accounts. Our investment policy has strict guidelines focusing on preservation of capital. The portfolio is comprised of various instruments including term deposits with banks, marketable securities and money market accounts. Our cash is principally invested in the U.S. dollar and China RMB serving as a natural hedge of our RMB denominated costs. As of March 31, 2017, the outstanding amount in the investment portfolio was $1.1 billion, the largest components of which were USD and RMB denominated money market accounts with an average return of 1.74%. A hypothetical 10% change in interest rates would not be expected to have a material effect on our financial position, results of operations and cash flows over the next fiscal year.

We had variable rate debt outstanding of approximately $1.4 billion as of March 31, 2017. Variable rate debt obligations consisted of borrowings under our term loans. Interest on these obligations is discussed above.

Our variable rate debt instruments create exposures for us related to interest rate risk. Primarily due to the current low interest rates a hypothetical 10% change in interest rates would not be expected to have a material effect on our financial position, results of operations and cash flows over the next fiscal year.

As of March 31, 2017, the approximate average fair value of our debt outstanding under our term loan facilities that matures in March 2019 and November 2021, and Notes due February 2020, February 2023 and June 2025 was 103.4% of the face value of the debt obligations based on broker trading prices.

FOREIGN CURRENCY EXCHANGE RISK

We transact business in various foreign countries and are, therefore, subject to risk of foreign currency exchange rate fluctuations. We have established a foreign currency risk management policy to manage this risk. To the extent possible, we manage our foreign currency exposure by evaluating and using non-financial techniques, such as currency of invoice, leading and lagging payments and receivables management. In addition, we may borrow in various foreign currencies and enter into short-term foreign currency forward, swap, and option contracts to hedge only those currency exposures associated with certain assets and liabilities, mainly accounts receivable and accounts payable, and cash flows denominated in non-functional currencies.

We endeavor to maintain a partial or fully hedged position for certain transaction exposures. These exposures are primarily, but not limited to, revenues, customer and vendor payments and inter-company balances in currencies other than the functional currency unit of the operating entity. The credit risk of our foreign currency forward and swap contracts is minimized since all contracts are with large financial institutions and accordingly, fair value adjustments related to the credit risk of the counter-party financial institution were not material. The gains and losses on forward and swap contracts generally offset the losses and gains on the assets, liabilities and transactions hedged. The fair value of currency forward and swap contracts is reported on the balance sheet. The aggregate notional amount of outstanding contracts as of March 31, 2017 amounted to $4.1 billion and the recorded fair values of the associated assets and liabilities were not material. The majority of these foreign exchange contracts expire in less than three months and all expire within one year. They will settle primarily in Brazilian real, British pound, China renminbi, Danish krone, the Euro, Hungarian forint, Israeli shekel, Malaysian ringgit, Mexican peso, Singapore dollar, Indian rupee, Swiss franc and the U.S. dollar.

Based on our overall currency rate exposures as of March 31, 2017, including the derivative financial instruments intended to hedge the nonfunctional currency-denominated monetary assets, liabilities and cash flows, a near-term 10% appreciation or depreciation of the U.S. dollar from its cross-functional rates would not be expected to have a material effect on our financial position, results of operations and cash flows over the next fiscal year.

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of Flex Ltd. Singapore

We have audited the accompanying consolidated balance sheets of Flex Ltd. and subsidiaries (the "Company") as of March 31, 2017 and 2016, and the related consolidated statements of operations, comprehensive income, shareholders' equity, and cash flows for each of the three years in the period ended March 31, 2017. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such consolidated financial statements present fairly, in all material respects, the financial position of Flex Ltd. and subsidiaries as of March 31, 2017 and 2016, and the results of their operations and their cash flows for each of the three years in the period ended March 31, 2017, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the Company's internal control over financial reporting as of March 31, 2017, based on the criteria established in Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated May 16, 2017 expressed an unqualified opinion on the Company's internal control over financial reporting.

/s/ DELOITTE & TOUCHE LLP

San Jose, California

May 16, 2017

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FLEX LTD.

CONSOLIDATED BALANCE SHEETS

As of March 31, 2017 2016 (In thousands, except share amounts) ASSETS Current assets: Cash and cash equivalents $ 1,830,675 $ 1,607,570 Accounts receivable, net of allowance for doubtful accounts (Note 2) 2,192,704 2,044,757 Inventories 3,396,462 3,491,656 Other current assets 967,935 1,171,143 Total current assets 8,387,776 8,315,126 Property and equipment, net 2,317,026 2,257,633 Goodwill 984,867 942,066 Other intangible assets, net 362,181 403,754 Other assets 541,513 466,402 Total assets $ 12,593,363 $ 12,384,981 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Bank borrowings and current portion of long-term debt $ 61,534 $ 65,166 Accounts payable 4,484,908 4,248,292 Accrued payroll 344,245 353,547 Other current liabilities 1,613,940 1,905,200 Total current liabilities 6,504,627 6,572,205 Long-term debt, net of current portion 2,890,609 2,709,389 Other liabilities 519,851 497,857 Commitments and contingencies (Note 12) Shareholders' equity Flex Ltd. Shareholders' equity Ordinary shares, no par value; 581,534,129 and 595,062,966 issued, and 531,294,774 and 544,823,611 outstanding as of March 31, 2017 and 2016, respectively 6,733,539 6,987,214 Treasury stock, at cost; 50,239,355 shares as of March 31, 2017 and 2016, respectively (388,215) (388,215) Accumulated deficit (3,572,648) (3,892,212) Accumulated other comprehensive loss (128,143) (135,915) Total Flex Ltd. shareholders' equity 2,644,533 2,570,872 Noncontrolling interests 33,743 34,658 Total shareholders' equity 2,678,276 2,605,530 Total liabilities and shareholders' equity $ 12,593,363 $ 12,384,981

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

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FLEX LTD.

CONSOLIDATED STATEMENTS OF OPERATIONS

Fiscal Year Ended March 31, 2017 2016 2015 (In thousands, except per share amounts) Net sales $ 23,862,934 $ 24,418,885 $ 26,147,916 Cost of sales 22,303,231 22,810,824 24,602,576 Restructuring charges 38,758 — — Gross profit 1,520,945 1,608,061 1,545,340 Selling, general and administrative expenses 937,339 954,890 844,473 Intangible amortization 81,396 65,965 32,035 Restructuring charges 10,637 — — Other charges (income), net 21,193 47,738 (53,233) Interest and other, net 99,532 84,793 51,410 Income before income taxes 370,848 454,675 670,655 Provision for income taxes 51,284 10,594 69,854 Net income $ 319,564 $ 444,081 $ 600,801

Earnings per share: Basic $ 0.59 $ 0.80 $ 1.04 Diluted $ 0.59 $ 0.79 $ 1.02 Weighted-average shares used in computing per share amounts: Basic 540,503 557,667 579,981 Diluted 546,220 564,869 591,556

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

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FLEX LTD.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Fiscal Year Ended March 31, 2017 2016 2015 (In thousands) Net income $ 319,564 $ 444,081 $ 600,801 Other comprehensive income (loss): Foreign currency translation adjustments, net of zero tax (1,324) 17,846 (18,932) Unrealized gain (loss) on derivative instruments and other, net of zero tax 9,096 26,744 (35,417) Comprehensive income $ 327,336 $ 488,671 $ 546,452

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

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FLEX LTD.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

Accumulated Other Comprehensive Loss

Ordinary Shares Total Unrealized gain Total (loss) on Foreign accumulated derivative currency other Total Flex Ltd. Shares Accumulated instruments and translation comprehensive Shareholders' Noncontrolling Shareholders' Outstanding Amount deficit other adjustments loss Equity Interests Equity

(In thousands) BALANCE AT MARCH 31, 2014 591,427 $ 7,226,300 $ (4,937,094) $ (32,849) $ (93,307) $ (126,156) $ 2,163,050 $ 38,629 $ 2,201,679 Repurchase of Flex Ltd. ordinary shares at cost (38,951) (421,687) — — — — (421,687) — (421,687) Exercise of stock options 3,601 23,497 — — — — 23,497 11 23,508 Issuance of Flex Ltd. vested shares under share bonus awards 7,246 — — — — — — — — Issuance of subsidiary shares — — — — — — — 300 300 Net income — — 600,801 — — — 600,801 (4,272) 596,529 Stock-based compensation, net of tax — 49,502 — — — — 49,502 768 50,270 Total other comprehensive loss — — — (35,417) (18,932) (54,349) (54,349) — (54,349) BALANCE AT MARCH 31, 2015 563,323 6,877,612 (4,336,293) (68,266) (112,239) (180,505) 2,360,814 35,436 2,396,250 Repurchase of Flex Ltd. ordinary shares at cost (37,314) (412,819) — — — — (412,819) — (412,819) Exercise of stock options 10,244 61,278 — — — — 61,278 486 61,764 Issuance of Flex Ltd. vested shares under share bonus awards 8,570 — — — — — — — — Premium on acquired equity plan — 799 — — — — 799 — 799 Net income — — 444,081 — — — 444,081 (6,715) 437,366 Stock-based compensation, net of tax — 72,129 — — — — 72,129 5,451 77,580 Total other comprehensive income — — — 26,744 17,846 44,590 44,590 — 44,590 BALANCE AT MARCH 31, 2016 544,823 6,598,999 (3,892,212) (41,522) (94,393) (135,915) 2,570,872 34,658 2,605,530 Repurchase of Flex Ltd. ordinary shares at cost (25,125) (345,782) — — — — (345,782) — (345,782) Exercise of stock options 2,283 12,438 — — — — 12,438 610 13,048 Issuance of Flex Ltd. vested shares under share bonus awards 9,313 — — — — — — — — Issuance of subsidiary shares — — — — — — — 9,306 9,306 Net income — — 319,564 — — — 319,564 (8,492) 311,072 Stock-based compensation, net of tax — 79,669 — — — — 79,669 (2,339) 77,330 Total other comprehensive income — — — 9,096 (1,324) 7,772 7,772 — 7,772 BALANCE AT MARCH 31, 2017 531,294 $ 6,345,324 $ (3,572,648) $ (32,426) $ (95,717) $ (128,143) $ 2,644,533 $ 33,743 $ 2,678,276

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

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FLEX LTD.

CONSOLIDATED STATEMENTS OF CASH FLOWS

Fiscal Year Ended March 31, 2017 2016 2015 (In thousands) Cash flows from operating activities: Net income $ 319,564 $ 444,081 $ 600,801 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, amortization and other impairment charges 609,660 515,367 540,490 Provision (reversal) for doubtful accounts (Note 2) (184) 72,295 650 Non-cash other loss (income) 6,858 24,521 (21,278) Stock-based compensation 77,330 77,580 50,270 Income taxes (20,041) (64,346) (59,261) Changes in operating assets and liabilities, net of acquisitions: Accounts receivable (164,239) 317,946 316,773 Inventories 85,047 84,790 72,660 Other current and noncurrent assets 84,949 (2,704) 125,218 Accounts payable 268,686 (365,051) (176,941) Other current and noncurrent liabilities (117,721) 31,966 (655,348) Net cash provided by operating activities 1,149,909 1,136,445 794,034 Cash flows from investing activities: Purchases of property and equipment (525,111) (510,634) (347,413) Proceeds from the disposition of property and equipment 35,606 13,676 107,689 Acquisition of businesses, net of cash acquired (189,084) (916,527) (66,854) Proceeds from divestitures of businesses, net of cash held in divested businesses 36,731 5,740 — Other investing activities, net (60,329) 11,369 64,362 Net cash used in investing activities (702,187) (1,396,376) (242,216) Cash flows from financing activities: Proceeds from bank borrowings and long-term debt 312,741 884,702 319,542 Repayments of bank borrowings and long-term debt (141,730) (190,221) (344,156) Payments for repurchases of ordinary shares (349,532) (420,317) (415,945) Proceeds from exercise of stock options 12,438 61,278 23,508 Other financing activities, net (76,024) (85,800) (98,966) Net cash provided by (used in) financing activities (242,107) 249,642 (516,017) Effect of exchange rates on cash 17,490 (10,549) (1,121) Net change in cash and cash equivalents 223,105 (20,838) 34,680 Cash and cash equivalents, beginning of year 1,607,570 1,628,408 1,593,728 Cash and cash equivalents, end of year $ 1,830,675 $ 1,607,570 $ 1,628,408

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

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FLEX LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. ORGANIZATION OF THE COMPANY

Flex Ltd., formerly Flextronics International Ltd., ("Flex" 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, provider of Sketch-to-Scaletm services - innovative design, engineering, manufacturing, and supply chain services and solutions - from conceptual sketch to full-scale production. The Company designs, builds, ships and services complete packaged consumer and industrial products, from athletic shoes to electronics, for companies of all sizes in various industries and end-markets, through its activities in the following segments: Communications & Enterprise Compute ("CEC"), which includes telecom business of radio access base stations, remote radio heads, and small cells for wireless infrastructure; networking business which includes optical, routing, broadcasting, and switching products for the data and video networks; server and storage platforms for both enterprise and cloud-based deployments; next generation storage and security appliance products; and rack level solutions, converged infrastructure and software-defined product solutions; Consumer Technologies Group ("CTG"), which includes consumer-related businesses in connected living, wearables, gaming, augmented and virtual reality, fashion, and mobile devices; and including various supply chain solutions for notebook personal computers ("PC"), tablets, and printers; in addition, CTG is expanding its business relationships to include supply chain optimization for non-electronics products such as footwear and clothing; Industrial and Emerging Industries ("IEI"), which is comprised of energy and metering, semiconductor and capital equipment, office solutions, household industrial and lifestyle, industrial automation and kiosks, and lighting; and High Reliability Solutions ("HRS"), which is comprised of medical business, including consumer health, digital health, disposables, precision plastics, drug delivery, diagnostics, life sciences and imaging equipment; automotive business, including vehicle electrification, connectivity, autonomous vehicles, and clean technologies; and defense and aerospace businesses, focused on commercial aviation, defense and military.

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) and supply chain management software solutions and component product offerings (including rigid and flexible printed circuit boards and power adapters and chargers).

2. SUMMARY OF ACCOUNTING POLICIES

Basis of Presentation and Principles of Consolidation

The accompanying consolidated financial statements include the accounts of Flex and its majority-owned subsidiaries, after elimination of intercompany accounts and transactions. Amounts included in these consolidated financial statements are expressed in U.S. dollars unless otherwise designated. The Company consolidates its majority-owned subsidiaries and investments in entities in which the Company has a controlling interest. For the consolidated majority-owned subsidiaries in which the Company owns less than 100%, the Company recognizes a noncontrolling interest for the ownership of the noncontrolling owners. As of March 31, 2017, the noncontrolling interest has been included on the consolidated balance sheets as a component of total shareholders' equity. The associated noncontrolling owners' interest in the income or losses of these companies is classified as a component of interest and other, net, in the consolidated statements of operations.

The Company has certain non-majority-owned equity investments in non-publicly traded companies that are accounted for using the equity method of accounting. The equity method of accounting is used when the Company has the ability to significantly influence the operating decisions of the issuer, or if the Company has an ownership percentage of a corporation equal to or generally greater than 20% but less than 50%, and for non-majority-owned investments in partnerships when generally greater than 5%. The equity in earnings (losses) of equity method investees are immaterial for all of the periods presented, and are included in interest and other, net in the condensed consolidated statements of operations.

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FLEX LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Use of 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. Estimates are used in accounting for, among other things: allowances for doubtful accounts; inventory write-downs; valuation allowances for deferred tax assets; uncertain tax positions; valuation and useful lives of long-lived assets including property, equipment, intangible assets and goodwill; asset impairments; fair values of financial instruments including investments, notes receivable and derivative instruments; restructuring charges; contingencies; warranty provisions; fair values of assets obtained and liabilities assumed in business combinations and the fair values of stock options and share bonus awards granted under the Company's stock-based compensation plans. Actual results may differ from previously estimated amounts, and such differences may be material to the consolidated financial statements. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the period they occur.

Translation of Foreign Currencies

The financial position and results of operations for certain of the Company's subsidiaries are measured using a currency other than the U.S. dollar as their functional currency. Accordingly, all assets and liabilities for these subsidiaries are translated into U.S. dollars at the current exchange rates as of the respective balance sheet dates. Revenue and expense items are translated at the average exchange rates prevailing during the period. Cumulative gains and losses from the translation of these subsidiaries' financial statements are reported as other comprehensive loss, a component of shareholders' equity. Foreign exchange gains and losses arising from transactions denominated in a currency other than the functional currency of the entity involved, and remeasurement adjustments for foreign operations where the U.S. dollar is the functional currency, are included in operating results. Non-functional currency transaction gains and losses, and remeasurement adjustments were not material to the Company's consolidated results of operations for any of the periods presented, and have been classified as a component of interest and other, net in the consolidated statements of operations.

Revenue Recognition

The Company recognizes manufacturing revenue when it ships goods or the goods are received by its customer, title and risk of ownership have passed, the price to the buyer is fixed or determinable and recoverability is reasonably assured. Generally, there are no formal substantive customer acceptance requirements or further obligations related to manufacturing services. If such requirements or obligations exist, then the Company recognizes the related revenues at the time when such requirements are completed and the obligations are fulfilled. Some of the Company's customer contracts allow the recovery of certain costs related to manufacturing services that are over and above the prices charged for the related products. The Company determines the amount of costs that are recoverable based on historical experiences and agreements with those customers. Also, certain customer contracts may contain certain commitments and obligations that may result in additional expenses or decrease in revenue. The Company accrues for these commitments and obligations based on facts and circumstances and contractual terms. The Company also makes provisions for estimated sales returns and other adjustments at the time revenue is recognized based upon contractual terms and an analysis of historical returns. Provisions for sales returns and other adjustments were not material to the consolidated financial statements for any of the periods presented.

The Company also recognizes revenue in accordance with multiple-element arrangements accounting codified under U.S. GAAP for arrangements that contain multiple deliverables. The Company determined that its multiple-element arrangements are generally comprised of arrangements where multiple product components are sold together as part of a complete system. Depending on the contractual provisions of the respective contracts, the Company has concluded that the units of accounting for such arrangements are, in most cases, comprised of an aggregation of product components, however, may also be established at the product component level. For multiple-element arrangements, revenue is allocated to each unit of accounting based on their relative selling prices. Relative selling prices are based first on vendor specific objective evidence of fair value (“VSOE”), then on third-party evidence of selling price (“TPE”) when VSOE does not exist, and then on management's best estimate of the selling price (“BESP”) when VSOE and TPE do not exist. The Company bases the allocation of revenue on BESP, because the Company does not have either VSOE or TPE for the respective deliverables.

The Company provides a comprehensive suite of services for its customers that range from advanced product design to manufacturing and logistics to after-sales services. The Company recognizes service revenue when the services have been performed, and the related costs are expensed as incurred. Sales for services were less than 10% of the Company's total sales

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for all periods presented, and accordingly, are included in net sales in the consolidated statements of operations. The Company recognized research and development costs primarily related to its design and innovations businesses of $65.6 million, $61.0 million, and $26.3 million for the fiscal years ended March 31, 2017, 2016 and 2015, respectively. Research and development costs for prior years have been recast to conform to fiscal year 2017 presentation.

Concentration of Credit Risk

Financial instruments which potentially subject the Company to concentrations of credit risk are primarily accounts receivable, cash and cash equivalents, and derivative instruments.

Customer Credit Risk

The Company has an established customer credit policy, through which it manages customer credit exposures through credit evaluations, credit limit setting, monitoring, and enforcement of credit limits for new and existing customers. The Company performs ongoing credit evaluations of its customers' financial condition and makes provisions for doubtful accounts based on the outcome of those credit evaluations. The Company evaluates the collectability of its accounts receivable based on specific customer circumstances, current economic trends, historical experience with collections and the age of past due receivables. To the extent the Company identifies exposures as a result of credit or customer evaluations, the Company also reviews other customer related exposures, including but not limited to inventory and related contractual obligations.

On April 21, 2016, SunEdison, Inc. (together with certain of its subsidiaries, "SunEdison"), filed a petition for reorganization under bankruptcy law. During the fiscal year ended March 31, 2016, the Company recognized a bad debt reserve charge of $61.0 million associated with its outstanding SunEdison receivables and accepted return of previously shipped inventory of approximately $90.0 million. During the second quarter of fiscal year 2017, prices for solar panel modules declined significantly. The Company determined that certain solar panel inventory previously designated for SunEdison on hand at the end of the second quarter of fiscal year 2017 was not fully recoverable and recorded a charge of $60.0 million to reduce the carrying costs to market during fiscal year 2017. In addition, the Company recognized a $16.0 million impairment charge for solar module equipment and incurred $16.9 million of incremental costs primarily related to negative margin sales and other associated solar panel direct costs. The total charge for fiscal year 2017 of $92.9 million is included in cost of sales

The following table summarizes the activity in the Company's allowance for doubtful accounts during fiscal years 2017, 2016 and 2015:

Balance at Charged to Balance at Beginning Costs and Deductions/ End of of Year Expenses Write-Offs Year (In thousands) Allowance for doubtful accounts: Year ended March 31, 2015 $ 5,529 $ 650 $ (1,645) $ 4,534 Year ended March 31, 2016 $ 4,534 $ 72,295 $ (12,221) $ 64,608 Year ended March 31, 2017 $ 64,608 $ (184) $ (7,122) $ 57,302

For the fiscal year ended March 31, 2016, the Company recognized a bad debt charge of $61.0 million associated with its outstanding SunEdison receivables as explained above, and another charge of $10.5 million relating to a separate distressed customer which was also written-off during the year.

One customer (including net sales from its current and former parent companies, through the dates of their respective ownership), which is within the Company's CTG segment, accounted for approximately 11% and 17% of the Company's net sales in fiscal years 2016 and 2015, respectively, and approximately 17% and 11% of the Company's total accounts receivable balances in fiscal years 2017 and 2016, respectively. Another customer included in the Company's CEC segment, accounted for approximately 11% of the Company's total accounts receivable balance in fiscal years 2016.

The Company's ten largest customers accounted for approximately 43%, 46% and 50%, of its net sales in fiscal years 2017, 2016 and 2015, respectively.

Derivative Instruments

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The amount subject to credit risk related to derivative instruments is generally limited to the amount, if any, by which a counterparty's obligations exceed the obligations of the Company with that counterparty. To manage counterparty risk, the Company limits its derivative transactions to those with recognized financial institutions. See additional discussion of derivatives in note 8.

Cash and Cash Equivalents

The Company maintains cash and cash equivalents with various financial institutions that management believes to be of high credit quality. These financial institutions are located in many different locations throughout the world. The Company's investment portfolio, which consists of short-term bank deposits and money market accounts, is classified as cash equivalents on the consolidated balance sheets.

All highly liquid investments with maturities of three months or less from original dates of purchase are carried at cost, which approximates fair market value, and are considered to be cash equivalents. Cash and cash equivalents consist of cash deposited in checking accounts, money market funds and time deposits.

Cash and cash equivalents consisted of the following:

As of March 31, 2017 2016 (In thousands) Cash and bank balances $ 763,834 $ 533,438 Money market funds and time deposits 1,066,841 1,074,132 $ 1,830,675 $ 1,607,570

Inventories

Inventories are stated at the lower of cost (on a first-in, first-out basis) or market value. The stated cost is comprised of direct materials, labor and overhead. The components of inventories, net of lower of cost or market write-downs, were as follows:

As of March 31, 2017 2016 (In thousands) Raw materials $ 2,537,623 $ 2,234,512 Work-in-progress 279,493 561,282 Finished goods 579,346 695,862 $ 3,396,462 $ 3,491,656

Property and Equipment, Net

Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation and amortization are recognized on a straight-line basis over the estimated useful lives of the related assets, with the exception of building leasehold improvements, which are amortized over the term of the lease, if shorter. Repairs and maintenance costs are expensed as incurred. Property and equipment was comprised of the following:

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Depreciable As of March 31, Life (In Years) 2017 2016 (In thousands) Machinery and equipment 3 - 10 $ 3,233,392 $ 3,187,590 Buildings 30 1,237,739 1,144,798 Leasehold improvements up to 30 395,663 397,340 Furniture, fixtures, computer equipment and software 3 - 7 502,223 477,203 Land — 145,663 127,927 Construction-in-progress — 212,326 178,851 5,727,006 5,513,709 Accumulated depreciation and amortization (3,409,980) (3,256,076) Property and equipment, net $ 2,317,026 $ 2,257,633

Total depreciation expense associated with property and equipment amounted to approximately $432.2 million, $425.7 million and $496.8 million in fiscal years 2017, 2016 and 2015, respectively.

The Company reviews property and equipment for impairment at least annually and whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of property and equipment is determined by comparing its carrying amount to the lowest level of identifiable projected undiscounted cash flows the property and equipment are expected to generate. An impairment loss is recognized when the carrying amount of property and equipment exceeds its fair value.

Deferred Income Taxes

The Company provides for income taxes in accordance with the asset and liability method of accounting for income taxes. Under this method, deferred income taxes are recognized for the tax consequences of temporary differences between the carrying amount and the tax basis of existing assets and liabilities by applying the applicable statutory tax rate to such differences. Additionally, the Company assesses whether each income tax position is "more likely than not" of being sustained on audit, including resolution of related appeals or litigation, if any. For each income tax position that meets the "more likely than not" recognition threshold, the Company would then assess the largest amount of tax benefit that is greater than 50% likely of being realized upon effective settlement with the tax authority.

Accounting for Business and Asset Acquisitions

The Company has actively pursued business and asset acquisitions, which are accounted for using the acquisition method of accounting. The fair value of the net assets acquired and the results of the acquired businesses are included in the Company's consolidated financial statements from the acquisition dates forward. The Company is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and results of operations during the reporting period. Estimates are used in accounting for, among other things, the fair value of acquired net operating assets, property and equipment, intangible assets and related deferred tax liabilities, useful lives of plant and equipment and amortizable lives for acquired intangible assets. Any excess of the purchase consideration over the fair value of the identified assets and liabilities acquired is recognized as goodwill.

The Company estimates the preliminary fair value of acquired assets and liabilities as of the date of acquisition based on information available at that time. Contingent consideration is recorded at fair value as of the date of the acquisition with subsequent adjustments recorded in earnings. Changes to valuation allowances on acquired deferred tax assets are recognized in the provision for, or benefit from, income taxes. The valuation of these tangible and identifiable intangible assets and liabilities is subject to further management review and may change materially between the preliminary allocation and end of the purchase price allocation period. Any changes in these estimates may have a material effect on the Company's consolidated operating results or financial position.

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Goodwill

The Company has four reporting units, which correspond to its four reportable operating segments: HRS, CTG, IEI and CEC. The Company concluded that there was no change to its reporting units in fiscal year 2017 and performed its goodwill impairment assessment on January 1, 2017. In lieu of the qualitative "Step Zero" assessment, the Company performed a quantitative assessment of its goodwill and determined that no impairment existed as of the date of the impairment test because the fair value of each reporting unit exceeded its carrying value.

The following table summarizes the activity in the Company's goodwill during fiscal years 2017 and 2016 (in thousands):

HRS CTG IEI CEC Total Balance, as of March 31, 2015 93,138 68,234 64,221 108,038 333,631 Additions (1) 340,610 — 258,582 3,655 602,847 Purchase accounting adjustments (3) 125 — — — 125 Foreign currency translation adjustments (4) 5,463 — — — 5,463 Balance, as of March 31, 2016 $ 439,336 $ 68,234 $ 322,803 $ 111,693 $ 942,066 Additions (1) — 42,989 17,544 3,309 63,842 Divestitures (2) (1,787) — (2,640) — (4,427) Purchase accounting adjustments (3) 794 — — — 794 Foreign currency translation adjustments (4) (17,408) — — — (17,408) Balance, as of March 31, 2017 $ 420,935 $ 111,223 $ 337,707 $ 115,002 $ 984,867 ______

(1) The goodwill generated from the Company's business combinations completed during the fiscal years 2017 and 2016 are primarily related to value placed on the employee workforce, service offerings and capabilities and expected synergies. The goodwill is not deductible for income tax purposes. Refer to the discussion of the Company's business acquisitions in note 17.

(2) During the fiscal year ended March 31, 2017, the Company disposed of two non-strategic businesses within the IEI and HRS segments, and recorded an aggregate reduction of goodwill of $4.4 million accordingly, which is included in the loss on sale recorded in other charges, net on the consolidated statement of operations.

(3) Includes adjustments based on management's estimates resulting from their review and finalization of the valuation of assets and liabilities acquired through certain business combinations completed in a period subsequent to the respective acquisition. These adjustments were not individually, nor in the aggregate, significant to the Company.

(4) During the fiscal years ended March 31, 2017 and 2016, the Company recorded $17.4 million and $5.5 million, respectively, of foreign currency translation adjustments primarily related to the goodwill associated with the acquisition of Mirror Controls International ("MCi") in fiscal year 2016, as the U.S. Dollar fluctuated against the Euro.

Other Intangible Assets

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The Company's acquired intangible assets are subject to amortization over their estimated useful lives and are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an intangible asset may not be recoverable. An impairment loss is recognized when the carrying amount of an intangible asset exceeds its fair value. The Company reviewed the carrying value of its intangible assets as of March 31, 2017 and concluded that such amounts continued to be recoverable.

Intangible assets are comprised of customer-related intangible assets, that include contractual agreements and customer relationships; and licenses and other intangible assets, that are primarily comprised of licenses and also includes patents and trademarks, and developed technologies. Generally, both customer-related intangible assets and licenses and other intangible assets are amortized on a straight line basis, over a period of up to ten years. No residual value is estimated for any intangible assets. The fair value of the Company's intangible assets purchased through business combinations is determined based on management's estimates of cash flow and recoverability. The components of acquired intangible assets are as follows:

As of March 31, 2017 As of March 31, 2016 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount (In thousands) Intangible assets: Customer-related intangibles $ 260,704 $ (105,912) $ 154,792 $ 223,046 $ (66,473) $ 156,573 Licenses and other intangibles 283,897 (76,508) 207,389 285,053 (37,872) 247,181 Total $ 544,601 $ (182,420) $ 362,181 $ 508,099 $ (104,345) $ 403,754

The gross carrying amounts of intangible assets are removed when fully amortized. During fiscal year 2017, the gross carrying amounts of fully amortized intangible assets totaled $14.2 million. During fiscal year 2017, the gross carrying amount of intangible assets increased primarily in connection with the Company's acquisitions during the year. Total intangible asset amortization expense recognized in operations during fiscal years 2017, 2016 and 2015 was $81.4 million, $66.0 million and $32.0 million, respectively. As of March 31, 2017, the weighted- average remaining useful lives of the Company's intangible assets were approximately 6.6 years for both customer-related intangibles and licenses and other intangible assets. The estimated future annual amortization expense for acquired intangible assets is as follows:

Fiscal Year Ending March 31, Amount (In thousands) 2018 $ 68,472 2019 61,582 2020 52,439 2021 48,266 2022 39,714 Thereafter 91,708 Total amortization expense $ 362,181

Derivative Instruments and Hedging Activities

All derivative instruments are recognized on the consolidated balance sheets at fair value. If the derivative instrument is designated as a cash flow hedge, effectiveness is tested monthly using a regression analysis of the change in spot currency rates and the change in present value of the spot currency rates. The spot currency rates are discounted to present value using functional currency Inter-bank Offering Rates over the maximum length of the hedge period. The effective portion of changes in the fair value of the derivative instrument (excluding time value) is recognized in shareholders' equity as a separate component of accumulated other comprehensive income (loss), and recognized in the consolidated statements of operations when the hedged item affects earnings. Ineffective and excluded portions of changes in the fair value of cash flow hedges are

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recognized in earnings immediately. If the derivative instrument is designated as a fair value hedge, the changes in the fair value of the derivative instrument and of the hedged item attributable to the hedged risk are recognized in earnings in the current period. Additional information is included in note 8.

Other Current Assets

Other current assets include approximately $506.5 million and $501.1 million as of March 31, 2017 and 2016, respectively for the deferred purchase price receivable from the Company's Global and North American Asset-Backed Securitization programs. See note 10 for additional information.

In connection with a prior acquisition, the Company entered into an agreement with a customer and a third party banking institution to procure certain manufacturing equipment that was financed by the third party banking institution, acting as an agent of the customer. The manufacturing equipment was used exclusively for the benefit of this customer. During fiscal year 2015, the Company ceased manufacturing of the product related to the financed equipment. As a result, pursuant to an agreement with the customer the Company as an agent on behalf of the customer dispositioned the equipment via sales to third parties and used the proceeds to reduce the obligation to the third party banking institution. Accordingly, the residual value due from the customer related to the equipment financed by the third party banking institution was $83.6 million as of March 31, 2016, and was included in other current assets. During fiscal year 2017, the Company entered into an agreement with the third party banking institution and the customer granted a waiver of any amounts owed under the financing arrangement which allowed for a net settlement of the related asset and liability.

Investments

The Company has certain equity investments in, and notes receivable from, non-publicly traded companies which are included within other assets. The equity method of accounting is used when the Company has the ability to significantly influence the operating decisions of the issuer; otherwise the cost method is used. Non-majority-owned investments in corporations are accounted for using the equity method when the Company has an ownership percentage equal to or generally greater than 20% but less than 50%, and for non-majority-owned investments in partnerships when generally greater than 5%. The Company monitors these investments for impairment indicators and makes appropriate reductions in carrying values as required. Fair values of these investments, when required, are estimated using unobservable inputs, primarily comparable company multiples and discounted cash flow projections.

As of March 31, 2017 and 2016, the Company's equity investments in non-majority owned companies totaled $200.1 million and $122.9 million, respectively. The equity in the earnings or losses of the Company's equity method investments was not material to the consolidated results of operations for any period presented and is included in interest and other, net.

During fiscal year 2017, the Company formed a joint venture with RIB Software AG, a provider of technology for the construction industry. This joint venture will offer a fully integrated enterprise software platform for building and housing projects. The Company contributed $60.0 million for a non-controlling interest in this joint venture. This contribution, net of the Company's equity in losses, which is immaterial, is included in other assets on the condensed consolidated balance sheet. The cash outflows to pay for this investment have been included in cash flows from other investing activities during the fiscal year ended March 31, 2017.

Other Current Liabilities

Other current liabilities include customer working capital advances of $231.3 million and $253.7 million, customer-related accruals of $501.9 million and $479.5 million, and deferred revenue of $280.7 million and $332.3 million as of March 31, 2017 and 2016, 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.

As of March 31, 2016, other current liabilities also included the outstanding balances due to the third party banking institution related to the financed equipment discussed above of $122.0 million. As discussed above, during fiscal year 2017, the Company entered into an agreement with the third party banking institution and the customer granted a waiver of any amounts owed under the financing arrangement which provided for a net settlement of the outstanding balance of approximately $90.6 million with the related asset.

Restructuring Charges

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The Company recognizes restructuring charges related to its plans to close or consolidate excess manufacturing facilities and rationalize administrative functions. In connection with these activities, the Company records restructuring charges for employee termination costs, long-lived asset impairment and other exit-related costs.

The recognition of restructuring charges requires the Company to make certain judgments and estimates regarding the nature, timing and amount of costs associated with the planned exit activity. To the extent the Company's actual results differ from its estimates and assumptions, the Company may be required to revise the estimates of future liabilities, requiring the recognition of additional restructuring charges or the reduction of liabilities already recognized. Such changes to previously estimated amounts may be material to the consolidated financial statements. At the end of each reporting period, the Company evaluates the remaining accrued balances to ensure that no excess accruals are retained and the utilization of the provisions are for their intended purpose in accordance with developed exit plans. See note 14 for additional information regarding restructuring charges.

Recently Adopted Accounting Pronouncements In March 2016, the Financial Accounting Standards Board ("FASB") issued new guidance intended to reduce the cost and complexity of the accounting for share-based payments. The new guidance simplifies various aspects of the accounting for share-based payments including income tax effects, withholding requirements and forfeitures. The Company elected to early adopt this new guidance beginning in the first quarter of fiscal year 2017. The guidance eliminates additional paid in capital ("APIC") pools and requires companies to recognize all excess tax benefits and tax deficiencies in the income statement when the awards vest or are settled. It also addresses the presentation of excess tax benefits and employee taxes paid on the statement of cash flows. Prior to adoption, the Company elected to not deduct tax benefits for stock-based compensation awards on its tax returns, and accordingly, did not have any excess tax benefits or tax deficiencies upon adoption. The Company therefore determined that adoption of the new guidance had no impact on the condensed consolidated statement of operations and the condensed consolidated statement of cash flows. Further, the new guidance eliminates the requirement to estimate forfeitures and reduce stock compensation expense during the vesting period. Instead, companies can elect to account for actual forfeitures as they occur and record any previously unrecognized compensation expense for estimated forfeitures up to the period of adoption as a retrospective adjustment to beginning retained earnings. The Company has made the election to account for actual forfeitures as they occur starting in fiscal year 2017. After assessment, it was determined that the cumulative effect adjustment required under the new guidance was immaterial and therefore the Company did not record a retrospective adjustment. The Company finally determined that the adoption of this guidance did not have a significant impact on the consolidated financial position, results of operations and cash flows of the Company.

Recently Issued Accounting Pronouncements In January 2017, the FASB issued new guidance to simplify the subsequent measurement of goodwill by eliminating step 2 from the goodwill impairment test. This guidance requires that the change be applied on a prospective basis, and it is effective for the Company beginning in the first quarter of fiscal year 2021, with early application permitted. The Company is currently assessing the impact of the new guidance and the timing of adoption.

In January 2017, the FASB issued new guidance that changes the definition of a business to assist entities with evaluating when a set of transferred assets and activities is a business. This guidance requires that the amendments be applied on a prospective basis, and it is effective for the Company beginning in the first quarter of fiscal year 2019, with early application permitted. The guidance may result in more asset acquisitions being accounted for as purchases of assets in lieu of business combinations. The Company intends to adopt the guidance when it becomes effective in the first quarter of fiscal year 2019.

In October 2016, the FASB issued new guidance to amend the consolidation guidance on how a reporting entity that is the single decision maker of a variable interest entity ("VIE") should treat indirect interests in the entity held through related parties that are under common control with the reporting entity when determining whether it is the primary beneficiary of that VIE. This guidance requires that the amendments be applied on a retrospective or modified retrospective basis, and it is effective for the Company beginning in the first quarter of fiscal year 2018, with early adoption permitted. The Company expects the new guidance will have an immaterial impact on its consolidated financial statements, and it intends to adopt the guidance when it becomes effective in the first quarter of fiscal year 2018.

In August 2016, the FASB issued new guidance intended to address specific cash flow issues with the objective of reducing the existing diversity in practice. This guidance is effective for the Company beginning in the first quarter of fiscal

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year 2019, with early application permitted. The new guidance allows for two transition methods in application - (i) retrospective to each period presented, or (ii) if it is impracticable to apply the amendments retrospectively for some of the issues, then the amendments for those issues would be applied prospective as of the earliest date practicable. The Company expects an immaterial impact on its consolidated financial statements. The Company is currently assessing the timing of adoption.

In February 2016, the FASB issued new guidance intended to improve financial reporting on leasing transactions. The new lease guidance will require entities that lease assets to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases with lease terms of more than 12 months. The guidance will also enhance existing disclosure requirements relating to those leases. The Company will be required to adopt the new lease guidance beginning with the first quarter of fiscal year 2020 using a modified retrospective approach, with early adoption permitted. Upon initial evaluation, the Company believes the new guidance will have a material impact on its consolidated balance sheets when adopted. The Company is currently assessing the timing of adoption.

In July 2015, the FASB issued new guidance to simplify the measurement of inventory, by requiring that inventory be measured at the lower of cost and net realizable value. Prior to the issuance of the new guidance, inventory was measured at the lower of cost or market. This guidance is effective for the Company beginning in the first quarter of fiscal year 2018, and should be applied prospectively with early application permitted as of the beginning of an interim or annual reporting period. The Company is currently assessing the impact of this update and the timing of adoption.

In May 2014, the FASB issued new guidance 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. The guidance is effective for the Company beginning in the first quarter of fiscal year 2019. The Company has assessed that the impact of the new guidance will result in a change of the Company's revenue recognition model for electronics manufacturing services from "point in time" upon physical delivery to an "over time" model and believes this transition will have a material impact on the Company's consolidated financial statements upon adoption primarily as it recognizes an increase in contract assets for unbilled receivables with a corresponding reduction in finished goods and work-in-progress inventory. The Company has commenced implementation in accordance with the planned effective date. The new guidance allows for two transition methods in application - (i) retrospective to each prior reporting period presented, or (ii) prospective with the cumulative effect of adoption recognized on April 1, 2018, the first day of the Company's fiscal year 2019. The Company has not yet concluded upon its selection of the transition method.

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3. SHARE-BASED COMPENSATION

Equity Compensation Plans

The Company's primary plan used for granting equity compensation awards is the 2010 Equity Incentive Plan (the "2010 Plan").

During fiscal year 2016, in conjunction with the acquisition of NEXTracker, the Company assumed all of the outstanding, unvested share bonus awards and outstanding, unvested options to purchase shares of common stock of NEXTracker, and converted all these shares into Flex awards. As a result, the Company now offers the 2014 NEXTracker Equity Incentive Plan (the "NEXTracker Plan").

Additionally, during fiscal year 2017, in conjunction with an immaterial acquisition, the Company assumed all of the outstanding, unvested options to purchase shares of common stock of the acquiree, and converted all of these shares into Flex awards. As a result, the Company now offers an additional equity compensation plan, the BrightBox Technologies 2013 Plan (the "BrightBox Plan").

Further, during fiscal year 2017, the Company granted equity compensation awards under a fourth plan, the 2013 Elementum Plan (the "Elementum Plan"), which is administered by Elementum SCM (Cayman) Limited ("Elementum"), a majority owned subsidiary of the Company.

Share-Based Compensation Expense The Company early adopted new guidance intended to reduce cost and complexity of the accounting for share-based payments, as discussed further in note 2. The following table summarizes the Company's share-based compensation expense for all Equity Incentive Plans:

Fiscal Year Ended March 31, 2017 2016 2015 (In thousands) Cost of sales $ 10,023 $ 8,986 $ 7,503 Selling, general and administrative expenses 72,243 68,594 42,767 Total share-based compensation expense $ 82,266 $ 77,580 $ 50,270

Cash flows resulting from excess tax benefits (tax benefits related to the excess of proceeds from employee exercises of share options over the share-based compensation cost recognized for those options) are classified as operating cash flows. During fiscal years 2017, 2016 and 2015, the Company did not recognize any excess tax benefits as an operating cash inflow.

The 2010 Equity Incentive Plan

As of March 31, 2017, the Company had approximately 18.1 million shares available for grant under the 2010 Plan. Options issued to employees under the 2010 Plan generally vest over four years and expire seven years from the date of grant. Options granted to non-employee directors expire five years from the date of grant.

The exercise price of options granted to employees is determined by the Company's Board of Directors or the Compensation Committee and may not be less than the closing price of the Company's ordinary shares on the date of grant.

As of March 31, 2017, the total unrecognized compensation cost related to unvested share options granted to employees under the 2010 Plan was not significant and will be amortized on a straight-line basis over a weighted-average period of approximately 1.5 years.

The Company also grants share bonus awards under its equity compensation plan. Share bonus awards are rights to acquire a specified number of ordinary shares for no cash consideration in exchange for continued service with the Company.

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Share bonus awards generally vest in installments over a three to five-year period and unvested share bonus awards are forfeited upon termination of employment.

Vesting for certain share bonus awards is contingent upon both service and market conditions. Further, vesting for certain share bonus awards granted to certain executive officers is contingent upon meeting certain free cash flow targets.

As of March 31, 2017, the total unrecognized compensation cost related to unvested share bonus awards granted to employees was approximately $130.0 million under the 2010 Plan. These costs will be amortized generally on a straight-line basis over a weighted-average period of approximately 2.5 years. Approximately $14.4 million of the unrecognized compensation cost related to the 2010 Plan is related to share bonus awards granted to certain key employees whereby vesting is contingent on meeting a certain market condition.

Determining Fair Value - Options and share bonus awards

Valuation and Amortization Method—The Company estimates the fair value of share options granted under the 2010 Plan using the Black-Scholes valuation method and a single option award approach. This fair value is then amortized on a straight-line basis over the requisite service periods of the awards, which is generally the vesting period. The fair market value of share bonus awards granted, other than those awards with a market condition, is the closing price of the Company's ordinary shares on the date of grant and is generally recognized as compensation expense on a straight-line basis over the respective vesting period.

Expected Term—The Company's expected term used in the Black-Scholes valuation method represents the period that the Company's share options are expected to be outstanding and is determined based on historical experience of similar awards, giving consideration to the contractual terms of the share options, vesting schedules and expectations of future employee behavior as influenced by changes to the terms of its share options.

Expected Volatility—The Company's expected volatility used in the Black-Scholes valuation method is derived from a combination of implied volatility related to publicly traded options to purchase Flex ordinary shares and historical variability in the Company's periodic share price.

Expected Dividend—The Company has never paid dividends on its ordinary shares and accordingly the dividend yield percentage is zero for all periods.

Risk-Free Interest Rate—The Company bases the risk-free interest rate used in the Black-Scholes valuation method on the implied yield currently available on U.S. Treasury constant maturities issued with a term equivalent to the expected term of the option.

There were no options granted under the 2010 Plan during fiscal years 2017 and 2016. The fair value of the Company's share options granted to employees for fiscal year 2015 was estimated using the following weighted-average assumptions:

Fiscal Year Ended March 31, 2015 Expected term 6.3 years Expected volatility 46.9% Expected dividends 0.0% Risk-free interest rate 2.3% Weighted-average fair value $4.85

Determining Fair Value - Share bonus awards with service and market conditions

Valuation and Amortization Method—The Company estimates the fair value of share bonus awards granted under the 2010 Plan whereby vesting is contingent on meeting certain market conditions using Monte Carlo simulation. This fair value is then amortized on a straight-line basis over the vesting period, which is the service period.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Expected volatility of Flex—Volatility used in a Monte Carlo simulation is derived from the historical volatility of Flex's stock price over a period equal to the service period of the share bonus awards granted. The service period is three years for those share bonus awards granted in fiscal years 2017, 2016 and 2015.

Average peer volatility—Volatility used in a Monte Carlo simulation is derived from the historical volatilities of both the Standard and Poor's ("S&P") 500 index and components of an extended Electronics Manufacturing Services ("EMS") group, comprised of global competitors of the Company within the same industry, for the share bonus awards granted in fiscal years 2017, 2016 and 2015.

Average Peer Correlation—Correlation coefficients were used to model the movement of Flex's stock price relative to both the S&P 500 index and peers in the extended EMS group for the share bonus awards granted in fiscal years 2017, 2016 and 2015.

Expected Dividend and Risk-Free Interest Rate assumptions—Same methodology as discussed above.

The fair value of the Company's share-bonus awards under the 2010 Plan, whereby vesting is contingent on meeting certain market conditions, for fiscal years 2017, 2016 and 2015 was estimated using the following weighted-average assumptions:

Fiscal Year Ended March 31, 2017 2016 2015 Expected volatility 25.8% 26.0% 29.4% Average peer volatility 25.1% 23.0% 25.9% Average peer correlation 0.6 0.6 0.6 Expected dividends 0.0% 0.0% 0.0% Risk-free interest rate 0.9% 1.2% 0.9%

Share-Based Awards Activity

The following is a summary of option activity for the Company's 2010 Plan ("Price" reflects the weighted-average exercise price):

Fiscal Year Ended March 31, 2017 2016 2015

Options Price Options Price Options Price Outstanding, beginning of fiscal year 2,369,636 $ 8.31 15,992,894 $ 7.81 23,612,872 $ 8.57 Granted — — — — 15,000 11.11 Exercised (1,573,356) 6.89 (10,006,774) 6.10 (3,600,900) 6.53 Forfeited (653,953) 12.39 (3,616,484) 12.23 (4,034,078) 13.17 Outstanding, end of fiscal year 142,327 $ 8.97 2,369,636 $ 8.31 15,992,894 $ 7.81 Options exercisable, end of fiscal year 138,950 $ 8.93 2,359,527 $ 8.30 15,959,173 $ 7.81

The aggregate intrinsic value of options exercised under the Company's 2010 Plan (calculated as the difference between the exercise price of the underlying award and the price of the Company's ordinary shares determined as of the time of option exercise for options exercised in-the-money) was $9.3 million, $55.3 million and $16.3 million during fiscal years 2017, 2016 and 2015, respectively.

Cash received from option exercises under the 2010 Plan was $10.9 million, $61.1 million and $23.5 million for fiscal years 2017, 2016 and 2015, respectively.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The following table presents the composition of options outstanding and exercisable under the 2010 Plan as of March 31, 2017:

Options Outstanding Options Exercisable Weighted Weighted Average Average Remaining Weighted Remaining Weighted Number of Contractual Average Number of Contractual Average Shares Life Exercise Shares Life Exercise Range of Exercise Prices Outstanding (In Years) Price Exercisable (In Years) Price $3.39 - $5.75 15,759 0.42 $ 5.03 15,759 0.42 $ 5.03 $5.87 - $7.07 11,003 1.43 6.63 11,003 1.43 6.63 $7.08 - $10.59 62,564 0.97 8.16 62,564 0.97 8.16 $10.67 - $11.41 45,501 1.14 11.16 42,124 0.91 11.16 $11.53 - $13.98 7,500 0.61 12.47 7,500 0.61 12.47 $3.39 - $13.98 142,327 0.99 $ 8.97 138,950 0.91 $ 8.93 Options vested and expected to vest 142,014 0.98 $ 8.97

As of March 31, 2017 the aggregate intrinsic value for options outstanding, options vested and expected to vest, and options exercisable under the Company's 2010 Plan, was $1.2 million, respectively. The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the quoted price of the Company's ordinary shares as of March 31, 2017 for the approximately 0.2 million options that were in-the-money at March 31, 2017.

The following table summarizes the Company's share bonus award activity under the 2010 Plan ("Price" reflects the weighted-average grant-date fair value):

Fiscal Year Ended March 31, 2017 2016 2015

Shares Price Shares Price Shares Price Unvested share bonus awards outstanding, beginning of fiscal year 17,000,076 $ 10.77 18,993,252 $ 9.01 21,848,120 $ 7.32 Granted (1) 6,578,366 13.46 7,619,722 12.23 6,963,125 11.75 Vested (1) (6,922,946) 9.44 (8,529,378) 7.93 (7,246,056) 6.97 Forfeited (956,914) 11.20 (1,083,520) 9.67 (2,571,937) 7.70 Unvested share bonus awards outstanding, end of fiscal year 15,698,582 $ 12.44 17,000,076 $ 10.77 18,993,252 $ 9.01

(1) Excluded from the fiscal year 2017 amounts are 1.7 million of share bonus awards representing the number of awards achieved above target levels based on the achievement of certain market conditions, as further described in the table below. These awards were issued and immediately vested in accordance with the terms and conditions of the underlying awards. Of the 6.6 million unvested share bonus awards granted under the 2010 Plan in fiscal year 2017, approximately 5.7 million unvested share bonus awards have an average grant date price of $13.09 per share. Further, approximately 0.2 million of these unvested share bonus awards have an average grant date price of $12.82 per share and represents the target amount of grants made to certain executive officers whereby vesting is contingent on meeting certain free cash flow targets. These awards cliff vest after three years and will ultimately pay out over a range from zero up to a maximum of 0.4 million of the target payment based on a measurement of cumulative three-year increase of free cash flow from operations of the Company.

Further, 0.7 million of these unvested share bonus awards granted in fiscal year 2017 represents the target amount of grants made to certain key employees whereby vesting is contingent on certain market conditions. The average grant date fair value of these awards contingent on certain market conditions was estimated to be $17.57 per award and was calculated using a Monte Carlo simulation. Vesting information of these shares are further detailed in the table below.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Of the 15.7 million unvested share bonus awards outstanding under the 2010 Plan as of the fiscal year ended 2017, approximately 2.1 million of unvested share bonus awards under the 2010 Plan represents the target amount of grants made to certain key employees whereby vesting is contingent on meeting certain market conditions summarized as follows:

Targeted number of Average Range of shares awards as of grant date that may be issued March 31, 2017 fair value Year of grant (in shares) (per share) Market condition Minimum Maximum Assessment dates Fiscal 2017 722,213 $ 17.57 Vesting ranges from zero to 200% based on measurement of — 1,444,426 May 2019 Flex's total shareholder return against both the Standard and Poor's ("S&P") 500 Composite Index and an Extended Electronics Manufacturing Services ("EMS") Group Index. Fiscal 2016 712,977 $ 14.96 Vesting ranges from zero to 200% based on measurement of — 1,425,954 May 2018 Flex's total shareholder return against both the S&P 500 Composite Index and an EMS Group Index. Fiscal 2015 686,520 $ 14.77 Vesting ranges from zero to 200% based on measurement of — 1,373,040 May 2017 Flex's total shareholder return against both the S&P 500 Composite Index and an EMS Group Index. Totals 2,121,710 4,243,420

The Company will recognize share-based compensation expense for awards with market conditions regardless of whether such awards will ultimately vest. During fiscal year 2017, 3.5 million shares vested in connection with the share bonus awards with market conditions granted in fiscal year 2014.

The total intrinsic value of share bonus awards vested under the Company's 2010 Plan was $109.5 million, $103.2 million and $79.0 million during fiscal years 2017, 2016 and 2015, respectively, based on the closing price of the Company's ordinary shares on the date vested.

The 2014 NEXTracker Equity Incentive Plan

All shares previously granted under the NEXTracker plan are the result of the Company's conversion of all outstanding, unvested shares of NEXTracker into unvested shares of the Company, as part of the acquisition. Therefore, no additional share options or share bonus awards were granted by the Company during fiscal year 2017.

Options issued to employees under the NEXTracker Plan generally have a vesting period of two to four years from vesting commencement date and expire ten years from the date of grant.

The exercise price of options granted to employees was determined by the Company based on a conversion rate agreed upon in the purchase agreement of NEXTracker.

As of March 31, 2017, the total unrecognized compensation cost related to unvested share options granted to employees under the NEXTracker Plan was $8.7 million and will be amortized on a straight-line basis over a weighted-average period of approximately 1.8 years.

Share bonus awards issued to employees under the NEXTracker Plan vest in installments over a three to five-year period from vesting commencement date, and unvested share bonus awards are forfeited upon termination of employment. Vesting for

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certain of these share bonus awards is contingent on meeting certain performance targets over a three-year period commencing October 1, 2015.

As of March 31, 2017, the total unrecognized compensation cost related to unvested share bonus awards granted to employees under the NEXTracker Plan was approximately $11.0 million and will be amortized generally on a straight-line basis over a weighted-average period of approximately 1.5 years.

Determining Fair Value

As noted above, there were no options granted under the NEXTracker Plan during fiscal year 2017. The fair value of the Company's share options granted to employees under the NEXTracker Plan for fiscal year 2016 was estimated using the following weighted-average assumptions:

Fiscal Year Ended March 31, 2016 Expected term 2.9 years Expected volatility 28.8% Expected dividends 0.0% Risk-free interest rate 0.9% Weighted-average fair value $7.76

Share-Based Awards Activity

The following is a summary of option activity for the NEXTracker Plan ("Price" reflects the weighted-average exercise price):

Fiscal Year Ended March 31, 2017 2016 Options Price Options Price Outstanding, beginning of fiscal year 2,741,854 $ 3.44 — $ — Granted — — 3,205,806 3.28 Exercised (709,845) 2.24 (237,380) 0.99 Forfeited (395,993) 4.64 (226,572) 3.75 Outstanding, end of fiscal year 1,636,016 $ 3.61 2,741,854 $ 3.44 Options exercisable, end of fiscal year 369,015 $ 5.00 223,869 $ 4.95

The aggregate intrinsic value of options exercised under the NEXTracker plan (calculated as the difference between the exercise price of the underlying award and the price of the Company's ordinary shares determined as of the time of option exercise for options exercised in-the-money) was $8.0 million and $2.3 million as of March 31, 2017 and 2016, respectively.

Cash received from option exercises under the NEXTracker Plan was $1.6 million and $0.2 million for fiscal year 2017 and 2016, respectively.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The following table presents the composition of options outstanding and exercisable under the NEXTracker Plan as of March 31, 2017:

Options Outstanding Options Exercisable Weighted Weighted Average Average Remaining Weighted Remaining Weighted Number of Contractual Average Number of Contractual Average Shares Life Exercise Shares Life Exercise Range of Exercise Prices Outstanding (In Years) Price Exercisable (In Years) Price $0.08 - $5.24 1,223,059 8.50 $ 1.30 229,584 8.50 $ 1.70 $5.25 - $10.65 412,957 8.50 10.65 139,431 8.50 10.65 $0.08 - $10.65 1,636,016 8.50 $ 3.61 369,015 8.50 $ 5.00

Options vested and expected to vest 1,636,016 8.50 $ 3.61

As of March 31, 2017 the aggregate intrinsic value for options outstanding, options vested and expected to vest, and options exercisable under the Company's NEXTracker Plan, were $22.2 million, $22.2 million, and $4.5 million, respectively. The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the quoted price of the Company's ordinary shares as of March 31, 2017 for the approximately 1.6 million options under the NEXTracker Plan that were in-the-money at March 31, 2017.

The following table summarizes the Company's share bonus award activity under the NEXTracker Plan ("Price" reflects the weighted-average grant-date fair value):

Fiscal Year Ended March 31, 2017 2016 Shares Price Shares Price Unvested share bonus awards outstanding, beginning of fiscal year 2,309,096 $ 10.27 — $ — Granted — — 2,393,195 10.27 Vested (705,738) 10.19 (31,925) 10.27 Forfeited (59,921) 10.27 (52,174) 10.27 Unvested share bonus awards outstanding, end of fiscal year 1,543,437 $ 10.23 2,309,096 $ 10.27

The total intrinsic value of share bonus awards vested under the Company's NEXTracker Plan was $9.6 million during fiscal year 2017, based on the closing price of the Company's ordinary shares on the date vested.

The BrightBox Technologies 2013 Plan

During fiscal year 2017, the Company granted 0.2 million share options under the BrightBox Plan, at an average grant date fair value price of $11.99 per share, and with a vesting period of three years from the vesting commencement date. All shares granted under the BrightBox plan are the result of the Company's conversion of all outstanding, unvested shares of BrightBox into unvested shares of the Company, as part of the acquisition. No additional grants will be made out of this plan in the future.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

As of March 31, 2017, total unrecognized compensation expense related to share options under the BrightBox Plan is $1.4 million, and will be recognized over a weighted-average remaining vesting period of 2.1 years. As of March 31, 2017, the number of options outstanding was 0.2 million, at a weighted-average exercise price of $0.51 per share. No options under this plan were exercisable as of March 31, 2017. The 2013 Equity Incentive Plan of Elementum SCM (Cayman) Ltd.

As of March 31, 2017 Elementum had approximately 0.1 million shares available for future grants under the 2013 Elementum Plan. Options to purchase shares in Elementum issued to employees under the Elementum Plan have a vesting period of two to four years and expire ten years from the grant date. As of March 31, 2017 there were 33.6 million of options outstanding at a weighted average exercise price of $0.39 per option. Cash received from option exercises under the Elementum Plan was $0.6 million for fiscal year 2017. Total unrecognized compensation expenses relating to stock options granted to certain employees under the Elementum Plan as of March 31, 2017 is $5.7 million, and will be recognized over a weighted average period of 2.6 years.

4. EARNINGS PER SHARE

Basic earnings per share excludes dilution and is computed by dividing net income by the weighted-average number of ordinary shares outstanding during the applicable periods.

Diluted earnings per share reflects the potential dilution from stock options and share bonus awards. The potential dilution from stock options exercisable into ordinary share equivalents and share bonus awards was computed using the treasury stock method based on the average fair market value of the Company's ordinary shares for the period.

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

Fiscal Year Ended March 31, 2017 2016 2015 (In thousands, except per share amounts) Basic earnings per share: Net income $ 319,564 $ 444,081 $ 600,801 Shares used in computation: Weighted-average ordinary shares outstanding 540,503 557,667 579,981 Basic earnings per share $ 0.59 $ 0.80 $ 1.04

Diluted earnings per share: Net income $ 319,564 $ 444,081 $ 600,801 Shares used in computation: Weighted-average ordinary shares outstanding 540,503 557,667 579,981 Weighted-average ordinary share equivalents from stock options and awards (1) 5,717 7,202 11,575 Weighted-average ordinary shares and ordinary share equivalents outstanding 546,220 564,869 591,556 Diluted earnings per share $ 0.59 $ 0.79 $ 1.02

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(1) Options to purchase ordinary shares of 0.5 million, 2.0 million and 6.2 million during fiscal years 2017, 2016 and 2015, respectively, and share bonus awards of less than 0.1 million during fiscal year 2017 and 2015, respectively, were excluded from the computation of diluted earnings per share due to their anti-dilutive impact on the weighted average ordinary shares equivalents. There were no anti-dilutive share bonus awards in fiscal year 2016.

5. NONCONTROLLING INTERESTS

During fiscal year 2014, a previously wholly-owned subsidiary of the Company issued a noncontrolling equity interest to certain third party investors for an ownership interest of less than 20% of the outstanding shares in the subsidiary. During fiscal year 2017, this subsidiary received $9.3 million in exchange for an additional noncontrolling equity interest from certain third party investors. The outstanding shares held by the third party investors in this subsidiary remained below 20%. The Company continues to own a majority of the subsidiary's outstanding equity and controls its board of directors. Accordingly, the consolidated financial statements include the financial position and results of operations of this subsidiary as of March 31, 2017 and for the year then ended.

The Company has recognized the carrying value of the noncontrolling interest as a component of total shareholders' equity. The noncontrolling interest in the operating losses of the subsidiary were $8.5 million, $6.7 million, and $4.3 million for fiscal years 2017, 2016 and 2015, respectively, and were classified as a component of interest and other, net, in the Company's consolidated statements of operations.

6. SUPPLEMENTAL CASH FLOW DISCLOSURES

The following table represents supplemental cash flow disclosures and non-cash investing and financing activities:

Fiscal Year Ended March 31, 2017 2016 2015 (In thousands) Net cash paid for: Interest $ 127,346 $ 114,578 $ 87,179 Income taxes $ 86,651 $ 105,453 $ 70,621 Non-cash investing and financing activity: Unpaid purchases of property and equipment $ 84,375 $ 93,310 $ 115,757 Customer-related third party banking institution equipment financing net settlement $ 90,576 $ — $ —

7. BANK BORROWINGS AND LONG-TERM DEBT

Bank borrowings and long-term debt are as follows:

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The weighted-average interest rates for the Company's long-term debt were 3.5% as of March 31, 2017 and 2016.

Repayments of the Company's long-term debt are as follows:

Fiscal Year Ending March 31, Amount (In thousands) 2018 $ 63,887 2019 475,092 2020 517,592 2021 65,232 2022 746,420 Thereafter 1,099,927 Total $ 2,968,150

Term Loan due November 2021

In August 2013, the Company entered into a $600 million term loan agreement due August 2018. In November 2016, the Company entered into a new arrangement to extend the maturity date of the agreement from August 30, 2018 to November 30, 2021, and borrowed an incremental amount of $130 million under this term loan, thereby increasing the total amount under the term loan to $700 million. This loan is repayable in quarterly installments of $4.1 million, which will commence October 31, 2017 and continue through September 30, 2021, with the remaining amount due at maturity.

Borrowings under this term loan bear interest, at the Company's option, either at (i) LIBOR plus the applicable margin for LIBOR loans ranging between 1.125% and 2.125%, based on the Company's credit ratings or (ii) the base rate (the greatest of the prime rate in effect on each day as published in The Wall Street Journal, the federal funds rate plus 0.5% and LIBOR for a one- month interest period plus 1.00%) plus an applicable margin ranging between 0.125% and 1.125%, based on the Company's credit rating.

This term loan is unsecured, and contains customary restrictions on the Company's and its subsidiaries' ability to (i) incur certain debt, (ii) make certain investments, (iii) make certain acquisitions of other entities, (iv) incur liens, (v) dispose of assets, (vi) make non-cash distributions to shareholders, and (vii) engage in transactions with affiliates. These covenants are subject to a number of exceptions and limitations. This term loan agreement also requires that the Company maintain a maximum ratio of total indebtedness to EBITDA (earnings before interest expense, taxes, depreciation and amortization), and a minimum interest coverage ratio, as defined therein, during its term; provided that the requirement to maintain the minimum interest coverage ratio may be suspended in certain circumstances. As of March 31, 2017, the Company was in compliance with the covenants under this term loan agreement.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Term Loan Agreement due March 2019 and Revolving Line of Credit

As of March 31, 2017, the Company has a $2.1 billion credit facility ("Credit Facility") consisting of a $1.5 billion revolving credit facility and a $600.0 million term loan, which is due to expire in March 2019. Quarterly repayments of principal under this term loan are $11.3 million with the remainder due upon maturity.

Borrowings under this facility bear interest, at the Company's option, either at (i) LIBOR plus the applicable margin for LIBOR loans ranging between 1.125% and 2.125%, based on the Company's credit ratings or (ii) the base rate (the greatest of the agent's prime rate, the federal funds rate plus 0.50% and LIBOR for a one-month interest period plus 1.00%) plus an applicable margin ranging between 0.125% and 1.125%, based on the Company's credit rating. The Company is required to pay a quarterly commitment fee ranging between 0.15% and 0.40% per annum on the daily unused amount of the $1.5 billion Revolving Credit Facility based on the Company's credit rating.

This Credit Facility is unsecured, and contains customary restrictions on the Company's and its subsidiaries' ability to (i) incur certain debt, (ii) make certain investments, (iii) make certain acquisitions of other entities, (iv) incur liens, (v) dispose of assets, (vi) make non-cash distributions to shareholders, and (vii) engage in transactions with affiliates. These covenants are subject to a number of exceptions and limitations. This Credit Facility also requires that the Company maintain a maximum ratio of total indebtedness to EBITDA (earnings before interest expense, taxes, depreciation and amortization), and a minimum interest coverage ratio, as defined therein, during its term. As of March 31, 2017, the Company was in compliance with the covenants under this loan agreement.

Notes due February 2020 and February 2023

In February 2013, the Company issued $500.0 million of 4.625% Notes due February 15, 2020 and $500.0 million of 5.000% Notes due February 15, 2023 (collectively the "Notes") in a private offering pursuant to Rule 144A and Regulation S under the Securities Act. In July 2013, the Company exchanged these notes for new notes with substantially similar terms and completed the registration of these notes with the Securities and Exchange Commission. The Company received net proceeds of approximately $990.6 million from the issuance and used those proceeds, together with $9.4 million of cash on hand, to repay $1.0 billion of outstanding borrowings under its previous term loan that was due October 2014.

The indenture governing the Notes contains covenants that, among other things, restrict the ability of the Company and certain of the Company's subsidiaries to create liens; enter into sale- leaseback transactions; create, incur, issue, assume or guarantee any funded debt; and consolidate or merge with, or convey, transfer or lease all or substantially all of the Company's assets to, another person. These covenants are subject to a number of significant limitations and exceptions set forth in the indenture. The indenture also provides for customary events of default, including, but not limited to, cross defaults to certain specified other debt of the Company and its subsidiaries. In the case of an event of default arising from specified events of bankruptcy or insolvency, all outstanding Notes will become due and payable immediately without further action or notice. If any other event of default under the indenture occurs or is continuing, the applicable trustee or holders of at least 25% in aggregate principal amount of the then outstanding Notes may declare all of the Notes to be due and payable immediately. As of March 31, 2017, the Company was in compliance with the covenants in the indenture governing the Notes.

Notes due June 2025

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used for general corporate purposes. During January 2016, the Company exchanged these notes for new notes with substantially similar terms and completed the registration of these notes with the Securities and Exchange Commission.

The Company incurred approximately $7.9 million of costs in conjunction with the issuance of the 2025 Notes. The issuance costs were capitalized and presented on the balance sheet as a direct deduction from the carrying amount of the Notes.

At any time prior to March 15, 2025, the Company may redeem some or all of the 2025 Notes at a redemption price equal to 100% of the principal amount of the 2025 Notes redeemed, plus an applicable premium and accrued and unpaid interest, if any, to the applicable redemption date. Upon the occurrence of a change of control repurchase event (as defined in the 2025 Notes indenture), the Company must offer to repurchase the 2025 Notes at a repurchase price equal to 101% of the principal amount of the 2025 Notes repurchased, plus accrued and unpaid interest, if any, to the applicable repurchase date.

The indenture governing the 2025 Notes contains covenants that, among other things, restrict the ability of the Company and certain of the Company's subsidiaries to create liens; enter into sale-leaseback transactions; create, incur, issue, assume or guarantee any funded debt; and consolidate or merge with, or convey, transfer or lease all or substantially all of the Company's assets to, another person, or permit any other person to consolidate, merge, combine or amalgamate with or into the Company. These covenants are subject to a number of significant limitations and exceptions set forth in the indenture. The indenture also provides for customary events of default, including, but not limited to, cross defaults to certain specified other debt of the Company and its subsidiaries. In the case of an event of default arising from specified events of bankruptcy or insolvency, all outstanding 2025 Notes will become due and payable immediately without further action or notice. If any other event of default under the agreement occurs or is continuing, the applicable trustee or holders of at least 25% in aggregate principal amount of the then outstanding 2025 Notes may declare all of the 2025 Notes to be due and payable immediately, but upon certain conditions such declaration and its consequences may be rescinded and annulled by the holders of a majority in principal amount of the 2025 Notes. As of March 31, 2017, the Company was in compliance with the covenants in the indenture governing the 2025 Notes.

Other Credit Lines In January 2017, the Company borrowed €100 million (approximately $107.4 million as of March 31, 2017), under a 5-year, term-loan agreement due January 2, 2022. Borrowings under this term loan bear interest at EURIBOR plus the applicable margin ranging between 0.40% and 1.35%, based on the Company's credit ratings. The loan is repayable upon maturity.

In October 2015, the Company borrowed €50 million (approximately $53.7 million as of March 31, 2017), under a 5-year, term-loan agreement due September 30, 2020. Borrowings under this term loan bear interest at EURIBOR plus the applicable margin ranging between 0.80% and 2.00%, based on the Company’s credit ratings. The loan is repayable beginning December 30, 2016 in quarterly payments of €312,500 through June 30, 2020 with the remainder due upon maturity.

These term loans are unsecured, and are guaranteed by the Company. These term loan agreements contain customary restrictions on the Company's and its subsidiaries' ability to (i) incur certain debt, (ii) make certain investments, (iii) make certain acquisitions of other entities, (iv) incur liens, (v) dispose of assets, (vi) make non-cash distributions to shareholders, and (vii) engage in transactions with affiliates. These covenants are subject to a number of exceptions and limitations. These term loan agreements also require that the Company maintain a maximum ratio of total indebtedness to EBITDA (earnings before interest expense, taxes, depreciation and amortization), and a minimum interest coverage ratio, as defined therein, during their terms. As of March 31, 2017, the Company was in compliance with the covenants under these term loan agreements. As of March 31, 2017, the Company and certain of its subsidiaries had various uncommitted revolving credit facilities, lines of credit and other credit facilities in the amount of $162.6 million in the aggregate. There were no borrowings outstanding under these facilities as of March 31, 2017 and 2016. These unsecured credit facilities, and lines of credit and other credit facilities bear annual interest at the respective country's inter-bank offering rate, plus an applicable margin, and generally have maturities that expire on various dates in future fiscal years.

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8. FINANCIAL INSTRUMENTS

Foreign Currency Contracts

The Company transacts business in various foreign countries and is therefore, exposed to foreign currency exchange rate risk inherent in forecasted sales, cost of sales, and monetary assets and liabilities denominated in non-functional currencies. The Company has established risk management programs to protect against volatility in the value of non-functional currency denominated monetary assets and liabilities, and of future cash flows caused by changes in foreign currency exchange rates. The Company tries to maintain a partial or fully hedged position for certain transaction exposures, which are primarily, but not limited to, revenues, customer and vendor payments and inter-company balances in currencies other than the functional currency unit of the operating entity. The Company enters into short-term foreign currency forward and swap contracts to hedge only those currency exposures associated with certain assets and liabilities, primarily accounts receivable and accounts payable, and cash flows denominated in non-functional currencies. Gains and losses on the Company's forward and swap contracts are designed to offset losses and gains on the assets, liabilities and transactions hedged, and accordingly, generally do not subject the Company to risk of significant accounting losses. The Company hedges committed exposures and does not engage in speculative transactions. The credit risk of these forward and swap contracts is minimized since the contracts are with large financial institutions and accordingly, fair value adjustments related to the credit risk of the counterparty financial institution were not material.

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As of March 31, 2017, the aggregate notional amount of the Company's outstanding foreign currency forward and swap contracts was $4.1 billion as summarized below:

Foreign Currency Notional Contract Amount Value in USD Currency Buy Sell Buy Sell (In thousands) Cash Flow Hedges CNY 1,309,000 — $ 189,974 $ — EUR 27,830 64,132 29,915 71,796 HUF 13,800,000 — 47,935 — ILS 70,481 — 19,438 — INR 1,389,587 — 20,300 — MXN 2,133,500 — 113,198 — MYR 167,000 11,300 37,791 2,557 RON 114,780 — 27,083 — Other N/A N/A 32,735 8,915 518,369 83,268 Other Forward/Swap Contracts BRL — 543,000 — 174,078 CHF 9,446 33,920 9,472 34,015 CNY 1,877,296 — 271,571 — DKK 179,400 157,200 25,917 22,710 EUR 909,291 1,058,540 976,028 1,136,862 GBP 36,129 65,154 44,835 80,808 HUF 18,026,924 15,105,152 62,617 52,468 ILS 105,100 91,660 28,985 25,279 INR 5,200,000 19,528 80,160 300 MXN 2,166,702 686,447 114,930 36,421 MYR 331,628 44,500 75,046 10,070 PLN 118,139 62,613 30,044 15,923 RON 73,252 61,526 17,284 14,517 SEK 159,766 190,198 17,929 21,402 SGD 42,147 3,019 30,206 2,164 Other N/A N/A 30,361 39,390 1,815,385 1,666,407 Total Notional Contract Value in USD $ 2,333,754 $ 1,749,675

As of March 31, 2017 and 2016, the fair value of the Company's short-term foreign currency contracts was included in other current assets or other current liabilities, as applicable, in the consolidated balance sheets. Certain of these contracts are designed to economically hedge the Company's exposure to monetary assets and liabilities denominated in non-functional currencies and are not accounted for as hedges under the accounting standards. Accordingly, changes in fair value of these instruments are recognized in earnings during the period of change as a component of interest and other, net in the consolidated statements of operations. As of March 31, 2017 and 2016, the Company also has included net deferred gains and losses, in accumulated other comprehensive loss, a component of shareholders' equity in the consolidated balance sheets, relating to changes in fair value of its foreign currency contracts that are accounted for as cash flow hedges. Deferred gains totaled $10.6

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million as of March 31, 2017, and are expected to be recognized primarily as a component of cost of sales in the consolidated statement of operations over the next twelve-month period. The gains and losses recognized in earnings due to hedge ineffectiveness were not material for all fiscal years presented and are included as a component of interest and other, net in the consolidated statements of operations.

The following table presents the fair value of the Company's derivative instruments utilized for foreign currency risk management purposes at March 31, 2017 and 2016:

Fair Values of Derivative Instruments Asset Derivatives Liability Derivatives Fair Value Fair Value Balance Sheet March 31, March 31, Balance Sheet March 31, March 31, Location 2017 2016 Location 2017 2016 (In thousands) Derivatives designated as hedging instruments Foreign currency contracts Other current assets $ 11,936 $ 5,510 Other current liabilities $ 1,814 $ 2,446 Derivatives not designated as hedging instruments Foreign currency contracts Other current assets $ 10,086 $ 17,138 Other current liabilities $ 9,928 $ 18,645

The Company has financial instruments subject to master netting arrangements, which provides for the net settlement of all contracts with the counterparty upon maturity. 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 consolidated balance sheets. The impact of netting derivative assets and liabilities is not material to the Company's financial position for any of the periods presented.

9. ACCUMULATED OTHER COMPREHENSIVE LOSS

The changes in accumulated other comprehensive loss by component, net of tax, during fiscal years ended March 31, 2017, 2016 and 2015 are as follows:

Fiscal Year Ended March 31, 2017 Unrealized loss on derivative Foreign currency instruments and translation other adjustments Total (In thousands) Beginning balance $ (41,522) $ (94,393) $ (135,915) Other comprehensive gain (loss) before reclassifications 6,925 (1,198) 5,727 Net (gains) losses reclassified from accumulated other comprehensive loss 2,171 (126) 2,045 Net current-period other comprehensive (gain) loss 9,096 (1,324) 7,772 Ending balance $ (32,426) $ (95,717) $ (128,143)

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Fiscal Year Ended March 31, 2016 Unrealized loss on derivative Foreign currency instruments and translation other adjustments Total (In thousands) Beginning balance $ (68,266) $ (112,239) $ (180,505) Other comprehensive loss before reclassifications (2,199) (3,145) (5,344) Net losses reclassified from accumulated other comprehensive loss 28,943 20,991 49,934 Net current-period other comprehensive gain 26,744 17,846 44,590 Ending balance $ (41,522) $ (94,393) $ (135,915)

Fiscal Year Ended March 31, 2015 Unrealized loss on derivative Foreign currency instruments and translation other adjustments Total (In thousands) Beginning balance $ (32,849) $ (93,307) $ (126,156) Other comprehensive loss before reclassifications (76,470) (9,318) (85,788) Net (gains) losses reclassified from accumulated other comprehensive loss 41,053 (9,614) 31,439 Net current-period other comprehensive loss (35,417) (18,932) (54,349) Ending balance $ (68,266) $ (112,239) $ (180,505)

Net (gains) losses reclassified from accumulated other comprehensive loss were immaterial during fiscal year 2017.

During fiscal year 2016, the Company recognized a loss of $26.8 million in connection with the disposition of a non-strategic Western European manufacturing facility, which included a $25.3 million cumulative foreign currency translation loss. This loss was offset by the release of certain cumulative foreign currency translation gains of $4.2 million, which has been reclassified from accumulated other comprehensive loss during the period and is included in other charges (income), net in consolidated statement of operations.

During fiscal year 2015, 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 consolidated statement of operations.

10. TRADE RECEIVABLES SECURITIZATION

The Company sells trade receivables under two asset-backed securitization programs and 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

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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 $850.0 million for the Global Program, of which $750.0 million is committed and $100.0 million is uncommitted, and $250.0 million for the North American Program, of which $210.0 million is committed and $40.0 million is uncommitted. 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 fiscal years ended March 31, 2017, 2016 and 2015 were not material and are included in interest and other, net within the 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 or liabilities are recognized.

As of March 31, 2017 and 2016, the accounts receivable balances that were sold under the ABS Programs were removed from the consolidated balance sheets and the net cash proceeds received by the Company during fiscal years ended March 31, 2017, 2016 and 2015 were included as cash provided by operating activities in the consolidated statements of cash flows.

As of March 31, 2017, approximately $1.5 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 $1.0 billion and deferred purchase price receivables of $506.5 million. As of March 31, 2016, approximately $1.4 billion of accounts receivable had been sold to the special purpose entities for which the Company had received net cash proceeds of $880.8 million and deferred purchase price receivables of $501.1 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 March 31, 2017 and 2016, 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 consolidated statements of operations. Refer to note 16 for more details.

For the fiscal years ended March 31, 2017, 2016 and 2015, cash flows from sales of receivables under the ABS Programs consisted of approximately $5.7 billion, $5.2 billion and $4.3 billion, respectively, for transfers of receivables (of which approximately $0.4 billion for both fiscal years 2017 and 2016, and $0.3 billion for fiscal year 2015, 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 during the fiscal years ended March 31, 2017 and 2016:

As of March 31, 2017 2016 (In thousands) Beginning balance $ 501,097 $ 600,672 Transfers of receivables 3,254,849 3,475,400 Collections (3,249,424) (3,574,975) Ending balance $ 506,522 $ 501,097

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 $225.2 million and $339.4 million as of March 31, 2017 and 2016, respectively. For the years ended March 31, 2017, 2016 and 2015, total accounts receivables sold to certain third party banking

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institutions was approximately $1.3 billion, $2.3 billion and $4.2 billion, respectively. The receivables that were sold were removed from the consolidated balance sheets and were reflected as cash provided by operating activities in the consolidated statements of cash flows.

11. 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 included in other noncurrent assets on the consolidated balance sheets and 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.

During fiscal year 2016, the Company accrued $84.3 million of contingent consideration, of which $81.0 million related to the acquisition of NEXTracker on the date of acquisition. The Company reduced the accrual by $19.0 million for a contractual release from the obligation executed subsequent to the acquisition during fiscal year 2016. Upon achievement of targets established in the NEXTracker purchase agreement, the Company paid $40.6 million of the total contingent consideration during fiscal year 2017. This payment is included in other financing activities, net, in the condensed consolidated statements of cash flows.

The fair value of the liability was estimated using a simulation-based measurement technique with significant inputs that are not observable in the market and thus represents a level 3 fair value measurement. The significant inputs in the fair value measurement not supported by market activity included the Company's probability assessments of expected future revenue during the earn-out period and associated volatility, appropriately discounted considering the uncertainties associated with the

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obligation, and calculated in accordance with the terms of the merger agreement. Significant decreases in expected revenue during the earn-out period, or significant increases in the discount rate or volatility in isolation would result in lower fair value estimates. The interrelationship between these inputs is not considered significant.

The following table summarizes the activities related to contingent consideration:

As of March 31, 2017 2016 (In thousands) Beginning balance $ 73,423 $ 4,500 Additions to accrual — 84,261 Payments and settlements (44,912) (19,008) Fair value adjustments (6,085) 3,670 Ending balance $ 22,426 $ 73,423

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, their fair value approximates carrying value. Significant increases in either of the significant unobservable inputs (credit spread or risk free interest rate) in isolation would result in lower fair value estimates, however the impact is insignificant. The interrelationship between these inputs is also insignificant. Refer to note 10 for a reconciliation of the change in the deferred purchase price receivable.

There were no transfers between levels in the fair value hierarchy during fiscal years 2017 and 2016.

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 as of March 31, 2017 and 2016:

Fair Value Measurements as of March 31, 2017 Level 1 Level 2 Level 3 Total (In thousands) Assets: Money market funds and time deposits (Note 2) $ — $ 1,066,841 $ — $ 1,066,841 Deferred purchase price receivable (Note 10) — — 506,522 506,522 Foreign exchange forward contracts (Note 8) — 22,022 — 22,022 Deferred compensation plan assets: Mutual funds, money market accounts and equity securities 7,062 52,680 — 59,742 Liabilities: Foreign exchange forward contracts (Note 8) $ — $ (11,742) $ — $ (11,742) Contingent consideration in connection with acquisitions — — (22,426) (22,426)

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Fair Value Measurements as of March 31, 2016 Level 1 Level 2 Level 3 Total (In thousands) Assets: Money market funds and time deposits (Note 2) $ — $ 1,074,132 $ — $ 1,074,132 Deferred purchase price receivable (Note 10) — — 501,097 501,097 Foreign exchange forward contracts (Note 8) — 22,648 — 22,648 Deferred compensation plan assets: Mutual funds, money market accounts and equity securities 9,228 40,556 — 49,784 Liabilities: Foreign exchange forward contracts (Note 8) $ — $ (21,091) $ — $ (21,091) Contingent consideration in connection with acquisitions — — (73,423) (73,423)

Other financial instruments

The following table presents the Company's liabilities not carried at fair value as of March 31, 2017 and 2016:

As of March 31, 2017 As of March 31, 2016 Carrying Fair Carrying Fair Fair Value Amount Value Amount Value Hierarchy (In thousands) (In thousands) Term Loan, including current portion, due in installments through March 2019 $ 502,500 $ 503,756 $ 547,500 $ 542,709 Level 1 4.625% Notes due February 2020 500,000 526,255 500,000 524,735 Level 1 Term Loan, including current portion, due in installments through November 2021 700,000 699,566 577,500 573,533 Level 1 5.000% Notes due February 2023 500,000 534,820 500,000 507,500 Level 1 4.750% Notes due June 2025 595,979 633,114 595,589 604,926 Level 1 Total $ 2,798,479 $ 2,897,511 $ 2,720,589 $ 2,753,403

All Term Loans and Notes presented in the table above are valued based on broker trading prices in active markets.

The Company values its outstanding €100 million and €49.4 million (approximately $107.4 million and $53.0 million as of March 31, 2017), 5-year, unsecured, term-loans due January 2, 2022 and September 30, 2020, respectively, based on the current market rate, and as of March 31, 2017, the carrying amounts for each loan approximate fair value.

12. COMMITMENTS AND CONTINGENCIES

Commitments

Capital lease obligations of $19.1 million and $25.0 million, consisting of short-term obligations of $4.7 million and $6.6 million and long term obligations of $14.4 million and $18.4 million are included in current and non-current liabilities on the Company's balance sheets as of March 31, 2017 and 2016, respectively.

As of March 31, 2017 and 2016, the gross carrying amount and associated accumulated depreciation of the Company's property and equipment financed under capital leases, and the related obligations was not material. The Company also leases

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certain of its facilities and equipment under non-cancelable operating leases. These operating leases expire in various years through 2035 and require the following minimum lease payments:

Fiscal Year Ending March 31, Operating Lease (In thousands) 2018 $ 117,217 2019 92,542 2020 74,895 2021 51,493 2022 43,032 Thereafter 173,969 Total minimum lease payments $ 553,148

Total rent expense amounted to $124.7 million, $124.2 million and $133.1 million in fiscal years 2017, 2016 and 2015, respectively.

Litigation and other legal matters As discussed in note 2, on April 21, 2016, SunEdison, Inc. filed for protection under Chapter 11 of the U.S. Bankruptcy Code, no preference claims have been asserted against the Company and consideration has been given to the related contingencies based on the facts currently known to the Company. The Company is unable to reasonably estimate a loss or any range of possible loss. Further, the Company believes that it continues to have a number of affirmative and direct defenses to any potential claims for recovery and intends to vigorously defend any such claim, if asserted. An unfavorable resolution of this matter could be material to the Company’s results of operations, financial condition, or cash flows. One of the Company's Brazilian subsidiaries has received related assessments for certain sales and import taxes. The first two tax assessments were received in fiscal year 2014 and fiscal year 2016 relating to calendar year 2010 for an alleged total amount of 109 million Brazilian reals (approximately USD $35 million based on the exchange rate as of March 31, 2017). These two assessments are in various stages of the review process at the administrative level. During the third quarter of fiscal year 2017, the same Brazilian subsidiary received a third assessment related to calendar year 2011 taxes of an additional 181 million Brazilian reals (approximately USD $58 million based on the exchange rate as of March 31, 2017). The Company plans to continue to vigorously oppose all of these assessments, as well as any future assessments. The Company believes there is no legal basis for the alleged liabilities; however, due to the complexities and uncertainty surrounding the administrative review and judicial processes in Brazil and the nature of the claims, an adverse determination is reasonably possible. Due to the same considerations, it is not possible to estimate a loss or range of loss for these assessments or any future assessments that are reasonably possible. The Company does not expect final judicial determination on any of these claims for several years.

During fiscal year 2015, one of the Company's non-operating Brazilian subsidiaries received an assessment of approximately USD $100 million related to income and social contribution taxes, interest and penalties. During the first quarter of fiscal year 2017, the Company received a final favorable judgment in the judicial process reversing the assessment and the case is now closed. As the Company had previously determined there was no legal basis for the assessment, no adjustment was required to be recorded during fiscal year 2017.

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 consolidated balance sheets, would not be material to the financial statements as a whole.

13. INCOME TAXES

The domestic (Singapore) and foreign components of income before income taxes were comprised of the following:

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Fiscal Year Ended March 31, 2017 2016 2015 (In thousands) Domestic $ 435,709 $ 199,283 $ 67,482 Foreign (64,861) 255,392 603,173 Total $ 370,848 $ 454,675 $ 670,655

The provision for income taxes consisted of the following:

Fiscal Year Ended March 31, 2017 2016 2015 (In thousands) Current: Domestic $ 1,037 $ 56 $ 87 Foreign 71,773 74,706 129,863 72,810 74,762 129,950 Deferred: Domestic 350 3,779 (4,734) Foreign (21,876) (67,947) (55,362) (21,526) (64,168) (60,096) Provision for income taxes $ 51,284 $ 10,594 $ 69,854

The domestic statutory income tax rate was approximately 17.0% in fiscal years 2017, 2016 and 2015. The reconciliation of the income tax expense expected based on domestic statutory income tax rates to the expense for income taxes included in the consolidated statements of operations is as follows:

Fiscal Year Ended March 31, 2017 2016 2015 (In thousands) Income taxes based on domestic statutory rates $ 63,044 $ 77,295 $ 114,011 Effect of tax rate differential (85,132) (62,072) (75,699) Change in liability for uncertain tax positions 684 (13,724) 29,729 Change in valuation allowance 78,728 1,049 2,495 Other (6,040) 8,046 (682) Provision for income taxes $ 51,284 $ 10,594 $ 69,854

A number of countries in which the Company is located allow for tax holidays or provide other tax incentives to attract and retain business. In general, these holidays were secured based on the nature, size and location of the Company’s operations. The aggregate dollar effect on the Company’s income resulting from tax holidays and tax incentives to attract and retain business for the fiscal years ended March 31, 2017, 2016 and 2015 was $15.5 million, $6.6 million and $9.8 million, respectively. For fiscal year ended March 31, 2017, the effect on basic and diluted earnings per share was $0.03 and $0.03, respectively, and the effect on basic and diluted earnings per share were $0.01 and $0.01 during fiscal year 2016, and $0.02 and $0.02 during fiscal year 2015, respectively. Unless extended or otherwise renegotiated, the Company's existing holidays will expire in the fiscal year ending March 31, 2018 through fiscal year 2022.

For fiscal years ended March 31, 2017, 2016 and 2015, the Company released valuation allowances totaling $39.6 million, $63.3 million and $55.0 million, respectively. For the fiscal year ended March 31, 2017, these valuation allowance

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releases were primarily related to our operations in Austria, China, Ireland and Canada that were deemed to be more likely than not to realize the respective deferred tax assets due to sustained profitability during the prior three fiscal years as well as continued forecasted profitability of those subsidiaries. However, these valuation allowance eliminations were offset by other current period valuation allowance movements primarily related to current period valuation allowance additions due to increased deferred tax assets related to current period losses in legal entities with existing full valuation allowance positions. In addition, due to increased negative evidence during the fiscal year ended March 31, 2017, the Company added a valuation allowance of $14.4 million for a Chinese subsidiary which did not previously have a valuation allowance recorded. For fiscal years ended March 31, 2017, 2016 and 2015, the offsetting amounts totaled $103.9 million, $64.3 million and $57.5 million, respectively.

Under its territorial tax system, Singapore generally does not tax foreign sourced income until repatriated to Singapore. The Company has included the effects of Singapore's territorial tax system in the rate differential line above. The tax effect of foreign income not repatriated to Singapore for the fiscal years 2017, 2016 and 2015 were $67.9 million, $36.6 million and $0.0 million, respectively.

The components of deferred income taxes are as follows:

As of March 31, 2017 2016 (In thousands) Deferred tax liabilities: Fixed assets $ (40,324) $ (74,316) Intangible assets (76,432) (88,760) Others (20,702) (29,472) Total deferred tax liabilities (137,458) (192,548) Deferred tax assets: Fixed assets 57,869 65,004 Intangible assets 3,153 3,795 Deferred compensation 19,335 15,892 Inventory valuation 8,489 10,124 Provision for doubtful accounts 2,911 1,300 Net operating loss and other carryforwards 2,369,405 2,332,894 Others 266,367 271,272 2,727,529 2,700,281 Valuation allowances (2,442,105) (2,385,489) Net deferred tax assets 285,424 314,792 Net deferred tax asset $ 147,966 $ 122,244 The net deferred tax asset is classified as follows: Current asset (classified as other current assets) $ — $ — Long-term asset 223,285 222,772 Long-term liability (75,319) (100,528) Total $ 147,966 $ 122,244

Utilization of the Company's deferred tax assets is limited by the future earnings of the Company in the tax jurisdictions in which such deferred assets arose. As a result, management is uncertain as to when or whether these operations will generate sufficient profit to realize any benefit from the deferred tax assets. The valuation allowance provides a reserve against deferred tax assets that are not more likely than not to be realized by the Company. However, management has determined that it is more likely than not that the Company will realize certain of these benefits and, accordingly, has recognized a deferred tax asset from

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these benefits. The change in valuation allowance is net of certain increases and decreases to prior year losses and other carryforwards that have no current impact on the tax provision.

The Company has recorded deferred tax assets of approximately $2.4 billion related to tax losses and other carryforwards against which the Company has recorded a valuation allowance for all but $128.5 million of the deferred tax assets. These tax losses and other carryforwards will expire at various dates as follows:

Expiration dates of deferred tax assets related to operating losses and other carryforwards (In thousands) 2018 - 2023 $ 682,705 2024 - 2029 925,092 2030 and post 378,047 Indefinite 404,763 $ 2,390,607

The amount of deferred tax assets considered realizable, however, could be reduced or increased in the near-term if facts, including the amount of taxable income or the mix of taxable income between subsidiaries, differ from management’s estimates.

The Company does not provide for income taxes on approximately $1.2 billion of undistributed earnings of its subsidiaries which are considered to be indefinitely reinvested outside of Singapore as management has plans for the use of such earnings to fund certain activities outside of Singapore. Determination of the amount of the unrecognized deferred tax liability on these undistributed earnings is not practicable. As of March 31, 2017, we have provided for applicable foreign withholding taxes on $70.6 million of undistributed foreign earnings related to certain Chinese subsidiaries whose earnings are not intended to be permanently reinvested, and recorded an associate deferred tax liability of approximately $7.1 million.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:

Fiscal Year Ended March 31, 2017 2016 (In thousands) Balance, beginning of fiscal year $ 212,326 $ 222,373 Additions based on tax position related to the current year 29,007 21,273 Additions for tax positions of prior years 9,728 20,453 Reductions for tax positions of prior years (22,065) (9,578) Reductions related to lapse of applicable statute of limitations (13,390) (22,312) Settlements (3,684) (12,797) Impact from foreign exchange rates fluctuation (8,599) (7,086) Balance, end of fiscal year $ 203,323 $ 212,326

The Company’s unrecognized tax benefits are subject to change over the next twelve months primarily as a result of the expiration of certain statutes of limitations and as audits are settled. The Company believes it is reasonably possible that the total amount of unrecognized tax benefits could decrease by an estimated range of an additional $9 million to $12 million within the next twelve months primarily due to potential settlements of various audits and the expiration of certain statutes of limitations.

The Company and its subsidiaries file federal, state, and local income tax returns in multiple jurisdictions around world. With few exceptions, the Company is no longer subject to income tax examinations by tax authorities for years before 2007.

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Of the $203.3 million of unrecognized tax benefits at March 31, 2017, $185.4 million will affect the annual effective tax rate ("ETR") if the benefits are eventually recognized. The amount that doesn’t impact the ETR relates to positions that would be settled with a tax loss carryforward previously subject to a valuation allowance.

The Company recognizes interest and penalties accrued related to unrecognized tax benefits within the Company's tax expense. During the fiscal years ended March 31, 2017, 2016 and 2015, the Company recognized interest and penalties of approximately ($1.6) million and ($2.4) million and $2.5 million, respectively. The Company had approximately $12.9 million, $14.6 million and $17.0 million accrued for the payment of interest and penalties as of the fiscal years ended March 31, 2017, 2016 and 2015, respectively.

14. RESTRUCTURING CHARGES

During fiscal year 2017, the Company initiated a restructuring plan to accelerate its ability to support more Sketch-to-Scaletm efforts across the Company and reposition away from historical legacy programs and structures through rationalizing its current footprint at existing sites and at corporate SG&A functions. There were no material restructuring activities during fiscal years 2016 and 2015. Restructuring charges are recorded based upon employee termination dates, site closure and consolidation plans generally in conjunction with an overall corporate initiative to drive cost reduction and realign the Company's global footprint.

During the fiscal year ended March 31, 2017, the Company recognized restructuring charges of approximately $49.4 million primarily for employee termination costs under the above plan. Of these total charges, approximately $38.8 million was recognized in cost of sales. Employee severance costs were associated with the terminations of 4,311 identified employees. The identified employee terminations by reportable geographic region amounted to approximately 2,229, 1,988 and 94 for Asia, the Americas and Europe, respectively. All fiscal year 2017 restructuring activities were completed as of March 31, 2017.

The components of the restructuring charges by geographic region incurred in fiscal year 2017 are as follows:

Second Quarter Third Quarter Fourth Quarter Total (In thousands) Americas: Severance $ 10,822 $ 6,263 $ 7,623 $ 24,708 Contractual obligations — 489 3,353 3,842 Total 10,822 6,752 10,976 28,550 Asia: Severance 263 9,701 5,110 15,074 Contractual obligations — — — — Total 263 9,701 5,110 15,074 Europe: Severance 454 968 1,049 2,471 Contractual obligations — — 3,300 3,300 Total 454 968 4,349 5,771 Total Severance 11,539 16,932 13,782 42,253 Contractual obligations — 489 6,653 7,142 Total restructuring charges $ 11,539 $ 17,421 $ 20,435 $ 49,395

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Of the $49.4 million total restructuring charges incurred in fiscal year 2017, $15.2 million was associated with CEC, $8.1 million was associated with CTG, $5.4 million was associated with IEI, $16.1 million was associated with HRS, and the remaining $4.6 million was associated with general corporate activities. Restructuring charges are not included in segment income, as disclosed further in note 19.

The following table summarizes the provisions, respective payments, and remaining accrued balance as of March 31, 2017 for charges incurred in fiscal years 2017, 2016 and 2015 and prior periods:

Other Severance Exit Costs Total

Balance as of March 31, 2014 $ 36,493 $ 5,903 $ 42,396 Cash payments for charges incurred in fiscal year 2014 and prior (23,130) (4,209) (27,339) Balance as of March 31, 2015 13,363 1,694 15,057 Cash payments for charges incurred in fiscal year 2014 and prior (1,458) (359) (1,817) Balance as of March 31, 2016 11,905 1,335 13,240 Provision for charges incurred in fiscal year 2017 42,253 7,142 49,395 Cash payments for charges incurred in fiscal year 2017 (25,894) — (25,894) Cash payments for charges incurred in fiscal year 2014 and prior (11,905) (1,335) (13,240) Balance as of March 31, 2017 16,359 7,142 23,501 Less: Current portion (classified as other current liabilities) 16,359 7,142 23,501 Accrued restructuring costs, net of current portion (classified as other liabilities) $ — $ — $ —

15. OTHER CHARGES (INCOME), NET

During fiscal year 2016, the Company incurred net losses of $47.7 million primarily due to $26.8 million loss on disposition of a non-strategic Western European manufacturing facility, which included a non-cash foreign currency translation loss of $25.3 million, and $21.8 million from the impairment of a non-core investment. These were offset by currency translation gains of $4.2 million.

During fiscal year 2015, 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 consolidated statement of operations. Additionally, during fiscal year 2015, 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.

16. INTEREST AND OTHER, NET

For the fiscal years ended March 31, 2017, 2016 and 2015, the Company recognized interest income of $12.1 million, $12.3 million and $18.7 million.

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For the fiscal years ended March 31, 2017, 2016 and 2015, the Company recognized interest expense of $108.0 million, $98.0 million and $76.4 million, respectively, on its debt obligations outstanding during the period.

For the fiscal years ended March 31, 2017, 2016 and 2015, the Company recognized gains on foreign exchange transactions of $16.5 million, $24.4 million and $19.7 million, respectively.

For the fiscal years ended March 31, 2017, 2016 and 2015, the Company recognized $15.3 million, $11.0 million and $9.9 million of expense related to its ABS and AR Sales Programs.

17. BUSINESS AND ASSET ACQUISITIONS & DIVESTITURES

Business Acquisitions

The business and asset acquisitions described below were accounted for using the purchase method of accounting, and accordingly, the fair value of the net assets acquired and the results of the acquired businesses were included in the Company's consolidated financial statements from the acquisition dates forward. The Company has not finalized the allocation of the consideration for certain of its recently completed acquisitions and completes these allocations in less than one year of the respective acquisition dates.

Fiscal year 2017 business acquisitions and divestitures

Acquisitions

During the fiscal year ended March 31, 2017, the Company completed four acquisitions that were not individually, nor in the aggregate, significant to the consolidated financial position, results of operations and cash flows of the Company. Most notable is the Company’s acquisition of two manufacturing and development facilities from Bose Corporation (“Bose”), a global leader in audio systems. The acquisition expanded the Company’s capabilities in the audio market and is included in the CTG segment. The other acquired businesses strengthen the Company's capabilities in the communications market and energy market within the CEC and IEI segment, respectively. At the acquisition dates, the Company paid a total of $189.1 million, net of cash acquired, of which $161.7 million, net of $18.0 million of cash acquired is related to the Bose acquisition which is included in cash from investing activities in the consolidated statements of cash flows. The Company acquired primarily $73.1 million of inventory, $60.8 million of property and equipment, and recorded goodwill of $63.8 million and intangible assets of $47.4 million substantially related to Bose. The intangibles will amortize over a weighted-average estimated useful life of 6.5 years. In connection with these acquisitions, the Company assumed $63.3 million in other liabilities including additional consideration of $28.0 million which was paid in the fourth quarter of fiscal year 2017 and included in other financing activities in the consolidated statements of cash flows. Further, the equity incentive plan of one of the acquirees was assumed as part of the acquisition.

The results of operations for each of the acquisitions completed in fiscal year 2017, including the Bose acquisition, were included in the Company’s consolidated financial results beginning on the date of each acquisition, and the total amount of net income and revenue of the acquisitions, collectively, were immaterial to the Company's consolidated financial results for the fiscal year ended March 31, 2017. Pro-forma results of operations for the acquisitions completed in fiscal year 2017 have not been presented because the effects, individually and in the aggregate, were not material to the Company’s consolidated financial results for all periods presented.

Divestitures

During the fiscal year ended March 31, 2017, the Company disposed of two non-strategic businesses within the HRS and IEI segments. The Company received $30.7 million of proceeds, net of an immaterial amount of cash held in one of the divested businesses. The property and equipment and various other assets sold, and liabilities transferred were not material to the Company's consolidated financial results. The loss on disposition was not material to the Company’s consolidated financial results, and is included in other charges, net in the condensed consolidated statements of operations for the fiscal year.

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Fiscal year 2016 business acquisitions

Acquisition of Mirror Controls International

In June 2015, the Company completed its acquisition of 100% of the outstanding share capital of MCi, and paid approximately $555.2 million, net of $27.7 million of cash acquired. This acquisition expanded the Company's capabilities in the automotive market, and was included in the HRS segment. The allocation of the purchase price to the tangible and identifiable intangible assets acquired and liabilities assumed was based on their estimated fair values as of the date of acquisition. The excess of the purchase price over the tangible and identifiable intangible assets acquired and liabilities assumed has been allocated to goodwill.

The following represents the Company's allocation of the total purchase price to the acquired assets and liabilities of MCi (in thousands):

Current assets: Accounts receivable $ 41,559 Inventories 19,897 Other current assets 2,856 Total current assets 64,312 Property and equipment, net 38,832 Other assets 2,463 Intangibles 236,800 Goodwill 323,357 Total assets $ 665,764

Current liabilities: Accounts payable $ 28,002 Accrued liabilities & other current liabilities 21,113 Total current liabilities 49,115 Other liabilities 61,492 Total aggregate purchase price $ 555,157

The intangible assets of $236.8 million is comprised of customer relationships of $75.5 million and licenses and other intangible assets of $161.3 million. Customer relationships and licenses and other intangibles are each amortized over a weighted-average estimated useful life of 10 years. In addition to net working capital, the Company acquired $38.8 million of machinery and equipment and assumed $61.5 million of other liabilities primarily comprised of deferred tax liabilities. The Company incurred $6.6 million in acquisition-related costs related to the acquisition of MCi during fiscal year 2016.

Acquisition of a facility from Alcatel-Lucent

In July 2015, the Company acquired an optical transport facility from Alcatel-Lucent for approximately $67.5 million, which expanded its capabilities in the telecom market and was included in the CEC segment. The Company acquired primarily $55.1 million of inventory, $10.0 million of property and equipment primarily comprised of a building and land, and recorded goodwill and intangible assets for a customer relationship of $3.6 million and $2.1 million, respectively, and assumed $3.3 million in other net liabilities in connection with this acquisition. The customer relationship intangible will amortize over a weighted-average estimated useful life of 5 years.

Acquisition of Nextracker

In September 2015, the Company acquired 100% of the outstanding share capital of NEXTracker, a provider of smart solar tracking solutions. The initial cash consideration was approximately $240.8 million, net of $13.2 million of cash acquired,

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with an additional $81.0 million of estimated potential contingent consideration, for a total purchase consideration of $321.8 million. At the date of the acquisition, the maximum possible consideration under the agreement was $97.2 million upon achievement of future revenue performance targets. The Company also acquired NEXTracker’s equity incentive plan. The financial results of NEXTracker were included in the IEI segment. The allocation of the purchase price to the tangible and identifiable intangible assets acquired and liabilities assumed was based on their estimated fair values as of the date of acquisition. The excess of the purchase price over the tangible and identifiable intangible assets acquired and liabilities assumed has been allocated to goodwill.

The following represents the Company's preliminary allocation of the total purchase price to the acquired assets and liabilities of NEXTracker (in thousands):

Current assets: Accounts receivable $ 60,298 Inventories 3,235 Other current assets 19,272 Total current assets 82,805 Property and equipment, net 1,382 Other assets 70 Intangibles 108,700 Goodwill 255,601 Total assets $ 448,558

Current liabilities: Accounts payable $ 17,226 Other current liabilities 63,870 Total current liabilities 81,096 Other liabilities 45,712 Total aggregate purchase price $ 321,750

The intangible assets of $108.7 million is comprised of customer-related intangibles of $47.3 million and licenses and other intangible assets of $61.4 million. Customer-related intangibles are amortized over a weighted-average estimated useful life of 4 years while licenses and other intangibles are amortized over a weighted-average estimated useful life of 6 years.

Other business acquisitions

Additionally, during fiscal year 2016, the Company completed eight acquisitions that were not individually, nor in the aggregate, significant to the consolidated financial position, results of operations and cash flows of the Company. Four of the acquired businesses expanded the Company’s capabilities in the medical devices market, particularly precision plastics and molding within the HRS segment, two of them strengthened capabilities in the consumer electronics market within the CTG segment, one strengthened the capabilities in the communications market within the CEC segment, and the last one strengthened capabilities in the household industrial and lifestyle market within the IEI segment. The Company paid $53.3 million, net of $3.7 million of cash held by the targets. The Company acquired $14.4 million of property and equipment, assumed liabilities of $17.7 million and recorded goodwill and intangibles of $57.4 million. These intangibles will amortize over a weighted-average estimated useful life of 4 years.

The results of operations for all of the acquisitions completed in fiscal year 2016 were included in the Company’s consolidated financial results beginning on the date of each acquisition. The total amount of net income for all of the acquisitions completed in fiscal year 2016, collectively, was $41.4 million. The total amount of revenue of these acquisitions, collectively, was not material to the Company’s consolidated financial results for the fiscal year 2016.

On a pro-forma basis, and assuming the fiscal year 2016 acquisitions occurred on the first day of the prior period, or April 1, 2014, the Company's net income would have been estimated to be $410.1 million and $586.4 million for the fiscal years

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2016 and 2015, respectively. The estimated pro-forma net income for both years does not include the $43.0 million tax benefit for the release of the valuation allowance on deferred tax assets primarily relating to the NEXTracker acquisition, recognized in fiscal year 2016, to promote comparability. Pro-forma revenue for the acquisitions in fiscal years 2016 and 2015 have not been presented because the effect, collectively, was not material to the Company’s consolidated revenues for fiscal years 2016 and 2015.

Fiscal year 2015 business acquisitions

During the fiscal year 2015, the Company completed four acquisitions that were not individually, nor in the aggregate, significant to the consolidated financial position, results of operations and cash flows of the Company. All of the acquired businesses expanded the Company's capabilities in the medical devices market, particularly precision plastics, within the HRS segment. The Company paid $52.7 million net of $5.9 million of cash held by the acquired businesses, and recorded an accrual of $4.5 million for contingent consideration relating to one of the acquisitions. The Company primarily acquired $29.4 million of current assets, $9.0 million of property and equipment, recorded goodwill of $35.8 million and intangibles of $16.1 million, and assumed certain liabilities relating to payables and debt 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 also paid $7.5 million as a deposit to acquire a certain business that closed in fiscal year 2016 and that strengthened capabilities in the household industrial market within the IEI segment. This deposit was included in other assets during fiscal year 2015.

The Company continues to evaluate certain assets and liabilities related to business combinations completed during 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 acquisition date. Changes to amounts recorded as assets or liabilities, as a result of such additional information, may result in a corresponding adjustment to goodwill.

18. SHARE REPURCHASE PLAN

During fiscal year 2017, the Company repurchased approximately 25.1 million shares for an aggregate purchase value of approximately $345.8 million under two separate repurchase plans as further discussed below.

During the first and second quarters of fiscal year 2017, the Company repurchased the entire remaining amount under a share repurchase plan that was approved by the Company's Board of Directors on August 20, 2015 and the Company's shareholders at the 2015 Extraordinary General Meeting. The Company repurchased approximately 10.4 million shares for an aggregate purchase value of approximately $131.1 million, 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 Annual General Meeting held on August 24, 2016. During fiscal year 2017, the Company repurchased approximately 14.7 million shares for an aggregate purchase value of approximately $214.7 million under this plan, and retired all of these shares. As of March 31, 2017, shares in the aggregate amount of $285.3 million were available to be repurchased under the current plan.

19. SEGMENT REPORTING

Operating segments are defined as components of an enterprise for which separate financial information is available that is evaluated regularly by the Chief Operating Decision Maker ("CODM"), or a decision making group, in deciding how to allocate resources and in assessing performance. Resource allocation decisions and the Company's performance are assessed by its Chief Executive Officer ("CEO"), with support from his direct staff who oversee certain operations of the business, collectively identified as the CODM or the decision making group.

The Company has four reportable segments: HRS, CTG, IEI, and CEC. These segments represent components of the Company for which separate financial information is available that is utilized on a regular basis by the CODM. These segments are determined based on several factors, including the nature of products and services, the nature of production processes,

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customer base, delivery channels and similar economic characteristics. Refer to note 1 to the financial statements for a description of the various product categories manufactured under each of these segments.

An operating segment's performance is evaluated based on its pre-tax operating contribution, or segment income. Segment income is defined as net sales less cost of sales, and segment selling, general and administrative expenses, and does not include amortization of intangibles, stock-based compensation, restructuring charges and other, distressed customer charges, other charges (income), net and interest and other, net.

Selected financial information by segment is as follows:

Fiscal Year Ended March 31, 2017 2016 2015 (In thousands) Net sales: Communications & Enterprise Compute $ 8,383,420 $ 8,841,642 $ 9,191,211 Consumer Technologies Group 6,362,338 6,997,526 8,940,043 Industrial & Emerging Industries 4,967,738 4,680,718 4,459,351 High Reliability Solutions 4,149,438 3,898,999 3,557,311 $ 23,862,934 $ 24,418,885 $ 26,147,916 Segment income and reconciliation of income before tax: Communications & Enterprise Compute $ 229,332 $ 265,076 $ 257,323 Consumer Technologies Group 179,910 163,677 218,251 Industrial & Emerging Industries 179,749 157,588 131,956 High Reliability Solutions 334,108 294,635 227,595 Corporate and Other (107,850) (89,219) (83,988) Total income 815,249 791,757 751,137 Reconciling items: Intangible amortization 81,396 65,965 32,035 Stock-based compensation 82,266 77,580 50,270 SunEdison bankruptcy related (Note 2) 92,915 61,006 — Restructuring and other (1) 67,099 — — Other charges (income), net 21,193 47,738 (53,233) Interest and other, net 99,532 84,793 51,410 Income before income taxes $ 370,848 $ 454,675 $ 670,655

Corporate and other primarily includes corporate services costs that are not included in the CODM's assessment of the performance of each of the identified reporting segments.

(1) During the fiscal year ended March 31, 2017, the Company initiated a restructuring plan to accelerate its ability to support more Sketch-to-Scaletm efforts across the Company and reposition away from historical legacy programs and structures through rationalizing its current footprint at existing sites and at corporate SG&A functions. This charge is primarily for employee terminations costs, as described in note 14, as well as other asset impairments, and is split between cost of sales and selling, general and administration expenses on the Company's consolidated statement of operations. This charge is excluded from the measurement of the Company's operating segment's performance.

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Property and equipment on a segment basis is not disclosed as it is not separately identified and is not internally reported by segment to the Company's CODM. During fiscal year 2017, 2016 and 2015, depreciation expense included in the segment's measure of operating performance above is as follows:

Fiscal Year Ended March 31, 2017 2016 2015 (In thousands) Depreciation expense Communications & Enterprise Compute $ 133,057 $ 117,710 $ 130,311 Consumer Technologies Group 110,379 123,139 203,808 Industrial & Emerging Industries 70,814 72,415 64,541 High Reliability Solutions 88,604 80,935 62,831 Corporate and Other 29,384 31,530 35,334 Total depreciation expense $ 432,238 $ 425,729 $ 496,825

Geographic information is as follows:

Fiscal Year Ended March 31, 2017 2016 2015 (In thousands) Net sales: Asia $ 10,962,075 46% $ 11,788,992 48% $ 12,953,004 50% Americas 8,582,849 36% 8,347,514 34% 8,897,868 34% Europe 4,318,010 18% 4,282,379 18% 4,297,044 16% $ 23,862,934 $ 24,418,885 $ 26,147,916

Revenues are attributable to the country in which the product is manufactured or service is provided.

During fiscal years 2017, 2016 and 2015, net sales generated from Singapore, the principal country of domicile, were approximately $595.3 million, $519.1 million and $553.4 million, respectively.

During fiscal year 2017, China, Mexico, the United States and Malaysia accounted for approximately 30%, 17%, 11% and 10% of consolidated net sales, respectively. No other country accounted for more than 10% of net sales in fiscal year 2017.

During fiscal year 2016, China, Mexico, and the United States accounted for approximately 35%, 15%, and 11% of consolidated net sales, respectively. No other country accounted for more than 10% of net sales in fiscal year 2016.

During fiscal year 2015, China, Mexico, and the United States accounted for approximately 37%, 13% and 11% of consolidated net sales, respectively. No other country accounted for more than 10% of net sales in fiscal year 2015.

As of March 31, 2017 2016 (In thousands) Property and equipment, net: Asia $ 960,290 41% $ 1,013,317 45% Americas 939,888 41% 886,305 39% Europe 416,848 18% 358,011 16% $ 2,317,026 $ 2,257,633

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As of March 31, 2017 and 2016, property and equipment, net held in Singapore were approximately $13.2 million and $13.4 million, respectively.

As of March 31, 2017, China, Mexico and the United States accounted for approximately 31%, 23% and 13%, respectively, of property and equipment, net. No other country accounted for more than 10% of property and equipment, net as of March 31, 2017.

As of March 31, 2016, China, Mexico and the United States accounted for approximately 35%, 19% and 15%, respectively, of property and equipment, net. No other country accounted for more than 10% of property and equipment, net as of March 31, 2016.

20. SUPPLEMENTAL GUARANTOR AND NON-GUARANTOR CONSOLIDATED FINANCIAL STATEMENTS

Flex Ltd. ("Parent") has three tranches of Notes of $500 million, $500 million and $600 million, respectively, each outstanding, which mature on February 15, 2020, February 15, 2023 and June 15, 2025, 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, provided that each rating agency confirms that the Notes will continue to be rated investment grade after the Note Guaranties are terminated.

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.

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FLEX LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Condensed Consolidating Balance Sheets as of March 31, 2017

Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated (in thousands) ASSETS Current assets: Cash and cash equivalents $ 561,555 $ 169,083 $ 1,100,037 $ — $ 1,830,675 Accounts receivable — 875,842 1,316,862 — 2,192,704 Inventories — 1,523,578 1,872,884 — 3,396,462 Inter company receivable 10,951,993 7,527,058 14,575,412 (33,054,463) — Other current assets 683 181,602 785,650 — 967,935 Total current assets 11,514,231 10,277,163 19,650,845 (33,054,463) 8,387,776 Property and equipment, net — 601,918 1,715,108 — 2,317,026 Goodwill and other intangible assets, net 1,214 119,255 1,226,579 — 1,347,048 Other assets 2,218,599 228,343 2,041,373 (3,946,802) 541,513 Investment in subsidiaries 3,071,296 3,543,990 16,029,346 (22,644,632) — Total assets $ 16,805,340 $ 14,770,669 $ 40,663,251 $ (59,645,897) $ 12,593,363

LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Bank borrowings and current portion of long-term debt $ 56,177 $ 977 $ 4,380 $ — $ 61,534 Accounts payable — 1,758,660 2,726,248 — 4,484,908 Accrued payroll — 101,206 243,039 — 344,245 Inter company payable 11,282,477 9,882,088 11,889,898 (33,054,463) — Other current liabilities 23,851 776,280 813,809 — 1,613,940 Total current liabilities 11,362,505 12,519,211 15,677,374 (33,054,463) 6,504,627 Long term liabilities 2,798,302 2,156,994 2,401,966 (3,946,802) 3,410,460 Flex Ltd. shareholders' equity 2,644,533 94,464 22,550,168 (22,644,632) 2,644,533 Noncontrolling interests — — 33,743 — 33,743 Total shareholders' equity 2,644,533 94,464 22,583,911 (22,644,632) 2,678,276 Total liabilities and shareholders' equity $ 16,805,340 $ 14,770,669 $ 40,663,251 $ (59,645,897) $ 12,593,363

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Condensed Consolidating Balance Sheets as of March 31, 2016

Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated (in thousands) ASSETS Current assets: Cash and cash equivalents $ 734,869 $ 148,201 $ 724,500 $ — $ 1,607,570 Accounts receivable — 729,331 1,315,426 — 2,044,757 Inventories — 1,482,410 2,009,246 — 3,491,656 Inter company receivable 9,105,728 5,568,392 12,404,722 (27,078,842) — Other current assets 2,951 180,842 987,350 — 1,171,143 Total current assets 9,843,548 8,109,176 17,441,244 (27,078,842) 8,315,126 Property and equipment, net — 553,072 1,704,561 — 2,257,633 Goodwill and other intangible assets, net 175 60,895 1,284,750 — 1,345,820 Other assets 2,249,145 267,034 2,004,437 (4,054,214) 466,402 Investment in subsidiaries 2,815,426 2,987,909 18,175,348 (23,978,683) — Total assets $ 14,908,294 $ 11,978,086 $ 40,610,340 $ (55,111,739) $ 12,384,981

LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Bank borrowings and current portion of long-term debt $ 58,836 $ 946 $ 5,384 $ — $ 65,166 Accounts payable — 1,401,835 2,846,457 — 4,248,292 Accrued payroll — 114,509 239,038 — 353,547 Inter company payable 9,562,405 7,999,335 9,517,102 (27,078,842) — Other current liabilities 33,008 869,470 1,002,722 — 1,905,200 Total current liabilities 9,654,249 10,386,095 13,610,703 (27,078,842) 6,572,205 Long term liabilities 2,683,173 2,063,988 2,514,299 (4,054,214) 3,207,246 Flex Ltd. shareholders' equity 2,570,872 (471,997) 24,450,680 (23,978,683) 2,570,872 Noncontrolling interests — — 34,658 — 34,658 Total shareholders' equity 2,570,872 (471,997) 24,485,338 (23,978,683) 2,605,530 Total liabilities and shareholders' equity $ 14,908,294 $ 11,978,086 $ 40,610,340 $ (55,111,739) $ 12,384,981

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FLEX LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Condensed Consolidating Statements of Operations for Fiscal Year Ended March 31, 2017

Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated (in thousands) Net sales $ — $ 15,909,037 $ 17,841,003 $ (9,887,106) $ 23,862,934 Cost of sales — 14,375,249 17,815,088 (9,887,106) 22,303,231 Restructuring charges — 16,908 21,850 — 38,758 Gross profit — 1,516,880 4,065 — 1,520,945 Selling, general and administrative expenses — 282,821 654,518 — 937,339 Intangible amortization 175 5,967 75,254 — 81,396 Restructuring charges — 8,716 1,921 — 10,637 Interest and other, net (195,848) 1,102,341 (785,768) — 120,725 Income before income taxes 195,673 117,035 58,140 — 370,848 Provision for income taxes 11 23,629 27,644 — 51,284 Equity in earnings in subsidiaries 123,902 (244,696) 233,325 (112,531) — Net income (loss) $ 319,564 $ (151,290) $ 263,821 $ (112,531) $ 319,564

Condensed Consolidating Statements of Operations for Fiscal Year Ended March 31, 2016

Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated (in thousands) Net sales $ — $ 16,841,405 $ 19,286,221 $ (11,708,741) $ 24,418,885 Cost of sales — 15,278,265 19,241,300 (11,708,741) 22,810,824 Gross profit — 1,563,140 44,921 — 1,608,061 Selling, general and administrative expenses — 330,194 624,696 — 954,890 Intangible amortization 300 3,598 62,067 — 65,965 Interest and other, net (191,859) 1,016,302 (691,912) — 132,531 Income before income taxes 191,559 213,046 50,070 — 454,675 Provision for income taxes 26 (41,584) 52,152 — 10,594 Equity in earnings in subsidiaries 252,548 (173,846) 397,831 (476,533) — Net income $ 444,081 $ 80,784 $ 395,749 $ (476,533) $ 444,081

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Condensed Consolidating Statements of Operations for Fiscal Year Ended March 31, 2015

Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated (in thousands) Net sales $ — $ 19,016,750 $ 19,543,163 $ (12,411,997) $ 26,147,916 Cost of sales — 17,502,863 19,511,710 (12,411,997) 24,602,576 Gross profit — 1,513,887 31,453 — 1,545,340 Selling, general and administrative expenses — 258,212 586,261 — 844,473 Intangible amortization 300 3,808 27,927 — 32,035 Interest and other, net 10,086 901,059 (912,968) — (1,823) Income (loss) before income taxes (10,386) 350,808 330,233 — 670,655 Provision for income taxes — 14,143 55,711 — 69,854 Equity in earnings in subsidiaries 611,187 564,105 471,575 (1,646,867) — Net income $ 600,801 $ 900,770 $ 746,097 $ (1,646,867) $ 600,801

Condensed Consolidating Statements of Comprehensive Income for Fiscal Year Ended March 31, 2017

Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated (in thousands) Net income (loss) $ 319,564 $ (151,290) $ 263,821 $ (112,531) $ 319,564 Other comprehensive income (loss): Foreign currency translation adjustments, net of zero tax (1,324) 103,335 44,421 (147,756) (1,324) Unrealized loss on derivative instruments and other, net of zero tax 9,096 4,819 9,096 (13,915) 9,096 Comprehensive income (loss) $ 327,336 $ (43,136) $ 317,338 $ (274,202) $ 327,336

Condensed Consolidating Statements of Comprehensive Income for Fiscal Year Ended March 31, 2016

Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated (in thousands) Net income $ 444,081 $ 80,784 $ 395,749 $ (476,533) $ 444,081 Other comprehensive income (loss): Foreign currency translation adjustments, net of zero tax 17,846 (21,972) (15,735) 37,707 17,846 Unrealized gain on derivative instruments and other, net of zero tax 26,744 15,188 26,744 (41,932) 26,744 Comprehensive income $ 488,671 $ 74,000 $ 406,758 $ (480,758) $ 488,671

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Condensed Consolidating Statements of Comprehensive Income for Fiscal Year Ended March 31, 2015

Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated (in thousands) Net income $ 600,801 $ 900,770 $ 746,097 $ (1,646,867) $ 600,801 Other comprehensive loss: Foreign currency translation adjustments, net of zero tax (18,932) 177,046 221,418 (398,464) (18,932) Unrealized loss on derivative instruments and other, net of zero tax (35,417) (33,769) (35,417) 69,186 (35,417) Comprehensive income $ 546,452 $ 1,044,047 $ 932,098 $ (1,976,145) $ 546,452

Condensed Consolidating Statements of Cash Flows for Fiscal Year Ended March 31, 2017

Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated (In thousands) Net cash provided by operating activities $ 144,580 $ 47,905 $ 957,424 $ — $ 1,149,909 Cash flows from investing activities: Purchases of property and equipment, net of proceeds from disposal — (182,132) (307,388) 15 (489,505) Acquisition of businesses, net of cash acquired — (69,998) (119,086) — (189,084) Proceeds from divestitures of business, net of cash held in divested business — 30,655 6,076 — 36,731 Investing cash flows from (to) affiliates (1,142,988) (3,440,099) 159,426 4,423,661 — Other investing activities, net (61,212) (12,429) 13,312 — (60,329) Net cash used in investing activities (1,204,200) (3,674,003) (247,660) 4,423,676 (702,187) Cash flows from financing activities: Proceeds from bank borrowings and long-term debt 204,879 107,502 360 — 312,741 Repayments of bank borrowings and long-term debt and capital lease obligations (128,967) (6,695) (6,068) — (141,730) Payments for repurchases of ordinary shares (349,532) — — — (349,532) Proceeds from exercise of stock options 12,438 — — — 12,438 Financing cash flows from (to) affiliates 1,164,543 3,606,993 (347,860) (4,423,676) — Other financing activities, net 30,000 (51,902) (54,122) — (76,024) Net cash provided by financing activities 933,361 3,655,898 (407,690) (4,423,676) (242,107) Effect of exchange rates on cash and cash equivalents (47,055) (8,918) 73,463 — 17,490 Net increase (decrease) in cash and cash equivalents (173,314) 20,882 375,537 — 223,105 Cash and cash equivalents, beginning of period 734,869 148,201 724,500 — 1,607,570 Cash and cash equivalents, end of period $ 561,555 $ 169,083 $ 1,100,037 $ — $ 1,830,675

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FLEX LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Condensed Consolidating Statements of Cash Flows for Fiscal Year Ended March 31, 2016

Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated (In thousands) Net cash provided by operating activities $ 162,275 $ 426,639 $ 547,531 $ — $ 1,136,445 Cash flows from investing activities: Purchases of property and equipment, net of proceeds from disposal — (151,383) (345,584) 9 (496,958) Acquisition of businesses, net of cash acquired — (809,272) (107,255) — (916,527) Proceeds from divestitures of business, net of cash held in divested business — — 5,740 — 5,740 Investing cash flows to affiliates (1,596,210) (1,587,365) (1,509,352) 4,692,927 — Other investing activities, net (500) (31,011) 42,880 — 11,369 Net cash used in investing activities (1,596,710) (2,579,031) (1,913,571) 4,692,936 (1,396,376) Cash flows from financing activities: Proceeds from bank borrowings and long-term debt 824,618 — 60,084 — 884,702 Repayments of bank borrowings and long-term debt and capital lease obligations (179,920) (3,059) (7,242) — (190,221) Payments for repurchases of ordinary shares (420,317) — — — (420,317) Proceeds from exercise of stock options 61,278 — — — 61,278 Financing cash flows from affiliates 1,240,145 2,143,568 1,309,223 (4,692,936) — Other financing activities, net — (8,800) (77,000) — (85,800) Net cash provided by financing activities 1,525,804 2,131,709 1,285,065 (4,692,936) 249,642 Effect of exchange rates on cash and cash equivalents 34,529 612 (45,690) — (10,549) Net increase (decrease) in cash and cash equivalents 125,898 (20,071) (126,665) — (20,838) Cash and cash equivalents, beginning of period 608,971 168,272 851,165 — 1,628,408 Cash and cash equivalents, end of period $ 734,869 $ 148,201 $ 724,500 $ — $ 1,607,570

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Condensed Consolidating Statements of Cash Flows for Fiscal Year Ended March 31, 2015

Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated (In thousands) Net cash provided by (used in) operating activities $ (73,356) $ 75,775 $ 791,615 $ — $ 794,034 Cash flows from investing activities: Purchases of property and equipment, net of proceeds from disposal — (85,876) (153,833) (15) (239,724) Acquisition and divestiture of businesses, net of cash acquired and cash held in divested business — (20,589) (46,265) — (66,854) Investing cash flows from (to) affiliates (1,703,983) (1,900,810) 796,493 2,808,300 — Other investing activities, net (1,500) (13,821) 79,683 — 64,362 Net cash provided by (used in) investing activities (1,705,483) (2,021,096) 676,078 2,808,285 (242,216) Cash flows from financing activities: Proceeds from bank borrowings and long-term debt 303,000 4,737 11,805 — 319,542 Repayments of bank borrowings and long-term debt and capital lease obligations (335,500) (3,127) (5,529) — (344,156) Payments for early repurchase of long-term debt — — — — — Payments for repurchases of ordinary shares (415,945) — — — (415,945) Proceeds from exercise of stock options 23,497 — 11 — 23,508 Financing cash flows from (to) affiliates 2,420,952 1,904,164 (1,516,831) (2,808,285) — Other financing activities, net — — (98,966) — (98,966) Net cash provided by (used in) financing activities 1,996,004 1,905,774 (1,609,510) (2,808,285) (516,017) Effect of exchange rates on cash and cash equivalents (246,908) (2,643) 248,430 — (1,121) Net increase (decrease) in cash and cash equivalents (29,743) (42,190) 106,613 — 34,680 Cash and cash equivalents, beginning of period 638,714 210,462 744,552 — 1,593,728 Cash and cash equivalents, end of period $ 608,971 $ 168,272 $ 851,165 $ — $ 1,628,408

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

21. QUARTERLY FINANCIAL DATA (UNAUDITED)

The Company's third fiscal quarter ends on December 31, which are comprised of 92 days and 97 days for fiscal years 2017 and 2016, respectively. The fourth fiscal quarter and year ends on March 31 of each year, which is comprised of 90 days and 91 days for fiscal years 2017 and 2016, respectively. The first fiscal quarter ended on July 1, 2016, which is comprised of 92 days in the period, and June 26, 2015, which is comprised of 87 days in the period, respectively. The second fiscal quarter ended on September 30, 2016 and September 25, 2015, which are comprised of 91 days in both periods, respectively.

The following table contains unaudited quarterly financial data for fiscal years 2017 and 2016.

Fiscal Year Ended March 31, 2017 Fiscal Year Ended March 31, 2016 First Second Third Fourth First Second Third Fourth

Net sales $ 5,876,813 $ 6,008,525 $ 6,114,999 $ 5,862,597 $ 5,566,248 $ 6,316,762 $ 6,763,177 $ 5,772,698 Gross profit (1) 405,995 313,691 416,455 384,804 352,341 396,916 452,467 406,337 Net income (loss) (2) 105,729 (2,508) 129,469 86,874 110,850 122,977 148,910 61,344

Earnings per share (3): Net income: Basic $ 0.19 $ 0.00 $ 0.24 $ 0.16 $ 0.20 $ 0.22 $ 0.27 $ 0.11 Diluted $ 0.19 $ 0.00 $ 0.24 $ 0.16 $ 0.19 $ 0.22 $ 0.27 $ 0.11 ______

(1) Gross profit for the second quarter of fiscal year 2017 was affected by $92.9 million of SunEdison bankruptcy related charges, as further described in Note 2.

(2) Net income for the second quarter of fiscal year 2017 was affected by $92.9 million of SunEdison bankruptcy related charges, as further described in Note 2. Net income for the fourth quarter of fiscal year 2016 was affected by $61.0 million of bad debt reserve charges, also related to the SunEdison bankruptcy.

(3) Earnings per share are computed independently for each quarter presented; therefore, the sum of the quarterly earnings per share may not equal the total earnings per share amounts for the fiscal year.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

Not applicable.

ITEM 9A. CONTROLS AND PROCEDURES

(a) Evaluation of Disclosure Controls and Procedures The Company's management, with the participation of the Chief Executive Officer and Chief Financial Officer has evaluated the effectiveness of the Company's disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) as of March 31, 2017. Based on that evaluation, the Company's Chief Executive Officer and Chief Financial Officer concluded that, as of March 31, 2017, the Company's disclosure controls and procedures were effective in ensuring that information required to be disclosed by the Company in reports that it files or submits 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) Management's Annual Report on Internal Control over Financial Reporting Management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rule 13a- 15(f) under the Securities Exchange Act of 1934, as amended. As of March 31, 2017, under the supervision and with the participation of management, including the Company's Chief Executive Officer and Chief Financial

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Officer, an evaluation was conducted of the effectiveness of the Company's internal control over financial reporting based on the framework in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO"). Based on that evaluation, management concluded that the Company's internal control over financial reporting was effective as of March 31, 2017.

Because of its inherent limitations, a system of internal control over financial reporting can provide only reasonable assurance and may not prevent or detect misstatements or prevent or detect instances of fraud. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls may be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control. The projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management's annual assessment of the effectiveness of our internal control over financial reporting as of March 31, 2017 excluded the internal control over financial reporting of three of our acquisitions that were completed during the year ended March 31, 2017, which constitute, in the aggregate, 1% of total assets and 2% of net sales of the consolidated financial statements amount as of, and for the fiscal year ended March 31, 2017. (c) Attestation Report of the Registered Public Accounting Firm The effectiveness of the Company's internal control over financial reporting as of March 31, 2017 has been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their report which appears in this Item under the heading "Report of Independent Registered Public Accounting Firm." (d) Changes in Internal Control Over Financial Reporting There were no changes in the Company's internal controls over financial reporting that occurred during the fourth quarter ended March 31, 2017 that have materially affected, or are reasonably likely to materially affect, its internal controls over financial reporting.

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of Flex Ltd. Singapore We have audited the internal control over financial reporting of Flex Ltd. and subsidiaries (the "Company") as of March 31, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. As described in Management’s Annual Report on Internal Control over Financial Reporting, management excluded from its assessment the internal control over financial reporting of four acquisitions that were completed during the year ended March 31, 2017, which constitute, in aggregate, 1% of total assets and 2% of net sales of the consolidated financial statement amounts as of and for the fiscal year ended March 31, 2017. Accordingly, our audit did not include the internal control over financial reporting of four acquisitions. The Company's management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company's internal control over financial reporting based on our audit. We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company's internal control over financial reporting is a process designed by, or under the supervision of, the company's principal executive and principal financial officers, or persons performing similar functions, and effected by the company's board of directors, management, and other personnel 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. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Because of the inherent limitations of internal control over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may not be prevented or detected on a timely basis. Also, projections of any evaluation of the effectiveness of the internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of March 31, 2017, based on the criteria established in Internal Control - Integrated Framework(2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated financial statements as of and for the year ended March 31, 2017 of the Company and our report dated May 16, 2017 expressed an unqualified opinion on those financial statements.

/s/ DELOITTE & TOUCHE LLP

San Jose, California

May 16, 2017

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ITEM 9B. OTHER INFORMATION

Not applicable.

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Information with respect to this item may be found in our definitive proxy statement to be delivered to shareholders in connection with our 2017 Annual General Meeting of Shareholders. Such information is incorporated by reference.

ITEM 11. EXECUTIVE COMPENSATION

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED SHAREHOLDER MATTERS

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

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PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a) Documents filed as part of this annual report on Form 10-K: 1. Financial Statements. See Item 8, "Financial Statements and Supplementary Data."

2. Financial Statement Schedules. "Schedule II—Valuation and Qualifying Accounts" is included in the financial statements, see Concentration of Credit Risk in Note 2, "Summary of Accounting Policies" of the Notes to Consolidated Financial Statements in Item 8, "Financial Statements and Supplementary Data."

3. Exhibits. The following exhibits are filed with this annual report on Form 10-K:

Incorporated by Reference Exhibit No. Exhibit Form File No. Filing Date Exhibit No. Filed Herewith 3.01 Constitution of the Registrant 10-Q 000-23354 10/31/2016 3.01 4.01 Indenture, dated as of February 20, 2013, by and between the Registrant, the 8-K 000-23354 2/22/2013 4.01 Guarantors party thereto and U.S. Bank National Association, as Trustee, related to the Registrant's 4.625% Notes due 2020 and 5.000% Notes due 2023 4.02 Form of 4.625% Note due 2020 8-K 000-23354 2/22/2013 4.02 4.03 Form of 5.000% Note due 2023 8-K 000-23354 2/22/2013 4.03 4.04 First Supplemental Indenture, dated as of March 28, 2013, among the 10-K 000-23354 5/28/2013 4.11 Registrant, 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 Registrant, the Guarantors party thereto and U.S. Bank National Association, as Trustee, related to the Registrant's 4.625% Notes due 2020 and 5.000% Notes due 2023 4.05 Second Supplemental Indenture, dated as of August 25, 2014, among the 10-Q 000-23354 10/30/2014 4.01 Registrant, 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 Registrant, the Guarantors party thereto and U.S. Bank National Association, as Trustee, related to the Registrant's 4.625% Notes due 2020 and 5.000% Notes due 2023 4.06 Third Supplemental Indenture, dated as of September 11, 2015, among the S-4 333-207067 9/22/2015 4.11 Registrant, the Guarantor party thereto and U.S. Bank National Association, as Trustee, related to the Registrant’s 4.625% Notes due 2020 and 5.000% Notes due 2023 4.07 Indenture, dated as of June 8, 2015, by and between the Registrant, the 8-K 000-23354 6/8/2015 4.1 Guarantors party thereto and U.S. Bank National Association, as Trustee 4.08 Form of 4.750% Note due 2025 8-K 000-23354 6/8/2015 4.2

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Incorporated by Reference Exhibit No. Exhibit Form File No. Filing Date Exhibit No. Filed Herewith 4.09 First Supplemental Indenture, dated as of September 11, 2015, among the S-4 333-207067 9/22/2015 4.04 Registrant, the Guarantor party thereto and U.S. Bank National Association, as Trustee, related to the Registrant’s 4.750% Notes due 2025 4.10 Credit Agreement, dated as of March 31, 2014, among Flex Ltd. and certain 8-K 000-23354 4/1/2014 10.01 of its subsidiaries, as borrowers, Bank of America, N.A., as Administrative Agent and Swing Line Lender, and the other Lenders party thereto 4.11 Amendment No. 1, dated as of September 30, 2015, to Credit Agreement, 10-Q 000-23354 2/1/2016 4.01 dated as of March 31, 2014, among Flex Ltd. and certain of its subsidiaries, as borrowers, Bank of America, N.A., as Administrative Agent and Swing Line Lender, and the other Lenders party thereto 4.12 Term Loan Agreement, dated as of November 30, 2016, among Flex Ltd., as 8-K 000-23354 12/1/2016 10.01 borrower, The Bank of Tokyo-Mitsubishi UFJ, Ltd., as Administrative Agent, and the other Lenders party thereto 10.01 Form of Indemnification Agreement between the Registrant and its Directors 10-K 000-23354 5/20/2009 10.10 and certain officers.† 10.02 Form of Indemnification Agreement between Flextronics Corporation and 10-K 000-23354 5/20/2009 10.20 Directors and certain officers of the Registrant.† 10.03 Flex Ltd. 2001 Equity Incentive Plan, as amended.† 10-Q 000-23354 11/3/2009 10.01 10.04 Registrant's 2002 Interim Incentive Plan, as amended.† 8-K 000-23354 7/14/2009 10.02 10.05 Registrant's 2004 Award Plan for New Employees, as amended.† 8-K 000-23354 7/14/2009 10.09 10.06 Flex Ltd. 2010 Equity Incentive Plan.† 8-K 000-23354 7/28/2010 10.01 10.07 Form of Share Option Award Agreement under 2010 Equity Incentive Plan† 10-Q 000-23354 8/5/2010 10.02 10.08 Form of Restricted Share Unit Award Agreement under 2010 Equity 10-Q 000-23354 8/5/2010 10.03 Incentive Plan† 10.09 Flextronics International USA, Inc. Third Amended and Restated 2005 10-Q 000-23354 2/5/2009 10.02 Senior Management Deferred Compensation Plan† 10.10 Flextronics International USA, Inc. Third Amended and Restated Senior 10-Q 000-23354 2/5/2009 10.01 Executive Deferred Compensation Plan† 10.11 Summary of Directors' Compensation† 10-K 000.23354 5/21/2015 10.16 10.12 Solectron Corporation 2002 Stock Plan, as amended.† 10-Q 000-23354 11/3/2009 10.02 10.13 Executive Incentive Compensation Recoupment Policy† 10-Q 000-23354 8/5/2010 10.06 10.14 Francois Barbier Offer Letter, dated as of July 1, 2010† 8-K 000-23354 9/3/2010 10.01

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Incorporated by Reference Exhibit No. Exhibit Form File No. Filing Date Exhibit No. Filed Herewith 10.15 Francois Barbier Relocation Expenses Addendum, dated as of March 5, 10-K 000-23354 5/28/2013 10.27 2013† 10.16 Francois Barbier Confirmation Date Letter, dated as of August 30, 2010† 8-K 000-23354 9/3/2010 10.03 10.17 2010 Flextronics International USA, Inc. Deferred Compensation Plan† 10-Q 000-23354 11/3/2010 10.04 10.18 Form of Restricted Stock Unit Award Under 2010 Equity Incentive Plan† 10-Q 000-23354 8/9/2011 10.01 10.19 Form of Amendment to certain senior executive Restricted Share Unit 10-Q 000-23354 2/4/2013 10.02 Agreements under the 2010 Equity Incentive Plan† 10.20 Form of Restricted Share Unit Award Agreement under the 2010 Equity 10-Q 000-23354 2/4/2013 10.03 Incentive Plan for certain performance based awards† 10.21 Form of Award Agreement under 2010 Deferred Compensation Plan† 10-Q 000-23354 7/30/2012 10.01 10.22 Summary of Compensation Arrangements of Certain Executive Officers of X Flex Ltd.† 10.23 Form of Restricted Share Unit Award Agreement under the 2010 Equity 10-Q 000-23354 11/1/2013 10.02 Incentive Plan for time-based vesting awards† 10.24 Form of Performance-Based Restricted Stock Unit Award 10-Q 000-23354 8/2/2013 10.01 (S&P500/Extended EMS Group)† 10.25 Form of 2010 Deferred Compensation Plan Award Agreement (performance 10-Q 000-23354 8/2/2013 10.02 targets, cliff vesting)† 10.26 Form of 2010 Deferred Compensation Plan Award Agreement (non- 10-Q 000-23354 8/2/2013 10.03 performance, periodic vesting, continuing Participant)† 10.27 Award Agreement under the 2010 Deferred Compensation Plan† 10-Q 000-23354 7/28/2014 10.01 10.28 Form of Restricted Share Unit Award Agreement under the 2010 Equity 10-Q 000-23354 10/30/2014 10.01 Incentive Plan for certain executive fiscal year 2015 performance-based awards† 10.29 Form of Restricted Share Unit Award Agreement under the 2010 Equity 10-Q 000-23354 10/30/2014 10.01 Incentive Plan for CEO FY15 performance-based award† 10.30 Description of Annual Incentive Bonus Plan for Fiscal 2017† 10-Q 000-23354 7/27/2016 10.02 10.31 Description of Performance Long Term Incentive Plan for Fiscal 2017† 10-Q 000-23354 7/27/2016 10.03 10.32 NEXTracker Inc. 2014 Equity Incentive Plan† S-8 333-207325 10/7/2015 99.01 10.33 Form of Elementum Holding Ltd. Restricted Share Purchase Agreement† 10-Q 000-23354 10/26/2015 10.02 10.34 BrightBox Technologies, Inc. 2013 Stock Incentive Plan† S-8 333-212267 6/27/2016 99.01 10.35 Mutual Separation Agreement and Release of Claims dated June 20, 2016, 10-Q 000-23354 7/27/2016 10.04 by and between Flextronics International USA, Inc. and Jon Hoak† 21.01 Subsidiaries of Registrant. X

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Incorporated by Reference Exhibit No. Exhibit Form File No. Filing Date Exhibit No. Filed Herewith 23.01 Consent of Deloitte & Touche LLP. X 24.01 Power of Attorney (included on the signature page to this Form 10-K) X 31.01 Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the X Exchange Act 31.02 Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the X Exchange Act 32.01 Certification of Chief Executive Officer and Chief Financial Officer pursuant X to Rule 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350* 101.INS XBRL Instance Document X 101.SCH XBRL Taxonomy Extension Scheme Document X 101.CAL XBRL Taxonomy Extension Calculation Linkbase Document X 101.DEF XBRL Taxonomy Extension Definition Linkbase Document X 101.LAB XBRL Taxonomy Extension Label Linkbase Document X 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document X

______

* This exhibit is furnished with this Annual Report on Form 10-K, is not deemed filed with the Securities and Exchange Commission, and is not incorporated by reference into any filing of Flex 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. † Management contract, compensatory plan or arrangement.

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ITEM 16. FORM 10-K SUMMARY None

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SIGNATURES

Pursuant to the requirement of Section 13 or 15(d) 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.

Flex Ltd. By: /s/ MICHAEL M. MCNAMARA Michael M. McNamara Chief Executive Officer

Date: May 16, 2017

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints jointly and severally, Michael M. McNamara and Christopher Collier and each one of them, his attorneys-in-fact, each with the power of substitution, for him in any and all capacities, to sign any and all amendments to this Report, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorneys-in-fact, or his substitutes, may do or cause to be done by virtue hereof.

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Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

Signature Title Date

/s/ MICHAEL M. MCNAMARA Chief Executive Officer and Director (Principal Executive Officer) May 16, 2017 Michael M. McNamara

/s/ CHRISTOPHER COLLIER Chief Financial Officer (Principal Financial Officer) May 16, 2017 Christopher Collier

Senior Vice President and Chief Accounting Officer (Principal Accounting /s/ DAVID BENNETT Officer) May 16, 2017 David Bennett

/s/ H. RAYMOND BINGHAM Chairman of the Board May 16, 2017 H. Raymond Bingham

/s/ MICHAEL D. CAPELLAS Director May 16, 2017 Michael D. Capellas

/s/ MARC A. ONETTO Director May 16, 2017 Marc A. Onetto

/s/ DANIEL H. SCHULMAN Director May 16, 2017 Daniel H. Schulman

/s/ WILLY SHIH, PH.D. Director May 16, 2017 Willy Shih, Ph.D.

/s/ LAY KOON TAN Director May 16, 2017 Lay Koon Tan

/s/ WILLIAM D. WATKINS Director May 16, 2017 William D. Watkins

/s/ LAWRENCE A. ZIMMERMAN Director May 16, 2017 Lawrence A. Zimmerman

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EXHIBIT INDEX

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Incorporated by Reference Exhibit No. Exhibit Form File No. Filing Date Exhibit No. Filed Herewith 4.11 Amendment No. 1, dated as of September 30, 2015, to Credit Agreement, 10-Q 000-23354 2/1/2016 4.01 dated as of March 31, 2014, among Flex Ltd. and certain of its subsidiaries, as borrowers, Bank of America, N.A., as Administrative Agent and Swing Line Lender, and the other Lenders party thereto 4.12 Term Loan Agreement, dated as of November 30, 2016, among Flex Ltd., as 8-K 000-23354 12/1/2016 10.01 borrower, The Bank of Tokyo-Mitsubishi UFJ, Ltd., as Administrative Agent, and the other Lenders party thereto 10.01 Form of Indemnification Agreement between the Registrant and its Directors 10-K 000-23354 5/20/2009 10.10 and certain officers.† 10.02 Form of Indemnification Agreement between Flextronics Corporation and 10-K 000-23354 5/20/2009 10.20 Directors and certain officers of the Registrant.† 10.03 Flex Ltd. 2001 Equity Incentive Plan, as amended.† 10-Q 000-23354 11/3/2009 10.01 10.04 Registrant's 2002 Interim Incentive Plan, as amended.† 8-K 000-23354 7/14/2009 10.02 10.05 Registrant's 2004 Award Plan for New Employees, as amended.† 8-K 000-23354 7/14/2009 10.09 10.06 Flex Ltd. 2010 Equity Incentive Plan.† 8-K 000-23354 7/28/2010 10.01 10.07 Form of Share Option Award Agreement under 2010 Equity Incentive Plan† 10-Q 000-23354 8/5/2010 10.02 10.08 Form of Restricted Share Unit Award Agreement under 2010 Equity 10-Q 000-23354 8/5/2010 10.03 Incentive Plan† 10.09 Flextronics International USA, Inc. Third Amended and Restated 2005 10-Q 000-23354 2/5/2009 10.02 Senior Management Deferred Compensation Plan† 10.10 Flextronics International USA, Inc. Third Amended and Restated Senior 10-Q 000-23354 2/5/2009 10.01 Executive Deferred Compensation Plan† 10.11 Summary of Directors' Compensation† 10-K 000.23354 5/21/2015 10.16 10.12 Solectron Corporation 2002 Stock Plan, as amended.† 10-Q 000-23354 11/3/2009 10.02 10.13 Executive Incentive Compensation Recoupment Policy† 10-Q 000-23354 8/5/2010 10.06 10.14 Francois Barbier Offer Letter, dated as of July 1, 2010† 8-K 000-23354 9/3/2010 10.01 10.15 Francois Barbier Relocation Expenses Addendum, dated as of March 5, 10-K 000-23354 5/28/2013 10.27 2013† 10.16 Francois Barbier Confirmation Date Letter, dated as of August 30, 2010† 8-K 000-23354 9/3/2010 10.03 10.17 2010 Flextronics International USA, Inc. Deferred Compensation Plan† 10-Q 000-23354 11/3/2010 10.04 10.18 Form of Restricted Stock Unit Award Under 2010 Equity Incentive Plan† 10-Q 000-23354 8/9/2011 10.01 10.19 Form of Amendment to certain senior executive Restricted Share Unit 10-Q 000-23354 2/4/2013 10.02 Agreements under the 2010 Equity Incentive Plan† 10.20 Form of Restricted Share Unit Award Agreement under the 2010 Equity 10-Q 000-23354 2/4/2013 10.03 Incentive Plan for certain performance based awards†

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Incorporated by Reference Exhibit No. Exhibit Form File No. Filing Date Exhibit No. Filed Herewith 10.21 Form of Award Agreement under 2010 Deferred Compensation Plan† 10-Q 000-23354 7/30/2012 10.01 10.22 Summary of Compensation Arrangements of Certain Executive Officers of X Flex Ltd.† 10.23 Form of Restricted Share Unit Award Agreement under the 2010 Equity 10-Q 000-23354 11/1/2013 10.02 Incentive Plan for time-based vesting awards† 10.24 Form of Performance-Based Restricted Stock Unit Award 10-Q 000-23354 8/2/2013 10.01 (S&P500/Extended EMS Group)† 10.25 Form of 2010 Deferred Compensation Plan Award Agreement (performance 10-Q 000-23354 8/2/2013 10.02 targets, cliff vesting)† 10.26 Form of 2010 Deferred Compensation Plan Award Agreement (non- 10-Q 000-23354 8/2/2013 10.03 performance, periodic vesting, continuing Participant)† 10.27 Award Agreement under the 2010 Deferred Compensation Plan† 10-Q 000-23354 7/28/2014 10.01 10.28 Form of Restricted Share Unit Award Agreement under the 2010 Equity 10-Q 000-23354 10/30/2014 10.01 Incentive Plan for certain executive fiscal year 2015 performance-based awards† 10.29 Form of Restricted Share Unit Award Agreement under the 2010 Equity 10-Q 000-23354 10/30/2014 10.01 Incentive Plan for CEO FY15 performance-based award† 10.30 Description of Annual Incentive Bonus Plan for Fiscal 2017† 10-Q 000-23354 7/27/2016 10.02 10.31 Description of Performance Long Term Incentive Plan for Fiscal 2017† 10-Q 000-23354 7/27/2016 10.03 10.32 NEXTracker Inc. 2014 Equity Incentive Plan† S-8 333-207325 10/7/2015 99.01 10.33 Form of Elementum Holding Ltd. Restricted Share Purchase Agreement† 10-Q 000-23354 10/26/2015 10.02 10.34 BrightBox Technologies, Inc. 2013 Stock Incentive Plan† S-8 333-212267 6/27/2016 99.01 10.35 Mutual Separation Agreement and Release of Claims dated June 20, 2016, 10-Q 000-23354 7/27/2016 10.04 by and between Flextronics International USA, Inc. and Jon Hoak† 21.01 Subsidiaries of Registrant. X 23.01 Consent of Deloitte & Touche LLP. X 24.01 Power of Attorney (included on the signature page to this Form 10-K) X 31.01 Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the X Exchange Act 31.02 Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the X Exchange Act 32.01 Certification of Chief Executive Officer and Chief Financial Officer pursuant X to Rule 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350* 101.INS XBRL Instance Document X 101.SCH XBRL Taxonomy Extension Scheme Document X

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Incorporated by Reference Exhibit No. Exhibit Form File No. Filing Date Exhibit No. Filed Herewith 101.CAL XBRL Taxonomy Extension Calculation Linkbase Document X 101.DEF XBRL Taxonomy Extension Definition Linkbase Document X 101.LAB XBRL Taxonomy Extension Label Linkbase Document X 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document X ______

† Management contract, compensatory plan or arrangement.

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

(Mark One) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☒ For the fiscal year ended March 31, 2020

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 000-23354 FLEX 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 Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered Ordinary Shares, No Par Value FLEX The Nasdaq Stock Market LLC

Securities registered pursuant to Section 12(g) of the Act—NONE Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No ☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes ☐ No ☒ 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 ☒ No ☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes ☒ No ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See definitions of "large accelerated filer," "accelerated filer", "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer ☒ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒ As of September 27, 2019, the aggregate market value of the Company's ordinary shares held by non-affiliates of the registrant was approximately $5.3 billion based upon the closing sale price as reported on the Nasdaq Global Select Market.

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 May 20, 2020 Ordinary Shares, No Par Value 497,611,169 DOCUMENTS INCORPORATED BY REFERENCE

Document Parts into Which Incorporated Proxy Statement to be delivered to shareholders in connection with the Registrant's 2020 Annual General Meeting Part III of Shareholders

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TABLE OF CONTENTS

Page PART I Forward-Looking Statements 3 Item 1. Business 3 Item 1A. Risk Factors 11 Item 1B. Unresolved Staff Comments 27 Item 2. Properties 27 Item 3. Legal Proceedings 28 Item 4. Mine Safety Disclosures 28 PART II Item 5. Market for Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities 29 Item 6. Selected Financial Data 32 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 33 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 53 Item 8. Financial Statements and Supplementary Data 55 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 107 Item 9A. Controls and Procedures 107 Item 9B. Other Information 110 PART III Item 10. Directors, Executive Officers and Corporate Governance 110 Item 11. Executive Compensation 110 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters 110 Item 13. Certain Relationships and Related Transactions, and Director Independence 110 Item 14. Principal Accountant Fees and Services 110 PART IV Item 15. Exhibits and Financial Statement Schedules 111 Item 16. Form 10-K Summary 111 Exhibit Index 108 Signatures 115

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PART I

FORWARD-LOOKING STATEMENTS

Unless otherwise specifically stated, references in this report to "Flex," "the Company," "we," "us," "our" and similar terms mean Flex Ltd. and its subsidiaries.

ITEM 1. BUSINESS

OVERVIEW

Flex is the manufacturing partner of choice that helps a diverse customer base design and build products that improve the world. Through the collective strength of a global workforce across approximately 30 countries and responsible, sustainable operations, Flex delivers technology innovation, supply chain, and manufacturing solutions to diverse industries and end markets. As of March 31, 2020, our reporting business segments were as follows: • High Reliability Solutions ("HRS"), which is comprised of our health solutions business, including surgical equipment, drug delivery, diagnostics, telemedicine, disposable devices, imaging and monitoring, patient mobility and ophthalmology; and our automotive business, including vehicle electrification, connectivity, autonomous, and smart technologies;

• Industrial and Emerging Industries ("IEI"), which is comprised of energy including advanced metering infrastructure, energy storage, smart lighting, smart solar energy; and industrial, including semiconductor and capital equipment, office solutions, household industrial and lifestyle, industrial automation and kiosks;

• Communications & Enterprise Compute ("CEC"), which includes our telecom business of radio access base stations, remote radio heads and small cells for wireless infrastructure; our networking business, which includes optical, routing, and switching products for data and video networks; our server and storage platforms for both enterprise and cloud-based deployments; next generation storage and security appliance products; and rack-level solutions, converged infrastructure and software-defined product solutions; and

• Consumer Technologies Group ("CTG"), which includes our consumer-related businesses in IoT enabled devices, audio and consumer power electronics, mobile devices; and various supply chain solutions for consumer, computing and printing devices. These segments represent components of the Company for which separate financial information is available that is utilized on a regular basis by the Chief Operating Decision Maker (“CODM”). Our segments are determined based on several factors, including the nature of products and services, the nature of production processes, customer bases, delivery channels and similar economic characteristics. Refer to note 20 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for additional information on our operating segments.

In March 2020, we announced a change in organization structure as part of our strategy to further drive growth and productivity with two focused delivery models. As a result, beginning in fiscal year 2021, we expect to report our financial performance based on two reportable segments (Flex Agility Solutions Group and Flex Reliability Solutions Group) and analyze operating income as the measure of segment profitability.

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We provide design, manufacturing and supply chain services through a network of over 100 locations in approximately 30 countries across five continents. We have established global scale through an extensive network of innovation labs, design centers, manufacturing and services sites in the world's major consumer and enterprise products markets (Asia, the Americas, and Europe) in order to serve the supply chain needs of both multinational and regional companies. Our services provide customers with a competitive advantage by delivering leading-edge manufacturing technology, supply chain expertise, improved product quality, increased flexibility, faster time to market, and overall value. Our customers leverage our services to meet their requirements throughout their products' entire life cycles. For the fiscal year ended March 31, 2020, we had revenue of $24.2 billion and net income of $88 million.

Flex offers solutions that span from initial design through ramp-up and volume manufacturing as well as through end of life and circularity offerings. This full range of capabilities provides our customers with expertise across the entire value chain. Technology innovation is at the center of delivering these end-to-end capabilities.

We believe that the combination of our design and engineering services, advanced supply chain management solutions and manufacturing technology capabilities along with our global scale and regional presence provide us with a competitive advantage.

INDUSTRY OVERVIEW

Our areas of expertise are design, manufacturing and supply chain services for a broad range of products, from medical devices, connected automotive systems and smart home appliances to cloud and data center infrastructures. As such, the closest broad definition of our industry remains the outsourced EMS industry.

In recent years, we have seen an increased level of diversification by many companies, in the technology, automotive and healthcare industries along with the convergence of many industries being transformed by technology advances. Increasingly complex products require highly customized solutions, in turn resulting in significant changes to the overall manufacturing and supply chain landscape. The estimated growth of the EMS industry for calendar year 2019 was minimal at approximately 1%.

The intensely competitive nature of the electronics industry, the increasing complexity and sophistication of electronics products, and pressures on OEMs to reduce product costs and shorten product life cycles are all factors that encourage OEMs to utilize supply chain service providers as part of their business and manufacturing strategies. Utilizing global manufacturing and service providers allows OEMs to take advantage of the global design, manufacturing and supply chain management expertise of outsource providers, and enables OEMs to concentrate on product research, development, marketing, and sales. We believe that OEMs realize a number of important benefits through their strategic relationships with EMS providers, including: • Improved inventory management and purchasing power;

• Access to worldwide design, engineering, manufacturing, and after-market service capabilities;

• Ability to focus on core branding and R&D initiatives;

• Accelerated time to market and time-to-volume production;

• Improved efficiency and optimized production costs;

• Improved product quality through advanced design and production at scale; and

• Reduced capital investment requirements and fixed costs; We believe that growth in the EMS industry will be largely driven by the need for OEMs to respond to rapidly changing industries, markets and technologies, as well as the increasing complexity of supply chains and the continued pressure to be innovative and cost competitive. Additionally, we believe that there are significant opportunities for global EMS providers to win additional business from OEMs in markets or industry segments that have yet to substantially outsource manufacturing. Finally, we believe that the COVID-19 pandemic is highlighting numerous new vulnerabilities and challenges for OEMs, which will require OEMs from all markets and industries to value and evaluate their supply chain resiliency, which may drive further growth opportunities.

SERVICE OFFERINGS

We offer a broad range of customizable services to our customers. We believe that Flex has the broadest worldwide product development lifecycle capabilities in the industry, from concept design to manufacturing to aftermarket services. We

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believe our key competitive advantages are our people, our processes, and our capabilities for making products, systems and solutions for our customers: • Speed: Our sophisticated supply chain management tools and expertise allow us to provide customers with access to real-time information that increases visibility throughout the entire product lifecycle, reducing risk while accelerating execution. Our experience with new product introductions and manufacturing ramps provides customers with a time to market advantage.

• Scope: Our full range of services, from Sketch-to-Scale®, include innovation and design, engineering, manufacturing, forward and reverse logistics, and circular economy supply chain management. Our deep cross-industry knowledge and multi-domain expertise accelerate the production of increasingly complex products for increasingly interconnected industries.

• Scale: Our physical infrastructure includes over 100 facilities in approximately 30 countries, staffed by approximately 160,000 employees, providing our customers with truly global scale and strategic geographic distribution capabilities.

We offer global economies of scale in advanced materials and technology sourcing, manufacturing and after-market services, as well as market-focused expertise and capabilities in design and engineering. As a result of our extensive experience in specific markets, we have developed deep understanding of complex market dynamics, giving us the ability to anticipate trends that impact our customers' businesses. Our expertise can help improve our customers' market positioning by effectively adjusting product plans and roadmaps to efficiently and cost-effectively deliver high quality products that meet their geographic and time to market requirements.

Our services include all processes necessary to design, build, ship, and service a wide range of products for our customers. These services include:

Innovation Services. We provide a comprehensive set of services that enable companies to successfully ideate, create new products and solutions, and gain access to new markets. These services span the entire product introduction and solution lifecycle by providing access to new cross-industry and technology platforms and building block technologies, accelerating innovation and product development from early concepts to final production-ready design, and providing advanced manufacturing and testing for new product introduction and market access to grow our customers' offerings. • Innovation and Design Centers. Our Innovation and Design Centers specialize in supporting customer design and product development. Customers gain access to our design and engineering facilities, technical subject matter expertise, and rapid prototyping resources such as metal and plastic 3D printers and soft tooling capabilities.

• Cross-industry Technologies. Along with our portfolio of specific building block technologies in electrical/electronics, electromechanical, and software, we also have deep technical expertise in cross-industry technologies including: Human Machine Interface (HMI), Audio and Video, System in Package (SIP), Miniaturization, IoT Platforms and Power Management.

• Systems Integration Services. Through systems integration, we design and integrate advanced data center servers, storage and networking equipment, and data center appliances. These systems provide engineering and design services with an emphasis on multivendor integration and open technologies that promote interoperability at a lower cost.

Design and Engineering Services. We offer a comprehensive range of value-added design and engineering services, tailored to specific industries and markets, and the needs of our customers.

Our design and engineering services are provided by our global market-based engineering teams and cover a broad range of technical competencies: • System Architecture, User Interface and Industrial Design;

• Hardware Design;

• Software Design; and

• Design for Excellence.

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We are exposed to different or greater potential liabilities from our various design services than those we typically face in our core assembly and manufacturing services. See "Risk Factors —The success of certain of our activities depends on our ability to protect our intellectual property rights; claims of infringement or misuse of intellectual property and/or breach of license agreement provisions against our customers or us could harm our business."

Systems Assembly and Manufacturing. Our assembly and manufacturing operations, which generate the majority of our revenues, include printed circuit board assembly and assembly of systems and subsystems that incorporate printed circuit boards and complex electromechanical components. We assemble electronics products with custom electronic enclosures on either a build- to-order or configure-to-order basis. In these operations, we employ just-in-time, ship-to-stock and ship-to-line programs, continuous flow manufacturing, demand flow processes, and statistical process controls. As our customers seek to provide greater functionality in physically smaller products, they increasingly require more sophisticated manufacturing technologies and processes. Our investment in advanced manufacturing equipment and our expertise in innovative miniaturization, packaging and interconnect technologies, enables us to offer a variety of leading-edge manufacturing solutions. We support a wide range of product demand profiles, from low-volume, high-complexity programs, to high-volume production. Our systems assembly and manufacturing capabilities includes the following: • Enclosures. We offer a comprehensive set of custom electronics enclosures and related products and services. Our services include the design, manufacture, integration and deployment of electronics packaging systems, including custom enclosure systems, power and thermal subsystems, interconnect subsystems, cabling, and cases. In addition to standard sheet metal and plastic fabrication services, we assist in the design of electronics packaging systems that protect sensitive electronics and enhance functionality. Our enclosure design services focus on functionality, manufacturability, and testing. These services are integrated with our other assembly and manufacturing services to provide our customers with improved overall supply chain management.

• Testing Services. We offer computer-aided testing services for assembled printed circuit boards, systems, and subsystems. These services significantly improve our ability to deliver high-quality products on a consistent basis. Our test services include management defect analysis, in-circuit testing and functional testing as well as environmental stress tests of board and system assemblies. We also offer design for test, manufacturing, and environmental services to jointly improve customer product design and manufacturing.

Power Modules. We offer a full-service power supply business that provides a range of solutions from custom to highly scalable system solutions. We have expertise in high efficiency and high-density switching power supplies ranging from 1 to 3,000 watts. Our product portfolio includes chargers for smartphones and tablets, adapters for notebooks and gaming systems, and power supplies for the server, storage, and networking markets. Our Power Modules business designs and manufactures a wide range of isolated DC/DC converters and non-isolated Point of Load (PoL) converters intended primarily, although not exclusively, for the Information and Communications Technology market, including Servers and High-Performance Computing applications. We also offer specialized power module solutions suitable for other markets. Our products are fully compliant with environmental and Energy Star requirements that drive efficiency specifications in our industry.

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Logistics. Through our Flex Global Services business, we provide after-market and forward supply chain logistics services. Our suite of services is tailored to customers operating in the computing, consumer digital, infrastructure, industrial, mobile, automotive and medical industries. Our expansive global infrastructure includes over 30 sites strategically located throughout the Americas, Europe, and Asia. We provide multiple logistics solutions including supplier-managed inventory, inbound freight management, product postponement, build/configure to order, order fulfillment and distribution, asset tracking, and supply chain network design.

STRATEGY

We help our customers responsibly build products that create value and improve people’s lives. We do this by providing our customers with product development lifecycle services, from innovation, design, and engineering, to manufacturing, supply chain solutions, logistics, and circularity offerings. Our strategy is to enable and scale innovation for our customers, maintain our leadership in our capabilities, and build extended offerings in high-growth industries and markets.

Talent. To maintain our competitiveness and world-class capabilities, we focus on hiring and retaining the world's best talent. We have taken steps to attract the best engineering, functional and operational leaders and have accelerated efforts to develop the future leaders of the company.

Customer Focus. We believe that building strong partnerships with our customer and delivering on our commitments strengthens trust and customer retention. Our customers come first, and we have a relentless focus on delivering distinctive products and services in a cost-effective manner with fast time to market. We are highly collaborative and leverage our global system and processes to operate with speed and responsiveness to provide our customers with a reliant supply chain partner.

Market Focus. We focus on companies that are leaders in their industry and value our superior capabilities in design, manufacturing, and supply chain services. We focus on high-growth industries and markets where we have distinctive competence and compelling value propositions. Examples include our investments in specific technologies and industries including healthcare, automotive, industrial markets, and energy. Our market-focused approach to managing our business increases our customers' competitiveness by leveraging our deep vertical industry and cross- industry expertise, as well as global scale, regional presence and agility to respond to changes in market dynamics.

Global Operations Capabilities. We continue to invest in maintaining the leadership of our world-class manufacturing and services capabilities including automation, new product introduction and large-scale manufacturing. We continue to capitalize on our industrial park concept, where we co-locate our design, manufacturing, and service resources globally in lower-cost regions, to provide a competitive advantage by minimizing logistics, manufacturing costs, and cycle times while increasing flexibility and responsiveness.

COMPETITIVE STRENGTHS

Significant Scope and Global Scale. We believe that global scale and regional capability are a significant competitive advantage, as our customers increasingly require a broad range of manufacturing and supply chain services and solutions globally. Increasingly, our customers are transitioning to regional based supply chains to take advantage of time to market and specific customization required to win in those markets. Additionally, our procurement and global supply chain capability provides us with an ability to use our worldwide supplier relationships to achieve leading-edge technologies, access, supply chain flexibility and advantageous pricing for our customers.

Digitized Supply Chain Solutions. We offer a comprehensive range of worldwide supply chain services that simplify and improve global product development processes, providing meaningful time and cost savings to our customers.

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Long-Standing Customer Relationships. We believe that our long-term relationships with key customers is a result of our track record of meeting commitments and delivering value that increases our customers' competitiveness.

Geographic, Customer and End Market Diversification. We believe that we are operating one of the most well-balanced and diversified portfolio from a product, geographical and customer diversification perspective. We have no customer accounting for more than 10% and our ten largest accounted for 39% of our net sales in fiscal year 2020. We believe we are well- positioned through our diverse portfolio and global footprint to grow faster than the industry average.

Customer and Product Innovation Hubs. We have established state-of-the art innovation hubs in the Americas, Asia and Europe, with differentiated offerings and specialized services for specific industries and markets. These innovation hubs offer our customers a geographically focused version of our design services, taking their product from concept to volume production and go-to-market in a rapid, cost effective and low risk manner.

Industrial Parks; Cost-Efficient Manufacturing Services. We have developed self-contained campuses that co-locate our manufacturing and logistics operations with our suppliers in various cost-efficient locations. These sites enhance our supply chain management efficiency, while providing multi-technology solution value for our customers.

We have deployed manufacturing operations in regions around the world to provide our customers with a wide array of solutions where our customers and/or their customers are located. As of March 31, 2020, approximately 81% of our manufacturing capacity was located in emerging markets, including Brazil, China, Hungary, India, Indonesia, Malaysia, Mexico, Poland, Romania, and Ukraine.

CUSTOMERS

As our business spans multiple end markets, we believe that we are well-positioned through our market diversification to grow faster than the industry average and successfully navigate through difficult economic times such as the current COVID-19 pandemic. As examples, we serve the following key customers across our diverse business groups: health solutions customers Abbott, Philips and Johnson & Johnson and auto customers Ford, Nexteer and Fiat Chrysler in our HRS segment; Teradyne, Dyson and Xerox in our IEI segment; Cisco, Nokia Solutions and Ericsson in our CEC segment; and Lenovo/Motorola, HP and Bose in our CTG segment.

In fiscal year 2020, our ten largest customers accounted for approximately 39% of net sales. No customer accounted for greater than 10% of the Company's net sales in fiscal year 2020.

BACKLOG

Although we obtain firm purchase orders from our customers, OEM customers typically do not place firm orders for delivery of products more than 30 to 90 days in advance. In addition, OEM customers may reschedule or cancel firm orders depending on contractual arrangements. Therefore, we do not believe that the backlog of expected product sales covered by firm purchase orders is a meaningful measure of future sales.

COMPETITION

We also compete with different companies depending on the type of service we are providing or the geographic area in which an activity takes place. We believe that the principal competitive factors in the manufacturing services market are quality and range of services; design and technological capabilities; cost; location of sites; and responsiveness and flexibility. We believe we are extremely competitive with regard to all of these factors.

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CORPORATE SOCIAL RESPONSIBILITY

Sustainability remains central to who we are and how we operate. Our sustainability governance principles are a core part of our business operations. Through innovation and smart technologies, our sustainable solutions positively impact people and the environment.

Since February 2018, we have been participants of the United Nations Global Compact ("UNGC"), the world's largest corporate sustainability initiative, to showcase our commitment to integrate sustainability throughout our company and across our entire supply chain. Our commitment aims to help customers, partners and other businesses increase their own efforts to build a more sustainable future.

Our strategy and global efforts, through our sustainability programs and multi-year objectives are aligned with the principles set forth in the UNGC, and the 2030 Sustainable Development Goals ("SDGs"). While our global efforts contribute to most of the SDGs, we have prioritized them and focus on decent work, quality education, clean energy and responsible consumption and production.

The Flex Social and Environmental framework is based upon the principles, policies, and standards prescribed by the Responsible Business Alliance (“RBA”), a worldwide association of electronics companies committed to promoting an industry code of conduct for global electronics supply chains to improve working and environmental, health and safety conditions, as well as other relevant international standards (e.g., ISO 14001, United Nations Guiding Principles on Business and Human Rights). Flex is a founding member of the RBA and a member of the Global Business Initiative Human Rights and the Business for Social Responsibility Network. Social responsibility is also an area of increasing concern, with specific regulations such as the California Transparency in Supply Chains Act, the U.S. Federal Acquisition Regulation on Human Trafficking and the U.K. Modern Slavery Act of 2015, all creating new compliance and disclosure obligations for the Company and for our customers.

We are committed to providing a positive work environment for Flex employees, respecting their dignity and striving to advance human rights around the world. Our foremost focus in our response to the COVID-19 pandemic has been the health and safety of our employees. Our philosophy, strategies, and policies in human rights, health and safety, diversity and inclusion, support the inclusion of all people in our working environment. Some of the cornerstone specific goals through which we measure our performance include increasing employee development, social and environmental management system audits, human rights policy training completion, RBA compliance for rest day requirements and decreasing incident rates.

We work with nonprofits, community leaders and governments to promote inclusive and sustainable economic growth, employment and decent work for all. We help protect the environment, support resource conservation and provide disaster relief. We accomplish this through grants from the Flex Foundation, corporate and employee donations and volunteerism. Our multi-year goals in this area cover increasing volunteer hours and the percentage of sites with community activities and Flex Foundation community grants. In response to the COVID-19 pandemic, the Flex Foundation has been working with leading organizations and making financial contributions to help support efforts in combating COVID-19 in the countries where we have a presence.

All of these activities are the subject of our annual sustainability reporting, done in accordance with the Global Reporting Initiative’s (“GRI”) standards, and further information can be found in our annual sustainability executive and GRI reports posted on our website.

ENVIRONMENTAL REGULATION

Our operations are regulated under various federal, state, local and international laws governing the environment, including laws governing the discharge of pollutants into the air and water, the management and disposal of hazardous substances and wastes and the cleanup of contaminated sites. We have implemented processes and procedures to ensure that our operations are in compliance with all applicable environmental regulations. We do not believe that costs of compliance with these laws and regulations will have a material adverse effect on our capital expenditures, operating results, or competitive position. In addition, we are responsible for cleanup of contamination at some of our current and former manufacturing facilities and at some third- party sites. We engage environmental consulting firms to assist us in the evaluation of environmental liabilities associated with our ongoing operations, historical disposal activities and closed sites in order to establish appropriate accruals in our financial statements. We determine the amount of our accruals for environmental matters by analyzing and estimating the probability of occurrence and the reasonable possibility of incurring costs in light of information currently available.

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The imposition of more stringent standards or requirements under environmental laws or regulations, the results of future testing and analysis undertaken by us at our operating facilities, or a determination that we are potentially responsible for the release of hazardous substances at other sites could result in expenditures in excess of amounts currently estimated to be required for such matters. Additionally, we could be required to alter our operations in order to comply with any new standards or requirements under environmental laws or regulations. There can be no assurance that additional environmental matters will not arise in the future or that costs will not be incurred with respect to sites as to which no issue is currently known.

We are also required to comply with an increasing number of product environmental compliance regulations focused upon the restriction of certain hazardous substances. The electronics industry is subject to various regulations based on region or country. For example: • Restrictions on Hazardous Substances ("RoHS") 2011/65/EU

• Waste Electrical and Electronic Equipment ("WEEE") 2012/19/EU directives

• The regulation EC 1907/2006 EU Directive REACH ("Registration, Evaluation, Authorization, and Restriction of Chemicals")

• China RoHS entitled, Management Methods for Controlling Pollution for Electronic Information Products ("EIPs"). Similar legislation has been or may be enacted in other jurisdictions, including the United States. Our business requires close collaboration with our customers and suppliers to mitigate risks of non-compliance. We have developed rigorous compliance programs designed to meet the needs and specifications of our customers as well as the regulations. These programs vary from collecting compliance or material data from our Flex controlled or managed suppliers to full laboratory testing, and we include compliance requirements in our standard supplier contracts. Non- compliance could result in significant costs and/or penalties.

RoHS and other similar legislation ban or restrict the use of lead, mercury and certain other specified substances in electronics products and WEEE requires EU importers and/or producers to assume responsibility for the collection, recycling and management of waste electronic products and components. In the case of WEEE, although the compliance responsibility rests primarily with the EU importers and/or producers rather than with EMS companies, OEMs may turn to EMS companies for assistance in meeting their WEEE obligations. Flex continues to monitor developments related to product environmental compliance and is working with our customers and other technical organizations to anticipate and minimize any impacts to our operations.

EMPLOYEES

Our policies, philosophy and strategies support the inclusion of all people in our working environment. We’re committed to respecting the human rights of our employees and improving their quality of life. We encourage our people to engage in lifelong learning and growth. And we give them opportunities to perform to the best of their abilities.

As of March 31, 2020, our global workforce totaled approximately 160,000 employees including our contractor workforce. In certain international locations, our employees are represented by labor unions and by work councils. Although we have experienced various work stoppages due to the pandemic outlined below, we have never experienced a significant work stoppage due to strike, and we believe that our employee relations are good.

In response to the COVID-19 outbreak, we deployed our contingency and resiliency plans that are encompassed in our business continuity programs. Our resiliency advisory and crisis management teams defined work streams and set up “war” rooms with hundreds of employees, organizing across our global footprint, and coordinating and communicating with our suppliers and customers. Our leadership teams initiated enhanced health and safety measures across all facilities, as our foremost focus has been the health and safety of our employees. We modified practices at our manufacturing locations and offices to require personal protective equipment, sanitization measures, temperature checks and social distancing well before these measures were mandated. Our protocols to protect employees and safely operate our facilities have been in partnership with several governments, including in China, Mexico, Malaysia, Brazil and Europe. These measures also have enabled us to continue to conduct operations which are considered to be essential services, including but not limited to the manufacture of critical health care products.

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INTELLECTUAL PROPERTY

We own or license various United States and foreign patents relating to a variety of technologies. For certain of our proprietary processes, inventions, and works of authorship, we rely on trade secret or copyright protection. We also maintain trademark rights (including registrations) for our corporate name and several other trademarks and service marks that we use in our business in the United States and other countries throughout the world. We have implemented appropriate policies and procedures (including both technological means and training programs for our employees) to identify and protect our intellectual property, as well as that of our customers and suppliers. As of March 31, 2020, and 2019, the carrying value of our intellectual property was not material.

Although we believe that our intellectual property assets and licenses are sufficient for the operation of our business as we currently conduct it, from time to time third parties assert patent infringement claims against us or our customers. In addition, we provide design and engineering services to our customers and also design and make our own products. As a consequence of these activities, our customers are sometimes requiring us to take responsibility for intellectual property to a greater extent than in our manufacturing and assembly businesses. If and when third parties make assertions regarding the ownership or right to use intellectual property, we could be required to either enter into licensing arrangements or to resolve the issue through litigation. Such license rights might not be available to us on commercially acceptable terms, if at all, and any such litigation might not be resolved in our favor. Additionally, litigation could be lengthy and costly and could materially harm our financial condition regardless of the outcome. We also could be required to incur substantial costs to redesign a product or re-perform design services. See "Risk Factors - The success of certain of our activities depends on our ability to protect our intellectual property rights; claims of infringement or misuse of intellectual property and/or breach of license agreement provisions against our customers or us could harm our business."

ADDITIONAL INFORMATION

ITEM 1A. RISK FACTORS

The COVID-19 pandemic has materially and adversely affected our business and results of operations. The duration and extent to which it will continue to adversely impact our business and results of operations remains uncertain and could be material.

The COVID-19 pandemic has resulted in a widespread public health crisis and numerous disease control measures being taken to limit its spread, including travel bans and restrictions, quarantines, shelter-in-place orders, and shutdowns. These measures have materially impacted and are continuing to impact our workforce and operations, the operations of our customers, and those of our respective vendors and suppliers. We have significant operations worldwide, including in China, Mexico, the United States, Brazil, India, Malaysia and Europe, and each of these geographies has been affected by the outbreak and has taken measures to try to contain it, resulting in disruptions at many of our manufacturing operations and facilities. Further measures may be implemented and there can be no assurance as to when any such restrictions may be eased or lifted. The impact of the pandemic on our business has included and could in the future include: • disruptions to or restrictions on our ability to ensure the continuous provision of our manufacturing services and solutions;

• temporary closures or reductions in operational capacity of our manufacturing facilities;

• reductions in our capacity utilization levels;

• temporary closures of our direct and indirect suppliers, resulting in adverse effects to our supply chain, and other supply chain disruptions, which adversely affect our ability to procure sufficient inventory to support customer orders;

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• temporary shortages of skilled employees available to staff manufacturing facilities due to shelter-in-place orders and travel restrictions within as well as into and out of countries;

• restrictions or disruptions of transportation, such as reduced availability of air transport, port closures, and increased border controls or closures;

• increases in operational expenses and other costs related to requirements implemented to mitigate the impact of the pandemic;

• delays or limitations on the ability of our customers to perform or make timely payments;

• reductions in short- and long-term demand for our manufacturing services and solutions, or other disruptions in technology buying patterns;

• workforce disruptions due to illness, quarantines, governmental actions, other restrictions, and/or the social distancing measures we have taken to mitigate the impact of COVID-19 at our locations around the world in an effort to protect the health and well-being of our employees, customers, suppliers and of the communities in which we operate (including working from home, restricting the number of employees attending events or meetings in person, limiting the number of people in our buildings and factories at any one time, further restricting access to our facilities and suspending employee travel); and

• our management team continuing to commit significant time, attention and resources to monitoring the COVID-19 pandemic and seeking to mitigate its effects on our business and workforce. The global spread of COVID-19 also has created significant macroeconomic uncertainty, volatility and disruption, which may adversely affect our and our customers’ and suppliers’ liquidity, cost of capital and ability to access the capital markets. As a result, the continued spread of COVID-19 could cause further disruptions in our supply chain and customer demand, and could adversely affect the ability of our customers to perform, including in making timely payments to us, which could further adversely impact our business, financial condition and results of operations. In addition, the COVID-19 pandemic has caused an economic slowdown that is likely to continue and is highly likely to cause a global recession. Even after the COVID-19 pandemic has subsided, we may continue to experience adverse impacts to our business as a result of the pandemic’s global economic impact, including any recession, economic downturn, government spending cuts, tightening of credit markets or increased unemployment that has occurred or may occur in the future, which could cause our customers and potential customers to postpone or reduce spending on our manufacturing services and solutions.

The extent to which the COVID-19 pandemic will continue to impact our business and financial results going forward will be dependent on future developments such as the length and severity of the crisis, the potential resurgence of COVID-19 in the future, future government actions in response to the crisis and the overall impact of the COVID-19 pandemic on the global economy and capital markets, among many other factors, all of which remain highly uncertain and unpredictable. We cannot at this time quantify or forecast the business impact of COVID-19, and there can be no assurance that the COVID-19 pandemic will not have a material and adverse effect on our business, financial results and financial condition. In addition, the COVID-19 pandemic increases the likelihood and potential severity of other risks described in this “Risk Factors” section.

Weak global economic conditions, geopolitical uncertainty and instability in financial markets may adversely affect our business, results of operations, financial condition, and access to capital markets.

Our revenue and gross margin depend significantly on general economic conditions and the demand for products in the markets in which our customers compete. Adverse worldwide economic conditions and geopolitical uncertainty may create challenging conditions in the electronics industry, which has occurred and may continue to occur as a result of the COVID-19 pandemic.

Additionally, the withdrawal of the United Kingdom from the EU ("Brexit") may also adversely impact worldwide economic conditions. The U.K. left the EU on January 31, 2020, and is currently in an 11-month transition period following which it will leave the single market and customs union pursuant to terms of a trade agreement currently being negotiated by the U.K. and the EU. The terms of this trade agreement are uncertain, and the political and economic instability created by Brexit caused and may continue to cause significant volatility in global markets. Additionally, conditions may be adversely impacted by and the actions that the U.S. or other countries have taken or may take with respect to certain treaty and trade relationships with other countries. The U.S. has thus far signaled a desire to reach a broad trade deal with a post-Brexit U.K. this year, but demands for concessions on issues like tariffs, non-tariff barriers, tax policies, and market access could present obstacles to achieving an agreement. Disagreements over similar issues, including market access, non-tariff barriers, and digital

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service taxes continue to raise the possibility of the U.S. imposing more tariffs on EU goods, even as the U.S. government signals a desire to reach a trade deal with the EU. The COVID-19 pandemic has served to further delay any potential progress on any U.S.-U.K. and U.S.-EU trade deal. Meetings between U.S. and U.K. trade officials to discuss a bilateral trade deal, which were scheduled for the end of March, then postponed indefinitely, as both countries instead dealt with the COVID-19 pandemic.

These conditions may result in reduced consumer and business confidence and spending in many countries, a tightening in the credit markets, a reduced level of liquidity in many financial markets, high volatility in credit, fixed income and equity markets, currency exchange rate fluctuations, and global economic uncertainty. In addition, longer term disruptions in the capital and credit markets could adversely affect our access to liquidity needed for our business. If financial institutions that have extended credit commitments to us are adversely affected by the conditions of the U.S. and international capital markets, they may become unable to fund borrowings under their credit commitments to us, which could have an adverse impact on our financial condition and our ability to borrow additional funds, if needed, for working capital, capital expenditures, acquisitions, research and development and other corporate purposes.

For the period ended March 31, 2020, we derived our revenues from customers in the following business groups (which, beginning in fiscal year 2021, we expect to realign in two reportable segments (Flex Agility Solutions Group and Flex Reliability Solutions Group)): • HRS, which is comprised of our health solutions business, including surgical equipment, drug delivery, diagnostics, telemedicine, disposable devices, imaging and monitoring, patient mobility and ophthalmology; and our automotive business, including vehicle electrification, connectivity, autonomous, and smart technologies;

• IEI, which is comprised of energy including advanced metering infrastructure, energy storage, smart lighting, smart solar energy; and industrial, including semiconductor and capital equipment, office solutions, household industrial and lifestyle, industrial automation and kiosks;

• CEC, which includes our telecom business of radio access base stations, remote radio heads and small cells for wireless infrastructure; our networking business, which includes optical, routing, and switching products for data and video networks; our server and storage platforms for both enterprise and cloud-based deployments; next generation storage and security appliance products; and rack-level solutions, converged infrastructure and software-defined product solutions; and

• CTG, which includes our consumer-related businesses in IoT enabled devices, audio and consumer power electronics, mobile devices; and various supply chain solutions for consumer, computing and printing devices.

Factors affecting any of these industries in general or our customers in particular, could adversely impact us. These factors include: • A negative impacts of the COVID-19 pandemic on our customers or on the demand for our customers’ products;

• rapid changes in technology, evolving industry standards, and requirements for continuous improvement in products and services that result in short product life cycles;

• demand for our customers' products may be seasonal;

• our customers may fail to successfully market their products, and our customers' products may fail to gain widespread commercial acceptance;

• our customers' products may have supply chain issues, including as a result of the COVID-19 pandemic

• our customers may experience dramatic market share shifts in demand which may cause them to lose market share or exit businesses; and

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• there may be recessionary periods in our customers' markets, including as a result of the COVID-19 pandemic.

Cancellations, reductions, or delays by a significant customer or by a group of customers have harmed, and may in the future harm, our results of operations by reducing the volumes of products we manufacture and deliver for those customers, by causing a delay in the repayment of our expenditures for inventory in preparation for customer orders and/or an impairment loss for inventory, and by lowering our asset utilization and overhead absorption resulting in lower gross margins and earnings. Additionally, current and prospective customers continuously evaluate our capabilities against other providers as well as against the merits of manufacturing products themselves. Our business would be adversely affected if customers decide to perform these functions internally or transfer their business to another provider. In addition, we face competition from the manufacturing operations of some of our current and potential customers, who are continually evaluating the merits of manufacturing products internally against the advantages of outsourcing. In the past, some of our customers moved a portion of their manufacturing from us in order to more fully utilize their excess internal manufacturing capacity. Any of these developments could cause a decline in our sales, loss of market acceptance of our products or services, decreases of our profits or loss of our market share.

As a provider of design and manufacturing services and components for electronics, we must provide increasingly rapid product turnaround times for our customers. We generally do not obtain firm, long-term purchase commitments from our customers, and we often experience reduced lead times in customer orders which may be less than the lead time we require to procure necessary components and materials.

On occasion, customers require rapid increases in production or require that manufacturing of their products be transitioned from one facility to another to reduce costs or achieve other objectives. These demands stress our resources, can cause supply chain management issues, and reduce our margins. We may not have sufficient capacity at any given time to meet our customers' demands, and transfers from one facility to another can result in inefficiencies and costs due to excess capacity in one facility and corresponding capacity constraints at another. Many of our costs and operating expenses are relatively fixed, and thus customer order fluctuations, deferrals, and transfers of demand from one facility to another, as described above, have had a material adverse effect on our operating results in the past and we may experience such effects in the future.

Our industry is extremely competitive; if we are not able to continue to provide competitive services, we may lose business.

A significant percentage of our sales come from a small number of customers and a decline in sales to any of these customers could adversely affect our business.

Sales to our ten largest customers represent a significant percentage of our net sales. Our ten largest customers accounted for approximately 39%, 43% and 41% of net sales in fiscal years 2020, 2019 and 2018, respectively. No customer accounted for more than 10% of net sales in fiscal year 2020, 2019 and 2018. Our principal customers have varied from year to year. These customers may experience dramatic declines in their market shares or competitive position, due to economic or other forces, that may cause them to reduce their purchases from us or, in some cases, result in the termination of their relationship with us. Significant reductions in sales to any of these customers, or the loss of major customers, would materially harm our business. If we are not able to timely replace expired, canceled or reduced contracts with new business, our revenues and profitability could be harmed. Additionally, mergers, acquisitions, consolidations or other significant transactions involving our key customers generally entail risks to our business. If a significant transaction involving any of our key customers results in

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the loss of or reduction in purchases by any of our largest customers, it could have a materially adverse effect on our business, results of operations, financial condition and prospects.

Our components business is dependent on our ability to quickly launch world-class component products, and our investment in the development of our component capabilities, together with the start-up and integration costs necessary to achieve quick launches of world-class component products, may adversely affect our margins and profitability.

Our components business, which include power supply manufacturing, is part of our strategy to improve our competitive position and to grow our future margins, profitability and shareholder returns by expanding our capabilities. The success of our components business is dependent on our ability to design and introduce world- class components that have performance characteristics which are suitable for a broad market and that offer significant price and/or performance advantages over competitive products.

To create these world class components offerings, we must continue to make substantial investments in the development of our components capabilities, in resources such as research and development, technology licensing, test and tooling equipment, facility expansions, and personnel requirements. We may not be able to achieve or maintain market acceptance for any of our components offerings in any of our current or target markets. The success of our components business will also depend upon the level of market acceptance of our customers' end products, which incorporate our components, and over which we have no control.

Our exposure to financially troubled customers or suppliers may adversely affect our financial results.

On April 21, 2016, SunEdison, Inc. (together with certain of its subsidiaries, “SunEdison”) filed for protection under Chapter 11 of the U.S. Bankruptcy Code. During the fiscal year ended March 31, 2016, we recognized a bad debt reserve charge of $61.0 million associated with our outstanding SunEdison receivables and accepted return of previously shipped inventory of approximately $90.0 million. SunEdison stated in schedules filed with the Bankruptcy Court that, within the 90 days preceding SunEdison's bankruptcy filing, the Company received approximately $98.6 million of inventory and cash transfers of $69.2 million, which in aggregate represents the Company's estimate of the maximum reasonably possible contingent loss. On April 15, 2018, a subsidiary of the Company together with its subsidiaries and affiliates, entered into a tolling agreement with the trustee of the SunEdison Litigation Trust to toll any applicable statute of limitations or other time-related defense that might exist in regards to any potential claims that either party might be able to assert against the other for a period that will end at the earlier to occur of: (a) 60 days after a party provides written notice of termination; (b) six years from the effective date of April 15, 2018; or (c) such other date as the parties may agree in writing. No preference claims have been asserted against the Company and consideration has been given to the related contingencies based on the facts currently known. An unfavorable resolution of this matter could be material to our results of operations, financial condition, or cash flows.

We may be adversely affected by supply chain issues, including shortages of required electronic components.

From time to time, we have experienced shortages of some of the electronic components that we use. These shortages can result from strong demand for those components or from problems experienced by suppliers, such as shortages of raw materials. We have also experienced, and may continue to experience, such shortages due to the effects of the COVID-19 pandemic. These unanticipated component shortages have resulted and could continue to result in curtailed production or delays in production, which may prevent us from making scheduled shipments to customers. Our inability to make scheduled shipments could cause us to experience a reduction in sales, increase in inventory levels and costs, and could adversely affect relationships with existing and prospective customers. Component shortages may also increase our cost of goods sold because we may be required to pay higher prices for components in short supply and redesign or reconfigure products to accommodate substitute components. As a result, component shortages could adversely affect our operating results. Our performance depends, in part, on our ability to incorporate changes in component costs into the selling prices for our products.

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Our supply chain has also been and may continue to be impacted by the COVID-19 pandemic, and may be impacted by other events outside our control, including macro-economic events, trade restrictions, political crises, other public health emergencies, or natural or environmental occurrences.

Our margins and profitability may be adversely affected due to substantial investments, start-up and production ramp costs in our design services.

Although we enter into contracts with our design services customers, we may design and develop products for these customers prior to receiving a purchase order or other firm commitment from them. We are required to make substantial investments in the resources necessary to design and develop these products, and no revenue may be generated from these efforts if our customers do not approve the designs in a timely manner or at all. In addition, we may make investments in designing products and not be able to design viable manufacturable products, in which cases we may not be able to recover our investments. Even if we are successful in designing manufacturable products and our customers accept our designs, if our customers do not then purchase anticipated levels of products, we may not realize any profits. Our design activities often require that we purchase inventory for initial production runs before we have a purchase commitment from a customer. Even after we have a contract with a customer with respect to a product, these contracts may allow the customer to delay or cancel deliveries and may not obligate the customer to any particular volume of purchases. These contracts can generally be terminated on short notice. In addition, some of the products we design and develop must satisfy safety and regulatory standards and some must receive government certifications. If we fail to obtain these approvals or certifications on a timely basis, we would be unable to sell these products, which would harm our sales, profitability and reputation.

Our design services offerings require significant investments in research and development, technology licensing, test and tooling equipment, patent applications, facility building and expansion and recruitment. We may not be able to achieve a high enough level of sales for this business to be profitable. The initial costs of investing in the resources necessary to expand our design and engineering capabilities, and in particular to support our design services offerings, have historically adversely affected our profitability, and may continue to do so as we continue to make investments to grow these capabilities.

In addition, we often agree to certain product price limitations and cost reduction targets in connection with these services. Inflationary and other increases in the costs of the raw materials and labor required to produce the products have occurred and may recur from time to time. Also, the production ramps for these programs are typically significant and negatively impact our margin in early stages as the manufacturing volumes are lower and result in inefficiencies and unabsorbed manufacturing overhead costs. We may not be able to reduce costs, incorporate changes in costs into the selling prices of our products, or increase operating efficiencies as we ramp production of our products, which would adversely affect our margins and our results of operations.

We conduct operations in a number of countries and are subject to the risks inherent in international operations.

Facilities in several different locations may be involved at different stages of the production process of a single product, leading to additional logistical difficulties.

• labor unrest, difficulties in staffing and geographic labor shortages;

• longer payment cycles;

• cultural differences;

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• increases in duties, tariffs, and taxation levied on our products including anti-dumping and countervailing duties;

• trade restrictions including limitations on imports or exports of components or assembled products, unilaterally or bilaterally;

• trade sanctions and related regulatory enforcement actions and other proceedings;

• potential trade wars;

• imposition of restrictions on currency conversion or the transfer of funds;

• expropriation of private enterprises;

• ineffective legal protection of our intellectual property rights in certain countries;

• natural disasters;

• exposure to infectious disease, epidemics and pandemics, including the effects of the COVID-19 on our business operations in geographic locations impacted by the outbreak and on the business operations of our customers and suppliers;

• inability of international customers and suppliers to obtain financing resulting from tightening of credit in international financial markets;

• political unrest; and

• a potential reversal of current favorable policies encouraging foreign investment or foreign trade by our host countries.

We operate in a number of different countries and jurisdictions, and we cannot anticipate the potential impact that new or current restrictions in each of these countries or jurisdictions due to COVID-19 may have on our manufacturing operations and facilities, our supply chain, and our business more generally.

The attractiveness of our services to customers and our ability to conduct business with certain customers can be affected by changes in U.S. and other countries' trade policies. In 2018, the U.S. imposed tariffs on a large variety of products of Chinese origin. The U.S. government has also indicated a readiness to further expand the scope of the tariffs on Chinese goods if negotiations are not successful, and most recently, effective May 10, 2019, increased tariffs on $200 billion of Chinese goods to 25%. Further, on May 15, 2019, President Trump issued an executive order designed to secure the information and communications technology and services supply chain, which would restrict the acquisition or use in the United States of information and communications technology or services designed, developed, manufactured, or supplied by persons owned by, controlled by, or subject to the jurisdiction or direction of foreign adversaries. The executive order is subject to implementation by the Secretary of Commerce and applies to contracts entered into prior to the effective date of the order. In addition, the U.S. Commerce Department has implemented additional restrictions and may implement further restrictions that would affect conducting business with certain Chinese companies. A “phase one” trade deal signed between the U.S. and China on January 15, 2020 accompanied a U.S. decision to cancel a plan to increase tariffs on an additional list of Chinese products and to reduce the tariffs imposed on May 13, 2019 from 15% to 7.5% effective February 14, 2020. While the signing of the agreement and granting of several tariff exclusions by the U.S. Trade Representative signal a cooling of tensions between the U.S. and China over trade, many of the additional tariffs on Chinese origin goods remain as do concerns over the stability of bilateral trade relations, particularly given the limited scope of the phase one agreement. In addition, the economic disruption caused by the COVID-19 pandemic could make it harder for China to meet its obligations under the deal and increases the potential for China to invoke the deal’s “disaster clause,” which could further challenge US-China bilateral trade relations. Depending upon their duration and implementation, as well as our ability to mitigate their impact, these tariffs, the executive order and its

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implementation and other regulatory actions could materially affect our business, including in the form of increased cost of goods sold, decreased margins, increased pricing for customers, and reduced sales. Further, one of our former customers, Huawei Technologies Co., Ltd., and some of its affiliates have been added to the U.S. Department of Commerce’s Entity List, and were recently made subject to enhanced restrictions designed to prevent them from having access to foreign-produced items using U.S.-origin semiconductor technology and equipment; we could be subject to reputational harm based on its business activities, including activities with sanctioned countries.

In addition, some countries in which we operate, such as Brazil, Hungary, India, Mexico, Malaysia and Poland, have experienced periods of slow or negative growth, high inflation, significant currency devaluations or limited availability of foreign exchange. Furthermore, in countries such as China, Brazil, India and Mexico, governmental authorities exercise significant influence over many aspects of the economy, and their actions could have a significant effect on us. We could be seriously harmed by inadequate infrastructure, including lack of adequate power and water supplies, transportation, raw materials and parts in countries in which we operate. In addition, we may encounter labor disruptions and rising labor costs, in particular within the lower- cost regions in which we operate. Any increase in labor costs that we are unable to recover in our pricing to our customers could adversely impact our operating results.

The success of certain of our activities depends on our ability to protect our intellectual property rights; claims of infringement or misuse of intellectual property and/or breach of license agreement provisions against our customers or us could harm our business.

Our engineering, design and manufacturing services and components offerings involve the creation and use of intellectual property rights, which subject us to the risk of claims of infringement or misuse of intellectual property from third parties and/or breach of our agreements with third parties, as well as claims arising from the allocation of intellectual property risk among us and our customers. From time to time, we enter into intellectual property licenses (e.g., patent licenses and software licenses) with third parties which obligate us to report covered behavior to the licensor and pay license fees to the licensor for certain activities or products, or that enable our use of third party technologies. We may also decline to enter into licenses for intellectual property that we do not think is useful for or used in our operations, or for which our customers or suppliers have licenses or have assumed responsibility.

Given the diverse and varied nature of our business and the location of our business around the world, certain activities we perform, such as providing assembly services in China and India, may fall outside the scope of those licenses or may not be subject to the applicable intellectual property rights. Our licensors may disagree and claim royalties are owed for such activities. In addition, the basis (e.g., base price) for any royalty amounts owed are audited by licensors and may be challenged. Our customers are increasingly requiring us to indemnify them against the risk of intellectual property-related claims and licensors are claiming that activities we perform are covered by licenses to which we are a party. In March 2018, we received an inquiry from a licensor referencing a patent license agreement, and requesting information relating royalties for products that we assemble for a customer in China. If any of these inquiries result in a claim, the Company intends to contest any such claim vigorously. If a claim is asserted and we are unsuccessful in its defense, a material loss is reasonably possible. We cannot predict or estimate an amount or reasonable range of outcomes with respect to the matter.

If any claims of infringement or misuse of intellectual property from third parties and/or breach of our agreements with third parties, as well as claims arising from the allocation of intellectual property risk among us and our customers, are brought against us or our customers, whether or not these have merit, we could be required to expend significant resources in defense of such claims. In the event of such a claim, we may be required to spend a significant amount of money to develop alternatives or obtain licenses or to resolve the issue through litigation. We may not be successful in developing such alternatives or obtaining such licenses on reasonable terms or at all, and any such litigation might not be resolved in our favor, in which cases we may be required to curtail certain of our services and offerings. Additionally, litigation could be lengthy and costly, and could materially harm our financial condition regardless of outcome.

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We also face certain heightened risks to our intellectual property rights due to our extensive operations in foreign jurisdictions, including the risk of theft or misuse of our intellectual property rights in certain foreign jurisdictions. The laws of certain countries in which we operate may not protect intellectual property rights to the same extent as the laws of the United States, and the mechanisms to enforce intellectual property rights may be inadequate to protect our rights, which could harm our business.

We are subject to risks relating to litigation and regulatory investigations and proceedings, which may have a material adverse effect on our business.

From time to time, we are involved in various claims, suits, investigations and legal proceedings. Additional legal claims or regulatory matters may arise in the future and could involve matters relating to commercial disputes, government regulatory and compliance, intellectual property, antitrust, tax, employment or shareholder issues, product liability claims and other issues on a global basis. If we receive an adverse judgment in any such matter, we could be required to pay substantial damages and cease certain practices or activities. Regardless of the merits of the claims, litigation and other proceedings may be both time- consuming and disruptive to our business. The defense and ultimate outcome of any lawsuits or other legal proceedings may result in higher operating expenses and a decrease in operating margin, which could have a material adverse effect on our business, financial condition, or results of operations.

On May 8, 2018, a putative class action was filed in the Northern District of California against the Company and certain officers alleging violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, and Rule 10b-5, promulgated thereunder, alleging misstatements and/or omissions in certain of the Company’s financial results, press releases and SEC filings made during the putative class period of January 26, 2017 through April 26, 2018. On October 1, 2018, the Court appointed lead plaintiff and lead plaintiff’s counsel in the case. On November 28, 2018, lead plaintiff filed an amended complaint alleging misstatements and/or omissions in certain of the Company’s SEC filings, press releases, earnings calls, and analyst and investor conferences and expanding the putative class period through October 25, 2018. On April 3, 2019, the Court vacated its prior order appointing lead plaintiff and lead plaintiff’s counsel and reopened the lead plaintiff appointment process. On September 26, 2019, the Court appointed a new lead plaintiff and lead plaintiff’s counsel in the case. On November 8, 2019, lead plaintiff filed a further amended complaint. On December 4, 2019, Defendants filed a motion to dismiss the amended complaint. The motion has been fully briefed. On March 12, 2020, the Court vacated the hearing date and took the motion under submission without argument. No decision has yet been issued. Any existing or future lawsuits could be time-consuming, result in significant expense and divert the attention and resources of our management and other key employees, as well as harm our reputation, business, financial condition or results of operations.

On February 14, 2019, we submitted an initial notification of voluntary disclosure to the U.S. Department of the Treasury, Office of Foreign Assets Control ("OFAC") regarding possible noncompliance with U.S. economic sanctions requirements among certain non-U.S. Flex-affiliated operations. We have initiated an internal investigation regarding this matter which is ongoing. We expect to complete the investigation and report to OFAC by the end of the second quarter of fiscal year 2021, and cannot at this time estimate the amount, or the range of reasonably possible amounts, of penalties the Company could be subject to, which could have a material adverse effect on the Company’s financial position, results of operations or cash flows..

In recent years, including fiscal years 2020, 2019 and 2018, we initiated targeted restructuring activities focused on optimizing our portfolio, in particular customers and products in our CTG business, optimizing our cost structure in lower growth areas and, more importantly, streamlining certain corporate and segment functions. Restructuring charges are recorded based upon employee termination dates, site closure and consolidation plans generally in conjunction with an overall corporate initiative to drive cost reduction and realign the Company's global footprint.

We may be required to take additional charges in the future to align our operations and cost structures with global economic conditions, market demands, cost competitiveness, and our geographic footprint as it relates to our customers' production requirements and in response to the economic challenges in light of recent events with COVID-19. We may consolidate certain manufacturing facilities or transfer certain of our operations to lower cost geographies. If we are required to

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take additional restructuring charges in the future, our operating results, financial condition, and cash flows could be adversely impacted. Additionally, there are other potential risks associated with our restructurings that could adversely affect us, such as delays encountered with the finalization and implementation of the restructuring activities, work stoppages, and the failure to achieve targeted cost savings.

A breach of our IT or physical security systems, or violation of data privacy laws, may cause us to incur significant legal and financial exposure.

We are increasingly reliant on our information systems to process, transmit and store electronic information (including sensitive data such as confidential business information and personally identifiable data relating to employees, customers, and other business partners), and to manage or support a variety of critical business processes and activities. In particular, the COVID-19 pandemic has caused us to modify our business practices, including requiring many of our office-based employees to work from home. As a result, we are increasingly dependent upon our information systems to operate our business and our ability to effectively manage our business depends on the security, reliability and adequacy of our such information systems. We regularly face attempts by others to gain unauthorized access through the Internet or to introduce malicious software to our information systems. We are also a target of malicious attackers who attempt to gain access to our network or data centers or those of our customers or end users; steal proprietary information related to our business, products, employees, and customers; or interrupt our systems and services or those of our customers or others. We believe such attempts are increasing in number and in technical sophistication. In some instances, we, our customers, and the users of our products and services might be unaware of an incident or its magnitude and effects. We have implemented security systems with the intent of maintaining the physical security of our facilities and inventory and protecting our customers’ and our suppliers’ confidential information. In addition, while we seek to detect and investigate all unauthorized attempts and attacks against our network, products, and services, and to prevent their recurrence where practicable through changes to our internal processes and tools, we are subject to, and at times have suffered from, breach of these security systems which have in the past and may in the future result in unauthorized access to our facilities and/or unauthorized use or theft of the inventory or information we are trying to protect. If unauthorized parties gain physical access to our inventory or if they gain electronic access to our information systems or if such information or inventory is used in an unauthorized manner, misdirected, or lost or stolen during transmission or transport, any theft or misuse of such information or inventory could result in, among other things, unfavorable publicity, governmental inquiry and oversight, difficulty in marketing our services, allegations by our customers that we have not performed our contractual obligations, litigation by affected parties including our customers and possible financial obligations for damages related to the theft or misuse of such information or inventory, any of which could have a material adverse effect on our profitability and cash flow.

In addition, new data privacy laws and regulations, including the new European Union General Data Protection Regulation (“GDPR”) effective May 2018, pose increasingly complex compliance challenges, which may increase compliance costs, and any failure to comply with data privacy laws and regulations could result in significant penalties. Additionally, California recently enacted legislation, the California Consumer Privacy Act (“CCPA”), which became effective January 1, 2020. The CCPA, among other requirements, require covered companies to provide new disclosures to California consumers, and allow such consumers new abilities to opt-out of certain sales of personal information. The CCPA was amended in September 2018 and November 2019, and modifications were proposed in February 2020. It is unclear whether further modifications will be made to this law. Additionally, new privacy laws and regulations are under development at the U.S. Federal and state level and many international jurisdictions.

The effects of the GDPR, the CCPA and other data privacy laws and regulations may be significant, and may require us to modify our data processing practices and policies and to incur substantial costs and expenses in an effort to comply. Any actual or perceived failures to comply with the GDPR, the CCPA or other data privacy laws or regulations, or related contractual or other obligations, or any perceived privacy rights violation, could lead to investigations, claims, and proceedings by governmental entities and private parties, damages for contract breach, and other significant costs, penalties, and other liabilities, as well as harm to our reputation and market position. The GDPR, CCPA and other laws and self-regulatory codes may affect our ability to reach current and prospective customers, to understand how our solutions and services are being used, to respond to customer requests allowed under the laws, and to implement our new business models effectively. These new laws and regulations could similarly affect our customers.

Our strategic relationships with major customers create risks.

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• we may need to pay a purchase price to the divesting customers that exceeds the value we ultimately may realize from the future business of the customer;

• the integration of the acquired assets and facilities into our business may be time-consuming and costly, including the incurrence of restructuring charges;

• we, rather than the divesting customer, bear the risk of excess capacity at the facility;

• we may not achieve anticipated cost reductions and efficiencies at the facility;

• we may be unable to meet the expectations of the customer as to volume, product quality, timeliness and cost reductions;

• our supply agreements with the customers generally do not require any minimum volumes of purchase by the customers, and the actual volume of purchases may be less than anticipated; and

As a result of these and other risks, we have been, and in the future may be, unable to achieve anticipated levels of profitability under these arrangements. In addition, these strategic arrangements have not, and in the future may not, result in any material revenues or contribute positively to our earnings per share.

If our compliance policies are breached, we may incur significant legal and financial exposure.

We are subject to the risk of increased income taxes.

Our taxes could also increase if certain tax holidays or incentives are not renewed upon expiration, or if tax rates applicable to us in such jurisdictions are otherwise increased. Our continued ability to qualify for specific tax holiday extensions will depend on, among other things, our anticipated investment and expansion in these countries and the manner in which the local governments interpret the requirements for modifications, extensions or new incentives.

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Changes in financial accounting standards or policies have affected, and in the future may affect, our reported financial condition or results of operations.

We prepare our financial statements in conformity with U.S. GAAP. These principles are subject to interpretation by the Financial Accounting Standards Board (FASB), the American Institute of Certified Public Accountants (AICPA), the SEC and various bodies formed to interpret and create accounting policies. For example, significant changes to lease accounting rules have been enacted and applied to us in fiscal year 2020 per Accounting Standard Update ("ASU") 2016-02 "Leases". Changes to accounting rules or challenges to our interpretation or application of the rules by regulators may have a material adverse effect on our reported financial results or on the way we conduct business. Refer to "Recently Adopted Accounting Pronouncements" within note 2 of Item 8, Financial Statements and Supplementary Data.

We may encounter difficulties with acquisitions and divestitures, which could harm our business.

In addition, acquisitions involve numerous risks and challenges, including: • diversion of management's attention from the normal operation of our business;

• potential loss of key employees and customers of the acquired companies;

• difficulties managing and integrating operations in geographically dispersed locations;

• the potential for deficiencies in internal controls at acquired companies;

• increases in our expenses and working capital requirements, which reduce our return on invested capital;

• lack of experience operating in the geographic market or industry sector of the acquired business;

• cybersecurity and compliance related issues;

• initial dependence on unfamiliar supply chain or relatively small supply chain partners; and

• exposure to unanticipated liabilities of acquired companies.

In addition, divestitures involve significant risks, including without limitation, difficulty finding financially sufficient buyers or selling on acceptable terms in a timely manner, and the agreed-upon terms could be renegotiated due to changes in business or market conditions. Divestitures could adversely affect our profitability and, under certain circumstances, require us to record impairment charges or a loss as a result of the transaction. In addition, completing divestitures requires expenses and management attention and could leave us with certain continuing liabilities.

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regulations, including testing, quality control and documentation procedures. Compliance with applicable regulatory requirements is subject to continual review and is rigorously monitored through periodic inspections and product field monitoring by the FDA. If any FDA inspection reveals noncompliance with QSR or other FDA regulations, and the Company does not address the observation adequately to the satisfaction of the FDA, the FDA may take action against us. FDA actions may include issuing a letter of inspectional observations, issuing a warning letter, imposing fines, bringing an action against the Company and its officers, requiring a recall of the products we manufactured for our customers, refusing requests for clearance or approval of new products or withdrawal of clearance or approval previously granted, issuing an import detention on products entering the U.S. from an offshore facility, or shutting down a manufacturing facility. If any of these actions were to occur, it would harm our reputation and cause our business to suffer.

If our products or components contain defects, demand for our services may decline and we may be exposed to product liability and product warranty liability.

Fluctuations in foreign currency exchange rates could increase our operating costs.

We have manufacturing operations and industrial parks that are located in various part of the world, including Asia, Eastern Europe, Mexico and Brazil. A portion of our purchases and our sale transactions are denominated in currencies other than the United States dollar. As a result, we are exposed to fluctuations in these currencies impacting our fixed cost overhead or our supply base relative to the currencies in which we conduct transactions.

Currency exchange rates fluctuate on a daily basis as a result of a number of factors, including changes in a country's political and economic policies. The primary impact of currency exchange fluctuations is on the cash, receivables, payables and expenses of our operating entities. As part of our currency hedging strategy, we use financial instruments such as forward exchange, swap contracts, and options to hedge our foreign currency exposure in order to reduce the short-term impact of foreign currency rate fluctuations on our operating results. If our hedging activities are not successful or if we change or reduce these hedging activities in the future, we may experience significant unexpected fluctuations in our operating results as a result of changes in exchange rates.

We are also exposed to risks related to the valuation of the Chinese currency relative to the U.S. dollar. The Chinese currency is the renminbi ("RMB"). A significant increase in the value of the RMB could adversely affect our financial results and cash flows by increasing both our manufacturing costs and the costs of our local supply base. Additionally, the recent COVID-19 pandemic could contribute to foreign currency volatility. Volatility in the functional and non-functional currencies of our entities and the United States dollar could seriously harm our business, operating results and financial condition.

Our operating results may fluctuate significantly due to seasonal demand.

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We depend on our executive officers and skilled personnel.

Our success depends to a large extent upon the continued services of our executive officers and other key employees. Generally, our employees are not bound by employment or non- competition agreements, and we cannot assure you that we will retain our executive officers and other key employees. We could be seriously harmed by the loss of any of our executive officers or other key employees, or if such employees are unable to work effectively or at all due to the COVID-19 pandemic. We will need to recruit and retain skilled management personnel, and if we are not able to do so, our business could be harmed. In addition, in connection with expanding our design services offerings, we must attract and retain experienced design engineers. There is substantial competition in our industry for highly skilled employees. Additionally, hiring, training and retaining skilled employees may be adversely impacted by global economic uncertainty and office closures caused by COVID-19. Our failure to recruit and retain experienced design engineers, or if they are unable to work effectively or at all due to the COVID-19 pandemic, could limit the growth of our design services offerings, which could adversely affect our business.

Our failure to comply with environmental laws could adversely affect our business.

Failure to comply with domestic or international employment and related laws could result in the payment of significant damages, which would reduce our net income.

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other companies, changes in law, political and other factors. There can be no assurance that we won't be found to have violated such laws in the future, due to a more aggressive enforcement posture by governmental authorities or for any other reason. Any such violations could lead to the assessment of fines against us by federal, state or foreign regulatory authorities or damages payable to employees, which fines could be substantial and which would reduce our net income.

Social and environmental responsibility policies and provisions may be difficult to comply with and may impose costs on us.

There is an increasing focus on corporate social and environmental responsibility in our industry. A number of our customers have adopted, or may adopt, procurement policies that include social and environmental responsibility provisions that their suppliers should comply with, or they may seek to include such provisions in their procurement terms and conditions. We currently comply with the sustainability standards set forth by various voluntarily sustainability initiatives and organizations, and we have joined the U.N. Global Compact, a voluntary initiative for businesses to develop, implement and disclose sustainability policies and practices. These social and environmental responsibility practices, policies, provisions and initiatives are subject to change, can be unpredictable, and may be difficult and expensive for us to comply with.

Our business could be impacted as a result of actions by activist shareholders or others.

Our debt level may create limitations.

As of March 31, 2020, our total debt was approximately $2.8 billion. This level of indebtedness could limit our flexibility as a result of debt service requirements and restrictive covenants, and may limit our ability to access additional capital or execute our business strategy. In addition, in May 2020, we issued $425 million aggregate principal amount of 3.750% Notes due 2026 and $325 million aggregate principal amount of 4.875% Notes due 2030, which increased our level of indebtedness.

Changes in our credit rating may make it more expensive for us to raise additional capital or to borrow additional funds. We are also exposed to interest rate fluctuations on our outstanding borrowings and investments.

Our credit is rated by credit rating agencies. Our 5.000% Notes due 2023, our 4.750% Notes due 2025, our 4.875% Notes due 2029, our 4.875% Notes due 2030 and our 3.750% Notes due 2026 are currently rated BBB- by Standard and Poor's ("S&P") which is considered to be “investment grade” by S&P, rated Baa3 by Moody’s which is considered to be “investment grade” by Moody's, and rated BBB- by Fitch which is considered to be "investment grade" by Fitch. Any decline in our credit rating may make it more expensive for us to raise additional capital in the future on terms that are acceptable to us, if at all, negatively impact the price of our ordinary shares, increase our interest payments under some of our existing debt agreements, and have other negative implications on our business, many of which are beyond our control. In addition, the interest rate payable on some of our credit facilities is subject to adjustment from time to time if our credit ratings change. Thus, any potential future negative change in our credit rating may increase the interest rate payable on these credit facilities.

In addition, we are exposed to interest rate risk under our variable rate terms loans, bilateral facilities and revolving credit facility for indebtedness we have incurred or may incur under such facilities. The interest rates under these borrowings are based on either (i) a margin over LIBOR or (ii) the base rate (the greatest of the agent's prime rate, the federal funds rate plus 0.50% and LIBOR for a one-month interest period plus 1.00%) plus an applicable margin, in each case depending on our credit rating. Refer to the discussion in note 8, "Bank Borrowings and Long-Term Debt" to the consolidated financial statements for further details of our debt obligations. We are also exposed to interest rate risk on our invested cash balances, our securitization facilities and our factoring activities.

In addition, the U. K.’s Financial Conduct Authority, which regulates LIBOR, announced that it intends to phase out LIBOR by the end of 2021. The U.S. Federal Reserve has begun publishing a Secured Overnight Funding Rate (“SOFR”), which is intended to replace U.S. dollar LIBOR. Plans for alternative reference rates for other currencies have also been announced. At this time, we cannot predict how markets will respond to these proposed alternative rates or the effect of any changes to LIBOR or the discontinuation of LIBOR. If LIBOR is no longer available or if our lenders have increased costs due to changes in LIBOR, we may experience potential increases in interest rates on our variable rate debt, which could adversely impact our interest expense, results of operations and cash flows.

Catastrophic events could have a material adverse effect on our operations and financial results.

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Our operations or systems could be disrupted by natural disasters, terrorist activity, public health issues (including the COVID-19 pandemic), cyber security incidents, interruptions of service from utilities, transportation or telecommunications providers, or other catastrophic events. Such events could make it difficult or impossible to manufacture or deliver products to our customers, receive production materials from our suppliers, or perform critical functions, which could adversely affect our revenue and require significant recovery time and expenditures to resume operations. While we maintain business recovery plans that are intended to allow us to recover from natural disasters or other events that can be disruptive to our business, some of our systems are not fully redundant and we cannot be sure that our plans will fully protect us from all such disruptions.

Our business could be adversely affected by any delays, or increased costs, resulting from issues that our common carriers are dealing with in transporting our materials, our products, or both.

We rely on a variety of common carriers to transport our materials from our suppliers to us, and to transport our products from us to our customers. Problems suffered by any of these common carriers, whether due to the COVID-19 pandemic, a natural disaster, labor problem, increased energy prices, criminal activity or some other issue, could result in shipping delays, increased costs, or other supply chain disruptions, and could therefore have a material adverse effect on our operations.

Our business and operations could be adversely impacted by climate change initiatives.

Our goodwill and identifiable intangible assets could become impaired, which could reduce the value of our assets and reduce our net income in the year in which the write-off occurs.

If the financial performance of our businesses were to decline significantly as a result of the COVID-19 pandemic, we could incur a material non-cash charge to our income statement for the impairment of goodwill and other intangible assets.

Refer to note 2 to the consolidated financial statements and "Critical Accounting Policies" in "Management's Discussion and Analysis of Financial Condition and Results of Operations" for further discussion of the impairment testing of goodwill and identifiable intangible assets.

Compliance with government regulations regarding the use of "Conflict Minerals" may result in increased costs and risks to us.

As part of the Dodd-Frank Act, the SEC has promulgated disclosure requirements regarding the use of certain minerals ("Minerals") that may have originated in the Democratic Republic of the Congo or adjoining countries. In our most recent report on Form SD, we reported that, based on our diligence review, we were unable to determine whether Minerals contained in our products originated in the Democratic Republic of the Congo or adjoining countries or whether the mining or trade of such Minerals directly or indirectly financed or otherwise benefited armed groups in those countries. We expect to undertake further reviews of our supply chain as necessary to comply with the SEC’s requirements. Additionally, customers rely on us to provide critical data regarding the products they purchase and request information on such Minerals. Our materials sourcing is

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broad-based and multi-tiered, and we may not be able to easily verify the origins of the Minerals used in the products we sell. We have many suppliers and each may provide the required information in a different manner, if at all. Accordingly, because the supply chain is complex, our reputation may suffer if we are unable to sufficiently verify the origins of the Minerals, if any, used in our products. Additionally, customers may demand that the products they purchase be free of any Minerals originating in the specified countries. The implementation of this requirement could affect the sourcing and availability of products we purchase from our suppliers. This may reduce the number of suppliers that may be able to provide products and may affect our ability to obtain products in sufficient quantities to meet customer demand or at competitive prices.

The market price of our ordinary shares is volatile.

We are subject to risks associated with investments.

We invest in private funds and companies for strategic reasons and may not realize a return on our investments. We make investments in private funds and companies to further our strategic objectives, support key business initiatives, and develop business relationships with related portfolio companies. Many of the instruments in which we invest are non-marketable at the time of our initial investment. During the last half of fiscal year 2019, we reassessed our strategy with respect to our investment portfolio. We focused on streamlining our investment portfolio and disposed of some of our investments and recognized certain charges. If any of the funds or companies in which we invest fail, we could lose all or part of our investment. From time-to-time we have identified observable price changes, or impairments in investments, and we have written down certain investments fair values and recognized a loss.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

ITEM 2. PROPERTIES

Our facilities consist of a global network of industrial parks, regional manufacturing operations, and design, engineering and product introduction centers, providing approximately 27 million square feet of productive capacity as of March 31, 2020. We do not identify or allocate assets by operating segment, as they are interchangeable in nature and used by multiple operating segments.

The composition of the square footage of our facilities, by region, is as follows:

Leased Owned Total (Manufacturing) (Manufacturing) (Manufacturing) Non-manufacturing Total (in million square feet) Americas 3.8 5.6 9.4 8.8 18.2 Asia 6.8 5.9 12.7 7.8 20.5 Europe 2.3 2.6 4.9 4.9 9.8 Total 12.9 14.1 27.0 21.5 48.5

Our facilities include large industrial parks, ranging in size from approximately 100,000 to 5.7 million square feet in Brazil, China, India, and Mexico. We also have regional manufacturing operations, generally ranging in size from under 100,000 to approximately 2.7 million square feet in Austria, Brazil, Canada, China, Denmark, Hungary, India, Indonesia, Ireland, Israel, Italy, Japan, Malaysia, Mexico, The Netherlands, Poland, Romania, Singapore, Spain, Switzerland, Ukraine and the United States. We also have smaller design and engineering centers, innovation centers and product introduction centers at a number of locations in the world's major industrial and electronics markets.

Our facilities are well maintained and suitable for the operations conducted. The productive capacity of our plants is adequate for current needs.

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ITEM 3. LEGAL PROCEEDINGS

For a description of our material legal proceedings, see note 13 "Commitments and Contingencies" to the consolidated financial statements included under Item 8, which is incorporated herein by reference.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable

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PART II

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

MARKET AND SHAREHOLDER INFORMATION

Our ordinary shares are quoted on the Nasdaq Global Select Market under the symbol "FLEX."

As of May 20, 2020 there were 2,994 holders of record of our ordinary shares. This does not include persons whose stock is in nominee or "street name" accounts through brokers.

DIVIDENDS

Since inception, we have not declared or paid any cash dividends on our ordinary shares. We currently do not have plans to pay any dividends in fiscal year 2021.

STOCK PRICE PERFORMANCE GRAPH

The graph below assumes that $100 was invested in our ordinary shares, in the Standard & Poor's 500 Stock Index and in the peer group described above on March 31, 2015 and reflects the annual return through March 31, 2020, assuming dividend reinvestment.

The comparisons in the graph below are based on historical data and are not indicative of, or intended to forecast, the possible future performances of our ordinary shares.

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COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN

Flex, the S&P 500 Index, and Peer Group

3/15 3/16 3/17 3/18 3/19 3/20 Flex Ltd. 100.00 95.11 132.49 128.79 78.86 66.05 S&P 500 Index 100.00 101.78 119.26 135.95 148.86 138.47 Peer Group 100.00 90.70 137.35 117.24 110.69 93.72

Issuer Purchases of Equity Securities

The following table provides information regarding purchases of our ordinary shares made by us for the period from January 1, 2020 through March 31, 2020.

Total Number of Shares Approximate Dollar Value Total Number Purchased as Part of of Shares that May Yet of Shares Average Price Publicly Announced Be Purchased Under the Period (2) Purchased (1) Paid per Share Plans or Programs Plans or Programs January 1 - January 31, 2020 727,887 $ 13.05 727,887 $ 392,523,252 February 1 - February 28, 2020 3,690,995 12.98 3,690,995 344,627,426 February 29 - March 31, 2020 3,015,107 9.75 3,015,107 315,227,484 Total 7,433,989 7,433,989

(1) During the period from January 1, 2020 through March 31, 2020 all purchases were made pursuant to the program discussed below in open market transactions. All purchases were made in accordance with Rule 10b-18 under the Securities Exchange Act of 1934.

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(2) On August 20, 2019, our Board of Directors authorized repurchases 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 Annual General Meeting held on the same date as the Board authorization. As of March 31, 2020, shares in the aggregate amount of $315.2 million were available to be repurchased under the current plan.

RECENT SALES OF UNREGISTERED SECURITIES

None.

INCOME TAXATION UNDER SINGAPORE LAW

Dividends. Singapore does not impose a withholding tax on dividends. All dividends on our ordinary shares are not taxable in Singapore to shareholders, provided that any dividends are paid to shareholders outside of Singapore for this purpose and such dividends are not received or deemed to be received in Singapore by shareholders and are not derived by shareholders pursuant to any trade or business carried on in Singapore. Certain tax exemptions are available for foreign-sourced dividends received by Singapore tax residents, subject to conditions. Since inception, we have not declared or paid any cash dividends on our ordinary shares, and we currently do not have plans to pay any dividends.

Gains on Disposal. Under current Singapore tax law there is no tax on capital gains, and thus any profits from the disposal of shares are not taxable in Singapore unless the gains arising from the disposal of shares are income in nature and subject to tax, especially if they arise from activities which the Inland Revenue Authority of Singapore regards as the carrying on of a trade or business in Singapore (in which case, the profits on the sale would be taxable as trade profits rather than capital gains).

Estate Taxation. The estate duty was abolished for deaths occurring on or after February 15, 2008. For deaths prior to February 15, 2008 the following rules apply:

If an individual who is not domiciled in Singapore dies on or after January 1, 2002, no estate tax is payable in Singapore on any of our shares held by the individual.

Tax Treaties Regarding Withholding. There is no reciprocal income tax treaty between the U.S. and Singapore regarding withholding taxes on dividends and capital gains.

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ITEM 6. SELECTED FINANCIAL DATA

These historical results are not necessarily indicative of the results to be expected in the future. The following selected consolidated financial data set forth below was derived from our historical audited consolidated financial statements and is qualified by reference to, and should be read in conjunction with, Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" and Item 8, "Financial Statements and Supplementary Data." On April 1, 2018, we adopted the new revenue standard and as a result we recognized the cumulative effect of initially applying the new revenue standard as an adjustment to the opening balance of retained earnings. The comparative information has not been restated and continues to be reported under the accounting standards in effect at the time. (Amounts may not sum due to rounding).

Fiscal Year Ended March 31, 2020 2019 2018 2017 2016 (In millions, except per share amounts) CONSOLIDATED STATEMENT OF OPERATIONS DATA: Net sales $ 24,210 $ 26,211 $ 25,441 $ 23,863 $ 24,419 Cost of sales 22,681 24,594 23,778 22,303 22,811 Restructuring charges (3) 190 99 67 39 — Gross profit 1,338 1,518 1,596 1,521 1,608 Selling, general and administrative expenses 834 953 1,019 937 955 Intangible amortization 64 74 79 81 66 Restructuring charges (3) 26 14 24 11 — Interest and other, net 164 183 123 100 84 Other charges (income), net (1) 92 110 (170) 21 48 Income before income taxes 158 182 521 371 455 Provision for income taxes 71 89 92 51 11 Net income $ 88 $ 93 $ 429 $ 320 $ 444 Diluted earnings per share: Total $ 0.17 $ 0.18 $ 0.80 $ 0.59 $ 0.79

As of March 31, 2020 2019 2018 2017 2016 (In millions) CONSOLIDATED BALANCE SHEET DATA: Working capital (2) $ 1,875 $ 1,506 $ 1,902 $ 1,883 $ 1,743 Total assets 13,690 13,499 13,716 12,593 12,385 Total long-term debt, excluding current portion (4) 2,689 2,422 2,898 2,891 2,709 Shareholders' equity 2,831 2,972 3,019 2,678 2,606

(1) For fiscal years 2020, 2019 and 2018, refer to note 16 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for further discussion.

During fiscal year 2016, the Company incurred non-cash losses of $47.7 million primarily due to a $26.8 million loss on the disposition of a non-strategic Western European manufacturing facility, which included a non-cash foreign currency translation loss of $25.3 million, and a $21.8 million loss from the impairment of a non-core investment offset by immaterial currency translation gains.

(2) Working capital is defined as current assets, less current liabilities.

(3) The Company initiated restructuring plans during fiscal years 2020, 2019, 2018 and 2017. For the restructuring plans initiated during fiscal years 2020, 2019, and 2018, refer to note 15 to the consolidated financial statements in Item 8, "Financial Statements

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and Supplementary Data" for further discussion. During fiscal year 2017, the Company initiated a restructuring plan to accelerate its ability to support more Sketch-to-Scale® efforts across the Company and reposition away from historical legacy programs and structures through rationalizing its current footprint at existing sites and at corporate SG&A functions. The Company recognized restructuring charges of approximately $49.4 million primarily for employee termination costs under the above plan. Of these total charges, approximately $38.8 million was recognized in cost of sales.

(4) In May 2020, the Company issued $425 million aggregate principal amount of 3.750% Notes due February 2026, at 99.617% of face value, and $325 million aggregate principal amount of 4.875% Notes due May 2030, at 99.562% of face value. Refer to note 8 to the consolidated financial statement in Item 8, "Financial Statements and Supplementary Data"

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

OVERVIEW

We are the manufacturing partner of choice that helps a diverse customer base design and build products that improve the world. Through the collective strength of a global workforce across approximately 30 countries and responsible, sustainable operations, we deliver technology innovation, supply chain, and manufacturing solutions to diverse industries and end markets. As of March 31, 2020, our reporting business segments were as follows:

• High Reliability Solutions ("HRS"), which is comprised of our health solutions business, including surgical equipment, drug delivery, diagnostics, telemedicine, disposable devices, imaging and monitoring, patient mobility and ophthalmology; and our automotive business, including vehicle electrification, connectivity, autonomous, and smart technologies;

These segments represent components of the Company for which separate financial information is available that is utilized on a regular basis by our Chief Operating Decision Maker (“CODM”). Our segments are determined based on several factors, including the nature of products and services, the nature of production processes, customer base, delivery channels and similar economic characteristics. Refer to note 20 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for additional information on our operating segments.

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We use a portfolio approach to manage our extensive service offerings. As our customers change the way they go to market, we have the capability 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 needs across all the markets we serve and earn a return on our invested capital above the weighted average cost of that capital.

During the past several years, we have evolved our long-term portfolio towards a mix of businesses which possess longer product life cycles and higher segment operating margins as reflected in our IEI and HRS businesses. We have expanded our design and engineering relationships through our product innovation centers and global design centers.

During fiscal year 2019, we took actions to optimize our portfolio with greater focus to be placed on higher margin, less volatile businesses. During the first half of fiscal year 2020, in connection with the recent geopolitical developments and uncertainties, primarily impacting one customer in China, we experienced a reduction in demand for products assembled for that customer. As a result, we accelerated our strategic decision to reduce our exposure to certain high-volatility products in both China and India. We also initiated targeted activities to restructure our business to further reduce and streamline our cost structure. We recognized $216 million of charges during the fiscal year 2020, comprised of approximately $159 million of cash charges predominantly for employee severance, and $57 million of non-cash charges primarily related to asset impairments. While the bulk of the restructuring activities were executed in fiscal year 2020 and prior, we may be required to execute additional restructuring activities as we continue to streamline our cost structure while focusing on higher margin, less volatile businesses and in response to the economic challenges in light of recent events with COVID-19 as discussed below.

We believe that our continued business transformation is strategically positioning us to take advantage of the long-term, future growth prospects for outsourcing of advanced manufacturing capabilities, design and engineering services and after-market services.

Impact of COVID-19 on Our Business

The COVID-19 pandemic has resulted in a widespread public health crisis and numerous disease control measures being taken to limit its spread, including travel bans and restrictions, quarantines, shelter-in-place orders, and shutdowns. These measures have materially impacted and are continuing to impact our workforce and operations, the operations of our customers, and those of our respective vendors and suppliers. We have significant operations worldwide, including in China, Mexico, the United States, Brazil, India, Malaysia and Europe, and each of these geographies has been affected by the outbreak and taken measures to try to contain it, resulting in disruptions at many of our manufacturing operations and facilities. The extent to which the COVID-19 pandemic will continue to impact our business and financial results going forward will be dependent on future developments such as the length and severity of the crisis, the potential resurgence of COVID-19 in the future, future government actions in response to the crisis and the overall impact of the COVID-19 pandemic on the global economy and capital markets, among many other factors, all of which remain highly uncertain and unpredictable. See “Risk Factors - The COVID-19 pandemic has materially and adversely affected our business and results of operations. The duration and extent to which it will continue to adversely impact our business and results of operations remains uncertain and could be material.”

In response to the outbreak, we deployed our contingency and resiliency plans that are encompassed in our business continuity programs. Our resiliency advisory and crisis management teams defined work streams and set up “war” rooms with hundreds of employees, organizing across our global footprint, and coordinating and communicating with our suppliers and customers. Our leadership teams initiated enhanced health and safety measures across all facilities, as our foremost focus has been the health and safety of our employees. We modified practices at our manufacturing locations and offices to require personal protective equipment, sanitization measures, temperature checks and social distancing well before these measures were mandated. Our protocols to protect employees and safely operate our facilities have been implemented in partnership with several governments, including in China, Mexico, Malaysia, Brazil, and Europe. These measures also have enabled us to

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continue to conduct operations which are considered to be essential services, including but not limited to the manufacture of critical health care products.

As one of the largest medical device manufacturers, we recognized that we had a responsibility to do our part to make a difference in the fight against this disease. With many of the products we make for our healthcare customers related to critical care quickly running in short supply, we ramped our efforts to expand delivery of critical products, including oxygen concentrators, patient monitors, infusion pumps, and ICU beds. We are also greatly increasing our testing equipment production for both point of care and large laboratory systems and are currently partnering with our customers to manufacture ventilators at six sites around the globe.

We are presently operating in the majority of our manufacturing facilities across the globe. Our China operations are now fully up and running. There are a few regions that were impacted by acute outbreaks, such as Italy, or have seen complete country shutdowns, including India and Malaysia. In these geographies, we remain in contact with the local and national governments, and have received or are in the process of receiving waivers to safely return factories to full capacity. In addition, we have also shut down our automotive facilities (including in Mexico and Europe) in line with shutdowns executed by the major North American and European auto makers. For those employees who are not working at our manufacturing facilities, including corporate and regional headquarters, we have been operating on a work-from-home basis. We do not believe that our work-from-home protocols have materially adversely impacted our internal controls, financial reporting systems or our operations.

All of our business segments were impacted in the fourth quarter of our fiscal year 2020, with our High Reliability Solutions segment impacted by factory shutdowns by several of our large OEM customers of our automotive business, although our health solutions business has experienced a significant increased demand for critical health care products. Our Industrial and Emerging Industries segment was impacted by supply chain disruptions that impacted product ramps for various industrial and home and lifestyle customers. Our Communications & Enterprise Compute segment was impacted by production disruptions in certain of our Asian facilities and late quarter disruptions in our Mexican facilities. Finally, our Consumer Technologies Group segment was impacted by significant China-based supply chain constraints. Overall, we absorbed additional direct incremental costs of approximately $52 million primarily related to costs associated with enhanced health and safety infrastructure, labor incentives and incremental supply chain expenses. The facility and supply chain constraints, increased incremental costs, as well as lower customer demand for certain product categories have continued in the first quarter of our fiscal year 2021.

To ensure that we are prepared for an uncertain demand environment, we have aggressively cut costs and are preserving cash. Our goal is to maintain as many jobs as we can and maintain our ability to invest where we need to enable future business. To accomplish these objectives, we implemented a combination of graduated salary cuts, furloughs and other programs to cut costs, including aggressively reducing discretionary corporate spend. In particular, our Chief Executive Officer and the Board agreed to reduce her base salary by 50% during the first two quarters of fiscal year 2021. Our other named executive officers proposed and the Board agreed to reduce their base salaries by 30% during the first two quarters of fiscal year 2021. We also made the decision to suspend our share repurchase program during the first quarter of our fiscal year 2021 and postponed all non-critical capital expenditures. We have established a robust contingency planning methodology and will adjust our actions based on how future events evolve.

Business Overview

We are one of the world's largest providers of global supply chain solutions, with revenues of $24.2 billion in fiscal year 2020. We have established an extensive network of manufacturing facilities in the world's major consumer and enterprise markets (Asia, the Americas, and Europe) to serve the growing outsourcing needs of both multinational and regional customers. We design, build, ship, and service consumer and enterprise products for our customers through a network of over 100 facilities in approximately 30 countries across four continents. As of March 31, 2020, our total manufacturing capacity was approximately 27 million square feet. In fiscal year 2020, our net sales in the Americas, Asia and Europe represented approximately 42%, 39% and 19%, respectively, of our total net sales, based on the location of the manufacturing site. 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 (amounts may not sum due to rounding):

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Fiscal Year Ended March 31, 2020 2019 2018 (In millions) Net sales: China $ 5,665 23% $ 6,649 25% $ 7,450 29% Mexico 4,449 18% 4,539 17% 4,362 17% U.S. 3,719 15% 3,106 12% 2,860 11% Brazil 1,831 8% 2,181 8% 2,578 10% Malaysia 1,539 6% 1,996 8% 2,005 8% Hungary 1,355 6% 1,290 5% 1,175 5% India 1,298 5% 1,805 7% 609 2% Other 4,354 19% 4,646 18% 4,402 18% $ 24,210 $ 26,211 $ 25,441

Fiscal Year Ended March 31, 2020 2019 (In millions) Property and equipment, net: Mexico $ 555 25% $ 537 23% China 396 18% 523 22% U.S. 378 17% 361 15% India 207 9% 219 9% Malaysia 111 5% 138 6% Hungary 100 4% 103 4% Other 469 22% 454 21% $ 2,216 $ 2,336

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 manufacturing campuses in low-cost geographic areas provide us with a competitive advantage and strong differentiation in the market for designing, manufacturing and servicing consumer and enterprise products for leading multinational and regional customers. Specifically, we have launched multiple product innovation centers ("PIC") focused exclusively on offering our 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: • the impacts on our business due to component shortages or other supply chain related constraints including as a result of the COVID-19 pandemic;

• the effects of the COVID-19 pandemic on our business and results of operations;

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

• the mix of the manufacturing services we are providing, the number, size, and complexity 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;

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

• the effects that current credit and market conditions (including as a result of the COVID-19 pandemic) could have on the liquidity and financial condition of our customers and suppliers, including any impact on their ability to meet their contractual obligations;

• the effects on our business due to certain customers' products having short product life cycles;

• our customers' ability to cancel or delay orders or change production quantities;

• our customers' decisions to choose internal manufacturing instead of outsourcing for their product requirements;

• integration of acquired businesses and facilities;

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

• changes in tax legislation; and

• changes in trade regulations and treaties.

We also are subject to other risks as outlined in Item 1A, "Risk Factors".

Net sales for fiscal year 2020 decreased 8%, or $2.0 billion, to $24.2 billion from the prior year. With the exception of our IEI segment whose net sales increased $1.1 billion, net sales for all of our remaining segments declined from the previous year. Our CTG segment decreased $1.7 billion, primarily resulting from our targeted reductions of high volatility, low margin, short- cycle customers and product categories, in addition to significant COVID-19 related supply chain constraints in our fourth quarter. Our CEC segment decreased $1.4 billion, driven by reduced demand in our networking and telecommunication businesses due to the slower roll-out of 5G technology, in addition to our previously announced disengagement with Huawei Technologies Co., coupled with production disruptions in our fourth quarter due to COVID-19. Our HRS segment modestly declined $87 million driven primarily by COVID-19 disruptions directly impacting our automotive business towards the end of our fiscal year as multiple factories shut down late in the fourth quarter. This decline in our HRS segment was offset to some extent by the growth we saw in the earlier part of the fiscal year as we ramped new programs. Our IEI segment increased $1.1

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billion, mainly driven by strong sales within our solar energy business and our home and lifestyle business throughout the year which more than offset the underlying supply chain disruptions due to COVID-19 that impacted product ramps for various industrial and home and lifestyle businesses in our fourth quarter. Our fiscal year 2020 gross profit totaled $1.3 billion, representing a decrease of $180 million, or 12%, from the prior year. The decline was primarily driven by the geopolitical challenges and uncertainties which impacted specific customers resulting in restructuring charges recorded in the first half of fiscal year 2020 as well as the write-down of inventory in the second quarter of fiscal year 2020 that will not be recovered due to significant reductions in future customer demand as we reduce our exposure to certain higher volatility businesses. In addition, we also incurred direct incremental costs absorbed in the fourth quarter of fiscal year 2020 due to COVID-19. These were partially offset by the favorable product mix and the increased revenues and gross profit from our IEI segment and benefits realized from our earlier restructuring activities initiated in fiscal year 2019. Our net income totaled $88 million, representing a decrease of $6 million, or 6%, compared to fiscal year 2019, due to the factors explained above, coupled with our ongoing investment portfolio strategy as part of which we incurred certain charges. Refer to note 2 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for details of the investment impairments.

Cash used in operations decreased by approximately $1.5 billion to $1.5 billion for fiscal year 2020 compared with $3.0 billion for fiscal year 2019 primarily due to reduced cash outflows related to accounts receivable. Cash collections from the securitized portion of our Asset-Backed Securitization agreements ("ABS Programs"), called the deferred purchase price, of $2.6 billion were included in cash from investing activities compared to $3.6 billion in fiscal year 2019 (refer to note 11 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data"). Our net working capital is calculated as current quarter accounts receivable, net of allowance for doubtful accounts, adding back the reduction in accounts receivable resulting from non-cash accounts receivable sales, plus inventories and contract assets, less accounts payable and certain other current liabilities related to vendor financing programs. Our net working capital as a percentage of annualized sales for fiscal year 2020 decreased slightly by 0.4% to 6.3% from the prior year.

We believe adjusted 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 adjusted free cash flow is defined as cash from operating activities, plus cash collections of deferred purchase price receivables, less net purchases of property and equipment to present adjusted cash flows on a consistent basis for investor transparency. We also excluded the impact to cash flows related to certain vendor programs that is required for US GAAP presentation. Our adjusted free cash flow was $672 million for fiscal year 2020 compared to $3 million for fiscal year 2019. The increase in adjusted free cash flow is primarily due to the lower level of cash used in operating activities, as discussed above, coupled with a lower level of capital expenditures in the current fiscal year. Refer to the Liquidity and Capital Resources section for the adjusted free cash flows reconciliation to the most directly comparable GAAP financial measure of cash flows from operations. Cash provided by investing activities decreased by approximately $1.0 billion to $2.3 billion for fiscal year 2020, compared with $3.3 billion for fiscal year 2019, primarily due to lower cash collections on deferred purchase price receivables and lower capital expenditures as described above. Cash used in financing activities totaled $508 million during fiscal year 2020, which increased by approximately $478 million from $30 million in the prior year, primarily due to higher net repayments of bank borrowings and long-term debt, and higher incremental share repurchases in fiscal year 2020.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Leases

We are a lessee with several non-cancellable operating leases, primarily for warehouses, buildings, and other assets such as vehicles and equipment. We determine if an arrangement is a lease at contract inception. A contract is a lease or contains a lease when (1) there is an identified asset, and (2) the customer has the right to control the use of the identified asset.

Beginning with the adoption of ASC 842 on April 1, 2019, we recognize a right-of-use (“ROU”) asset and a lease liability

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at the lease commencement date for our operating leases. For operating leases, the lease liability is initially measured at the present value of the unpaid lease payments at the lease commencement date. We have elected the short-term lease recognition and measurement exemption for all classes of assets, which allows us to not recognize ROU assets and lease liabilities for leases with a lease term of 12 months or less and with no purchase option we are reasonably certain of exercising. We have also elected the practical expedient to account for the lease and nonlease components as a single lease component, for all classes of underlying assets. Therefore, the lease payments used to measure the lease liability include all of the fixed considerations in the contract. Lease payments included in the measurement of the lease liability comprise the following: fixed payments (including in-substance fixed payments), and variable payments that depend on an index or rate (initially measured using the index or rate at the lease commencement date). As we cannot determine the interest rate implicit in the lease for our leases, we use our estimate of the incremental borrowing rate as of the commencement date in determining the present value of lease payments. Our estimated incremental borrowing rate is the rate of interest we would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. The lease term for all of our leases includes the non-cancellable period of the lease plus any additional periods covered by either an option to extend (or not to terminate) the lease that we are reasonably certain to exercise, or an option to extend (or not to terminate) the lease controlled by the lessor. Refer to note 3 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for further details.

Revenue Recognition

In determining the appropriate amount of revenue to recognize, we 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) we satisfy a performance obligation. Further, we assess whether control of the product or services promised under the contract is transferred to the customer at a point in time (PIT) or over time (OT). We are first required to evaluate whether our contracts meet the criteria for OT recognition. We have determined that for a portion of our contracts, we are manufacturing products for which there is no alternative use (due to the unique nature of the customer-specific product and IP restrictions) and we have an enforceable right to payment including a reasonable profit for work-in-progress inventory with respect to these contracts. As a result, revenue is recognized under these contracts OT based on the cost-to-cost method as it best depicts the transfer of control to the customer measured based on the ratio of costs incurred to date as compared to the total estimated costs at completion of the performance obligation. For all other contracts that do not meet these criteria, we recognize revenue when we have transferred control of the related manufactured products which generally occurs upon delivery and passage of title to the customer. Refer to note 4 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for further details.

Customer Contracts and Related Obligations

Certain of our customer agreements include potential price adjustments which may result in variable consideration. These price adjustments include, but are not limited to, sharing of cost savings, committed price reductions, material margins earned over the period that are contractually required to be paid to the customers, rebates, refunds tied to performance metrics such as on- time delivery, and other periodic pricing resets that may be refundable to customers. We estimate the variable consideration related to these price adjustments as part of the total transaction price and recognize revenue in accordance with the pattern applicable to the performance obligation, subject to a constraint. We constrain the amount of revenues recognized for these contractual provisions based on our best estimate of the amount which will not result in a significant reversal of revenue in a future period. We determine the amounts to be recognized based on the amount of potential refunds required by the contract, historical experience and other surrounding facts and circumstances. Refer to note 2 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for further details.

Customer Credit Risk

We have an established customer credit policy through which we manage customer credit exposures through credit evaluations, credit limit setting, monitoring, and enforcement of credit limits for new and existing customers. We perform ongoing credit evaluations of our customers' financial condition and make provisions for doubtful accounts based on the outcome of those credit evaluations. We evaluate the collectability of accounts receivable based on specific customer circumstances, current economic trends, historical experience with collections and the age of past due receivables. To the extent we identify exposures as a result of customer credit issues, we also review other customer related exposures, including but not limited to inventory and related contractual obligations.

Restructuring Charges

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The recognition of these restructuring charges requires that we make certain judgments and estimates regarding the nature, timing and amount of costs associated with the planned restructuring activity. To the extent our actual results differ from our estimates and assumptions, we may be required to revise the estimates of future liabilities, requiring the recognition of additional restructuring charges or the reduction of liabilities already recognized. Such changes to previously estimated amounts may be material to the consolidated financial statements. At the end of each reporting period, we evaluate the remaining accrued balances to ensure that no excess accruals are retained, and the utilization of the provisions are for their intended purpose in accordance with developed exit plans.

Refer to note 15 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for further discussion of our restructuring activities.

Inventory Valuation

Our inventories are stated at the lower of cost (on a first-in, first-out basis) or net realizable value. Our industry is characterized by rapid technological change, short-term customer commitments and rapid changes in demand. We purchase our inventory based on forecasted demand, and we estimate write downs for excess and obsolete inventory based on our regular reviews of inventory quantities on hand, and the latest forecasts of product demand and production requirements from our customers. If actual market conditions or our customers' product demands are less favorable than those projected, additional write downs may be required. In addition, unanticipated changes in the liquidity or financial position of our customers and/or changes in economic conditions may require additional write downs for inventories due to our customers' inability to fulfill their contractual obligations with regards to inventory procured to fulfill customer demand.

Valuation of Private Company Investments

We assess our investments for impairment whenever events or changes in circumstances indicate that the assets may be impaired. The factors we consider in our evaluation of potential impairment of our investments, include, but are not limited to a significant deterioration in the earnings performance or business prospects of the investee, or factors that raise significant concerns about the investee’s ability to continue as a going concern, such as negative cash flows from operation or working capital deficiencies. The carrying value of certain of our investments are individually material, thus there is the potential for material charges in future periods if we determine that those investments are impaired.

During fiscal year 2020, and in connection with the Company’s ongoing assessment of its investment portfolio strategy, the Company concluded that the carrying amounts of certain non- core investments were other than temporarily impaired and recognized a $98 million total impairment in other charges (income), net on the consolidated statement of operations. The impairments in fiscal year 2020 were primarily related to Elementum and certain other non-core investments, reflecting recent market valuation changes, in addition to capturing additional risks due to the economic challenges in light of COVID-19.

During the last half of fiscal year 2019, the Company reassessed its strategy with respect to its entire investment portfolio. As a result the Company recognized aggregate net charges related to investment impairments and dispositions of approximately $193 million for the fiscal year ended March 31, 2019, primarily related to a non-core cost method investment and Elementum.

Carrying Value of Goodwill and Long-Lived Assets

We review property and equipment and acquired amortizable intangible assets for impairment at least annually and whenever events or changes in circumstances indicate that the carrying amount of the asset group may not be recoverable. An impairment loss is recognized when the carrying amount of the asset group exceeds its fair value. Recoverability of property and equipment and acquired amortizable intangible assets are measured by comparing their carrying amount to the projected cash flows the assets are expected to generate. If such asset groups are determined to be impaired, the impairment loss recognized, if any, is the amount by which the carrying amount of the property and equipment and acquired amortizable intangible assets exceeds fair value. Our judgments regarding projected cash flows for an extended period of time and the fair value of assets may be impacted by changes in market conditions, general business environment and other factors including future developments of the COVID-19 pandemic which remain highly uncertain and unpredictable. To the extent our estimates relating to cash flows and fair value of assets change adversely we may have to recognize additional impairment charges in the future.

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and assumptions used in determining fair value of the reporting units are outside the control of management, including interest rates, cost of capital, tax rates, market EBITDA comparables and credit ratings. While we believe we have made reasonable estimates and assumptions to calculate the fair value of the reporting units, it is possible a material change could occur. If our actual results are not consistent with our estimates and assumptions used to calculate fair value, it could result in material impairments of our goodwill. Refer to note 2 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for further detail.

During the fourth quarter of fiscal year 2020, due to the ongoing COVID-19 global pandemic which negatively impacted the overall macroeconomy as well as the Company's market capitalization and estimated near-term financial performance, the Company considered this a triggering event and performed an interim impairment test via a quantitative valuation as of March 31, 2020. Based on the results of the impairment test, the fair values exceed the respective carrying values for each reporting unit, with the percentage excess ranging from 17% for CTG to 108% for IEI. Accordingly, the Company concluded that no impairment of goodwill existed as of March 31, 2020. The estimated forecasted results used in the discounted cash flow portion of the impairment analysis reflect the Company's best estimates as of March 31, 2020 and include near term negative impacts to our auto businesses from the plant closures, challenged CEC telecommunication businesses, and weaker consumer demand for our customers' mobility products due to COVID-19. These estimates could change depending on the future developments of the COVID-19 pandemic such as the length and severity of the crisis, the potential resurgence of COVID-19 in the future, future government actions in response to the crisis and the overall impact of the COVID-19 pandemic on the global economy and capital markets, among many other factors, all of which remain highly uncertain and unpredictable.

Contingent Liabilities

Refer to note 13 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for further discussion of our contingent liabilities.

Income Taxes

We are regularly subject to tax return audits and examinations by various taxing jurisdictions and around the world, and there can be no assurance that the final determination of any tax examinations will not be materially different than that which is reflected in our income tax provisions and accruals. Should additional taxes be assessed as a result of a current or future examination, there could be a material adverse effect on our tax position, operating results, financial position and cash flows. Refer to note 14 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for further discussion of our tax position.

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RESULTS OF OPERATIONS

Fiscal Year Ended March 31, 2020 2019 2018 Net sales 100.0% 100.0% 100.0 % Cost of sales 93.7 93.8 93.5 Restructuring charges 0.8 0.4 0.3 Gross profit 5.5 5.8 6.2 Selling, general and administrative expenses 3.4 3.6 4.0 Intangible amortization 0.3 0.3 0.3 Restructuring charges 0.1 0.1 0.1 Interest and other, net 0.7 0.7 0.5 Other charges (income), net 0.4 0.4 (0.7) Income before income taxes 0.6 0.7 2.0 Provision for income taxes 0.3 0.3 0.4 Net Income 0.3% 0.4% 1.6 %

Net sales

Net sales during fiscal year 2020 totaled $24.2 billion, representing a decrease of $2.0 billion, or 8%, from $26.2 billion during fiscal year 2019. With the exception of our IEI segment whose net sales increased $1.1 billion, net sales for all of our remaining segments declined from the previous year. Net sales were also lower in our Asia and Europe regions during fiscal year 2020, with decreases of $2.1 billion and $66 million, respectively, partially offset by slightly higher sales in Americas with an increase of $172 million during the same period.

Net sales during fiscal year 2019 totaled $26.2 billion, representing an increase of $0.8 billion, or 3%, from $25.4 billion during fiscal year 2018. The overall increase in sales was driven by increases in three of our segments offset by a decline in sales in our CTG segment. During fiscal year 2019, the increase in net sales was primarily driven by an increase of $0.5 billion in Europe, $0.3 billion in Asia, and to a lesser extent, $12 million in the Americas.

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

Fiscal Year Ended March 31, Segments: 2020 2019 2018 (In millions) High Reliability Solutions $ 4,742 20% $ 4,829 18% $ 4,770 19% Industrial & Emerging Industries 7,277 30% 6,183 24% 5,972 24% Communications & Enterprise Compute 6,986 29% 8,336 32% 7,729 30% Consumer Technologies Group 5,204 21% 6,863 26% 6,970 27% $ 24,210 $ 26,211 $ 25,441

Net sales during fiscal year 2020 decreased $1.7 billion, or 24%, in our CTG segment driven by our targeted reductions of high volatility, low margin, short-cycle customers and product categories and further impacted by significant COVID-19 related supply chain constraints in our fourth quarter. Net sales in our CEC segment decreased $1.4 billion, or 16%, driven by reduced demand in our networking and telecommunication businesses due to the slower roll-out of 5G technology and our previously announced disengagement with Huawei Technologies Co., coupled with production disruptions due to COVID-19 in our fourth quarter. Net sales in our HRS segment modestly decreased $87 million, or 2%, driven primarily by COVID-19

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disruptions directly impacting our automotive business towards the end of our fiscal year as multiple factories shut down late in the fourth quarter. This decline was offset to some extent by the growth we saw in the earlier part of the fiscal year from ramping programs. Our IEI segment increased by $1.1 billion, or 18%, mainly driven by strong sales within our solar energy business and our home and lifestyle business throughout the year which more than offset the underlying supply chain disruptions due to COVID-19 that impacted product ramps for various industrial and home and lifestyle businesses in our fourth quarter.

Net sales during fiscal year 2019 increased $0.6 billion, or 8%, in our CEC segment driven by momentum from our cloud and data center business as well as the expansion of network infrastructure programs to support 4G and 5G technology, offset by declines in our data networking business due to weakness with some legacy product lines. Net sales in our IEI segment increased $0.2 billion or 4%, which was mainly driven by new programs and customer launches within our industrial, home and lifestyle businesses, offset by declines in our capital equipment and energy businesses. Net sales in our HRS segment increased $59 million, or 1%, from higher sales in our health solutions business as we benefited from prior year investments in design, engineering and automation that have strengthened and improved our capabilities and competitive positioning that more than offset year over year declines from our automotive customers primarily in Asia. These segment increases were partially offset by a decrease of $107 million, or 1.5%, in our CTG segment, primarily within the legacy consumer sectors of the segment and as a result of actively repositioning the portfolio of customers and rationalizing underperforming customers and eliminating certain product categories.

Our ten largest customers during fiscal years 2020, 2019 and 2018 accounted for approximately 39%, 43% and 41% of net sales, respectively. We have made substantial efforts to diversify our portfolio which allows us to operate at scale in many different industries, and, as a result, no customer accounted for greater than 10% of net sales in fiscal year 2020, 2019 or 2018.

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 or consolidation of manufacturing facilities including specific restructuring activities from time to time. The flexible design of our manufacturing processes allows us to manufacture a broad range of products in our facilities and better utilize our manufacturing capacity across our diverse geographic footprint and service customers from all segments. 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 decreased $0.2 billion to $1.3 billion in fiscal year 2020, from $1.5 billion in fiscal year 2019. Gross margin decreased 30 basis points, to 5.5% of net sales in fiscal year 2020, from 5.8% of net sales in fiscal year 2019. The decrease in both gross profit and gross margin is primarily due to lower sales coupled with an additional $91 million, or 40 basis points, of restructuring charges incurred during fiscal year 2020 versus fiscal year 2019. In addition, we wrote down inventory in the second quarter of fiscal year 2020 that will not be recovered due to significant reductions in future customer demand as we reduced our exposure to certain high volatility businesses. We also incurred approximately $52 million, or 21 basis points, of direct incremental costs due to COVID-19 in the fourth quarter of fiscal year 2020. These were partially offset by the favorable product mix and the increased revenues and gross profit from our IEI segment and benefits realized from our earlier restructuring activities initiated in fiscal year 2019.

Gross profit decreased $0.1 billion to $1.5 billion from $1.6 billion from fiscal year 2018 to fiscal year 2019. Gross margin decreased 40 basis points, to 5.8% of net sales in fiscal year 2019, from 6.2% of net sales in fiscal year 2018. The decrease is primarily due to an additional $32 million, or 10 basis points, of restructuring charges coupled with approximately $47 million of additional charges related to distressed customers incurred during fiscal year 2019 versus fiscal year 2018. During the year, we completed the wind down of our NIKE Mexico operations and incurred a total of $66 million of charges primarily for non-cash asset impairments in the second and third quarters of fiscal year 2019. Additional gross profit and gross margin declines were due to revenue reductions in some of our higher margin businesses, such as automotive and semi-cap equipment and further due to the Multek China divestiture. Also negatively pressuring the gross profit margin was the significant revenues from ramping new programs in India.

Segment income

An operating segment's performance is evaluated based on its pre-tax operating contribution, or segment income. Segment income is defined as net sales less cost of sales, and segment selling, general and administrative expenses, and does not include amortization of intangibles, stock-based compensation, customer related assets impairments, restructuring charges,

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the new revenue standard adoption impact, legal and other, interest and other, net and other charges (income), net. A portion of depreciation is allocated to the respective segment together with other general corporate research and development and administrative expenses.

The following table sets forth segment income and margins. Historical information has been recast to reflect realignment of customers and/or products between segments (amounts may not sum due to rounding):

Fiscal Year Ended March 31, 2020 2019 2018 (In millions) Segment income & margin: High Reliability Solutions $ 316 6.7% $ 371 7.7% $ 381 8.0% Industrial & Emerging Industries 466 6.4% 269 4.4% 235 3.9% Communications & Enterprise Compute 142 2.0% 215 2.6% 186 2.4% Consumer Technologies Group 88 1.7% 121 1.8% 112 1.6% Corporate and Other (114) (104) (128) Total segment income 898 3.7% 872 3.3% 786 3.1% Reconciling items: Intangible amortization 64 74 79 Stock-based compensation 72 76 85 Customer related asset impairments (1) 106 87 6 Restructuring charges (Note 15) 216 113 91 New revenue standard adoption impact (Note 4) — 9 — Legal and other (2) 26 35 52 Interest and other, net 164 183 123 Other charges (income), net (Note 16) 92 110 (170) Income before income taxes $ 158 $ 182 $ 521

(1) Customer related asset impairments for fiscal year 2020, primarily relate to non-cash impairments of certain property and equipment for customers we have disengaged or are in the process of disengaging, additional provision for doubtful accounts receivable, charges for other asset impairments, and reserves for excess and obsolete inventory for certain customers experiencing financial difficulties and/or related to inventory that will not be recovered due to significant reductions in future customer demand.

Customer related asset impairments for fiscal year 2019, primarily relate to provision for doubtful accounts receivable, inventory and impairment of other assets for certain customers experiencing significant financial difficulties and/or the Company is disengaging.

(2) Legal and other during fiscal year 2020, primarily consists of direct and incremental costs associated with certain wind-down activities related to the disengagement of a certain customer primarily in China and India, offset by certain gains resulting from the recognition of prior year expenses paid to the government now considered probable of recovery and reasonably estimable due to a favorable tax ruling.

Legal and other during fiscal year 2019, primarily consists of costs incurred relating to the independent investigation undertaken by the Audit Committee of the Company’s Board of Directors which was completed in June 2018. In addition, Legal and other also includes certain charges related to the China based Multek operations that was divested in the second quarter of fiscal year 2019.

During fiscal year 2018, the Company incurred charges in connection with certain legal matters, for loss contingencies where it believed that losses were probable and estimable. Additionally, the Company incurred various other charges predominately related to damages incurred from a typhoon that impacted a China facility, as well as certain assets impairments during fiscal year 2018. Corporate and other primarily includes corporate services costs that are not included in the CODM's assessment of the performance of each of the identified reporting segments.

HRS segment margin decreased 100 basis point to 6.7% for fiscal year 2020, from 7.7% during fiscal year 2019, primarily due to accelerated investments and costs associated with new program ramps and pricing pressure with demand declines in the global market that impacted product mix, coupled with under absorption of costs associated with the temporary closure of several automotive sites in the fourth quarter of fiscal year 2020 due to COVID-19. HRS segment

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margin decreased 30 basis point to 7.7% for fiscal year 2019, from 8.0% during fiscal year 2018, primarily due to reduced revenues from our automotive products and services, which carry higher gross margins partially offset by greater contribution from our growing health solutions business.

IEI segment margin increased 200 basis points to 6.4% for fiscal year 2020, from 4.4% during fiscal year 2019, as a result of a favorable business mix resulting from increased demand from new business particularly in Energy and in Home & Lifestyle, greater levels of design and engineering led engagements and improved operational execution. IEI segment margin increased 50 basis points to 4.4% for fiscal year 2019, from 3.9% during fiscal year 2018, as a result of improved overhead absorption benefits from the increased revenues and greater levels of design led programs which have higher gross margins, as well as leverage of its installed cost structure.

CEC segment margin decreased 60 basis points to 2.0% for fiscal year 2020, from 2.6% during fiscal year 2019. The decrease in CEC margin during fiscal year 2020 is primarily due to geopolitical challenges and uncertainties which impacted demand from specific customers as well as a specific drop in demand in our networking and telecommunication businesses due to the slower roll-out of 5G technology. We also encountered disruptions in production in the fourth quarter of fiscal year 2020 due to COVID-19. These pressured margins due to the underabsorbed manufacturing overhead costs resulting from the lower revenue levels. CEC segment margin increased 20 basis points to 2.6% for fiscal year 2019, from 2.4% during fiscal year 2018. The increase was driven by operational efficiencies and improved absorption of overhead as a result of the 8% increase in revenues.

CTG segment margin decreased 10 basis points to 1.7% for fiscal year 2020, from 1.8% during fiscal year 2019, as it remained pressured during our portfolio transition and ongoing repositioning of our operating structure. In addition, we experienced manufacturing inefficiencies due to supply chain disruptions and constraints in the fourth quarter of fiscal year 2020 due to COVID-19. CTG segment margin increased 20 basis points to 1.8% for fiscal year 2019, from 1.6% during fiscal year 2018, as a result of lower losses from our NIKE operations in Mexico, which we exited in the third quarter of fiscal year 2019, partially offset by under-performance of certain accounts.

Restructuring charges

During fiscal year 2019, we took actions to optimize our portfolio with greater focus to be placed on higher margin, less volatile businesses. During the first half of fiscal year 2020 in connection with the recent geopolitical developments and uncertainties, primarily impacting one customer in China, we experienced a reduction in demand for products assembled for that customer. As a result, we accelerated our strategic decision to reduce our exposure to certain high-volatility products in both China and India. We also initiated targeted activities to restructure our business to further reduce and streamline our cost structure. During fiscal year 2020, we recognized $216 million of restructuring charges. We incurred cash charges of approximately $159 million, that were predominantly for employee severance, in addition to non-cash charges of $57 million, respectively, primarily related to asset impairments.

During fiscal year 2019, we took targeted actions to optimize our portfolio, most notably within CTG. We recognized restructuring charges of approximately $113 million during the fiscal year ended March 31, 2019, of which $73 million were non-cash charges primarily for asset impairments. A significant component of our charges were associated with the wind down of our NIKE operations in Mexico in the third quarter of fiscal year 2019. In addition, we executed targeted head-count reductions at existing operating and design sites and corporate functions and exited certain immaterial businesses. Of these total charges, approximately $99 million was recognized as a component of cost of sales during the fiscal year ended March 31, 2019.

During fiscal year 2018, we initiated targeted restructuring activities, focused on optimizing our cost structure in lower growth areas and, more importantly, streamlining certain corporate and segment functions in order to make Flex a faster, more responsive and agile company, better positioned to react to marketplace opportunities. We recognized $79 million of pre-tax cash charges, predominantly related to employee severance costs, and $12 million of pre-tax non-cash charges for asset impairment and other exit charges. We classified $67 million of these charges as a component of cost of sales and $24 million as a component of selling, general and administrative expenses during fiscal year 2018.

Refer to note 15 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for further discussion of our restructuring activities.

Selling, general and administrative expenses

Selling, general and administrative expenses ("SG&A") totaled $834 million, or 3.4% of net sales, during fiscal year 2020, compared to $953 million, or 3.6% of net sales, during fiscal year 2019, decreasing by $119 million or 12%, due to strict cost discipline focused on driving further productivity improvements which enabled us to respond quickly to current market

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conditions by taking targeted actions on our discretionary spends coupled with a refined cost structure benefiting from prior restructuring initiatives.

SG&A totaled $953 million or 3.6% of net sales, during fiscal year 2019, compared to $1.0 billion, or 4.0% of net sales, during fiscal year 2018, decreasing by $66 million or 7%, due to strong cost discipline focused on driving further productivity improvements and a refined cost structure benefiting from prior restructuring initiatives.

Intangible amortization

Amortization of intangible assets in fiscal years 2020 and 2019 were $64 million and $74 million, respectively, representing a decrease of $10 million and $5 million, from their respective prior years as a result of certain intangible assets being fully amortized during the respective periods.

Interest and other, net

Interest and other, net was $164 million during fiscal year 2020, compared to $183 million during fiscal year 2019, decreasing $19 million primarily due to increases in net foreign exchange gains, a lower interest rate environment and lower expenses from our asset-backed securitization programs, partially offset by debt extinguishment costs incurred during fiscal year 2020.

Interest and other, net was $183 million during fiscal year 2019, compared to $123 million during fiscal year 2018, increasing $60 million due to a $23 million increase of interest expense primarily from higher weighted average interest rates and a higher average borrowing level, as well as a $21 million increase in interest expense from our accounts receivable sales program, partially offset by a $14 million decrease in foreign exchange gains as compared to the prior year.

Other charges (income), net

During fiscal year 2020, and in connection with the Company’s ongoing assessment of its investment portfolio strategy, we concluded that the carrying amounts of certain non-core investments were other than temporarily impaired and recognized a $98 million total impairment charge. Refer to note 2 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for details on the investment impairments. No other components of other charges and income, net incurred during fiscal year 2020 were material.

During the last half of fiscal year 2019, we reassessed our strategy with respect to our entire investment portfolio. As a result, we recognized an aggregate net charge related to investment impairments and dispositions of approximately $193 million for the year ended March 31, 2019. The aggregate charge was primarily driven by write-downs of our investment positions in a non- core cost method investment and Elementum that were recognized in the third and fourth quarters of fiscal 2019, respectively. We also incurred other investment impairments that were individually immaterial as a result of our strategy shift and due to market valuation changes. Offsetting these charges was an $87 million non-cash gain from the deconsolidation of Bright Machines.

During fiscal year 2018, we recognized $152 million of gain from the deconsolidation of Elementum, and $39 million of gain from the sale of a non-strategic cost basis investment. We also recorded $22 million related to the impairment of certain non-core investments during fiscal year 2018. No other components of other charges and income, net incurred during fiscal year 2018 were material.

Income taxes

We work to ensure that we accrue and pay the appropriate amount of income taxes according to the laws and regulations of each jurisdiction in which we operate. 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. The consolidated effective tax rates were 44.7%, 48.7% and 17.7% for the fiscal years 2020, 2019 and 2018, respectively. The effective rate varies from the Singapore statutory rate of 17.0% in each year as a result of the following items:

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Fiscal Year Ended March 31, 2020 2019 2018 Income taxes based on domestic statutory rates 17.0 % 17.0 % 17.0 % Effect of tax rate differential (51.2) (74.1) (46.9) Change in unrecognized tax benefit (0.6) (8.4) 4.3 Change in valuation allowance 58.4 105.4 57.1 Recognition of prior year taxes recoverable 8.4 3.0 (10.3) Expiration of tax attributes — 2.3 — APB23 tax liability 5.5 1.1 0.3 Other 7.2 2.4 (3.8) Provision for income taxes 44.7 % 48.7 % 17.7 %

The variation in our effective tax rate each year is primarily a result of recognition of earnings in foreign jurisdictions which are taxed at rates lower than the Singapore statutory rate including the effect of tax holidays and tax incentives we received primarily for our subsidiaries in China, Malaysia, Costa Rica, India, Netherlands and Israel of $16 million, $24 million and $22 million in fiscal years 2020, 2019 and 2018, respectively. Additionally, our effective tax rate is impacted by changes in our liabilities for uncertain tax positions of ($1) million, ($15) million, and $22 million and changes in our valuation allowances on deferred tax assets of $93 million, $192 million and $279 million in fiscal years 2020, 2019 and 2018, respectively. We generate most of our revenues and profits from operations outside of Singapore.

We are regularly subject to tax return audits and examinations by various taxing jurisdictions and around the world, and there can be no assurance that the final determination of any tax examinations will not be materially different than that which is reflected in our income tax provisions and accruals. Should additional taxes be assessed as a result of a current or future examinations, there could be a material adverse effect on our tax position, operating results, financial position and cash flows.

We provide a valuation allowance against deferred tax assets that in our estimation are not more likely than not to be realized. During fiscal year 2020, we released valuation allowance of $1 million related to certain operations in China as this amount was deemed to be more likely than not to be realized due to the sustained profitability during the past three fiscal years as well as continued forecasted profitability of those subsidiaries. In addition, a valuation allowance of $3 million was added for a different operating subsidiary in China due to continued losses and the determination the company would be less likely than not to utilize its deferred tax assets. Various other valuation allowance positions were also reduced due to varying factors such as recognition of uncertain tax positions impacting deferred tax assets, one-time income recognition in loss entities, and foreign exchange impacts on deferred tax balances. Lastly, these valuation allowance reductions and eliminations were offset by current period valuation allowance additions due to increased deferred tax assets as a result of current period losses in legal entities with existing full valuation allowance positions.

LIQUIDITY AND CAPITAL RESOURCES

As of March 31, 2020, we had cash and cash equivalents of $1.9 billion and bank and other borrowings of approximately $2.8 billion. We have a $1.75 billion revolving credit facility that is due to mature in June 2022, under which we had no borrowings outstanding as of March 31, 2020. We also entered into a JPY 33.525 billion term loan (approximately USD $310 million as of March 31, 2020) due April 2024, at three-month Yen LIBOR plus 0.50%, which was then swapped to U.S. dollars. In addition, we issued $650 million of 4.875% Notes due 2029 (the "2029 Notes") in fiscal year 2020. The proceeds were used to repay the outstanding balance of our existing 4.625% Notes due February 2020, and the Term Loan due November 2021, resulting in a net debt reduction of $216 million. Refer to note 8 to the consolidated financial statement in Item 8, "Financial Statements and Supplementary Data" for additional details. As of March 31, 2020, we were in compliance with the covenants under all of our credit facilities and indentures.

In May 2020, we issued $425 million aggregate principal amount of 3.750% Notes due February 2026, at 99.617% of face value, and $325 million aggregate principal amount of 4.875% Notes due May 2030, at 99.562% of face value. The total proceeds of $740 million, net of discount and issuance costs, are expected to be used for general corporate purposes, which may include repaying, redeeming or repurchasing outstanding debt and for working capital, capital expenditures and acquisitions.

Our cash balances are held in numerous locations throughout the world. As of March 31, 2020, over half of our cash and cash equivalents were held by foreign subsidiaries outside of Singapore. Although substantially all of the amounts held outside

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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 $1.4 billion as of March 31, 2020). Repatriation could result in an additional income tax payment; however, for the majority of our foreign entities, 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.

Fiscal Year 2020

Cash used in operating activities was $1.5 billion during fiscal year 2020. The total cash used in operating activities resulted primarily from $88 million of net income for the period plus $811 million of non-cash charges such as depreciation, amortization, restructuring and impairment charges, provision for doubtful accounts, and stock-based compensation. Depreciation expense was $422 million and slightly lower than prior years. These additions were more than offset by a net change in our operating assets and liabilities of $2.4 billion, primarily driven by cash outflows related to accounts receivable. Cash collections from the deferred purchase price on our ABS sales programs of $2.6 billion were included in cash from investing activities (refer to note 11 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for a discussion of the amendments to the ABS Programs).

We believe net working capital ("NWC"), and net working capital as a percentage of annualized sales are key metrics that measure our liquidity. Net working capital is calculated as current quarter accounts receivable, net of allowance for doubtful accounts, adding back the reduction in accounts receivable resulting from non-cash accounts receivable sales, plus inventories and contract assets, less accounts payable and certain other current liabilities related to vendor financing programs. NWC decreased by $289 million to $1.4 billion as of March 31, 2020, from $1.7 billion as of March 31, 2019. This decrease is primarily driven by a $470 million decrease in accounts receivable adding back reductions from non-cash accounts receivable sales, offset by a $66 million increase in contract assets, a $62 million increase in inventories, and a $39 million decrease in accounts payable. We no longer have any non-cash accounts receivable sales balance outstanding as of March 31, 2020 due to the amendments of our ABS Programs. Our net working capital as a percentage of annualized net sales as of March 31, 2020 decreased slightly to 6.3% as compared to 6.7% of annualized net sales as of March 31, 2019.

Cash provided by investing activities totaled $2.3 billion during fiscal year 2020. This was primarily driven by $2.6 billion of cash collections on deferred purchase price receivables from our ABS Programs offset by approximately $356 million of net capital expenditures for property and equipment to continue expanding capabilities and capacity in support of our expanding IEI and HRS businesses. In addition, other investing activities include $44 million of proceeds from the sale of our partial investment in Bright Machines (refer to note 2 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for discussion of the sale).

Cash used in financing activities was $508 million during fiscal year 2020. This was primarily the result of (i) $672 million of cash paid for the repayment of the term loan due November 2021, (ii) $500 million of cash paid for the tender and redemption of the outstanding balance of our 4.625% Notes due February 2020, (iii) $91 million of cash paid to pay off the outstanding balance of our short-term bank borrowings facility in India, and (iv) $260 million of cash paid for the repurchase of our ordinary shares. Partially offsetting the payments described above were $663 million of proceeds, net of discount and premium, received following the issuance of the 2029 Notes, $300 million of proceeds following the execution of our term loan agreement due in April 2024, $59 million of proceeds from drawdowns from our India term loan facility coupled with $47 million of proceeds from the execution of our term loan due in March 2021. For further information, see note 8 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data".

Fiscal Year 2019

Cash used in operating activities was $3.0 billion during fiscal year 2019. As further discussed below, cash collections on the deferred purchase price from our ABS Programs of $3.6 billion were included in cash from investing activities instead of cash from operating activities in accordance with new accounting guidance adopted in fiscal year 2019. The total cash used in operating activities resulted primarily from $93 million of net income for the period plus $804 million of non-cash charges such as depreciation, amortization, restructuring and impairment charges, provision for doubtful accounts, and stock-based compensation, net of a gain of $87 million from the deconsolidation of Bright Machines which were included in the determination of net income. Depreciation expense was $433 million and relatively consistent with prior years. These additions were more than offset by a net change in our operating assets and liabilities of $3.9 billion. In accordance with the new accounting guidance adopted in fiscal year 2019, cash collections on deferred purchase price from our ABS Programs were classified as cash flows from investing activities and no longer included in cash receipts related to accounts receivable. As a result, while accounts receivable only increased by approximately $95 million from fiscal year 2018 to fiscal year 2019, the

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impact to operating cash flows is an outflow of $3.6 billion. Year over year increases in inventory and contract assets also added to the net change in our operating assets and liabilities reflected on our cash flow from operations.

Cash provided by investing activities totaled $3.3 billion during fiscal year 2019. This was primarily driven by the impact of our adoption of ASU 2016-15 during fiscal year 2019 referred to above, which requires us to classify cash collections on deferred purchase price from our ABS Programs that were previously classified as operating cash inflows as cash flows from investing activities. In addition, we received $267 million of proceeds, net of cash held, in connection with the divestitures of our China-based Multek operations as further described in note 18 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data". We also invested $631 million of net capital expenditures for property and equipment to expand capabilities and capacity in support of our expanding IEI and HRS businesses.

Cash used in financing activities was $30 million during fiscal year 2019. This was primarily the result of repurchases of ordinary shares in the amount of $189 million, offset by $170 million received from the drawdown of India Facilities.

Fiscal Year 2018

Cash used in operating activities for fiscal year 2018 was recast to $3.9 billion, subsequent to the adoption of ASU 2016-15 in fiscal year 2019, as further described above. Cash collections on the deferred purchase price from our ABS Programs of $4.6 billion were included in cash from investing activities instead of cash from operating activities in accordance with new accounting guidance. The total cash used in operating activities resulted primarily from $429 million of net income for the period plus $478 million of non-cash charges such as depreciation, amortization and stock-based compensation, net of a gain from the deconsolidation of Elementum that are included in the determination of net income. Depreciation expense was $434 million of those non- cash charges. These were more than offset by a net change in our operating assets and liabilities of $4.8 billion, driven primarily by the $4.6 billion reclass of cash collection on deferred purchase price discussed above, coupled with a $354 million increase in inventories, an $88 million increase in other current and noncurrent assets, and a $347 million increase in accounts receivable, including the change in sales of accounts receivable, offset by a $623 million increase in accounts payable.

Cash provided by investing activities for fiscal year 2018 was also recast to $3.7 billion subsequent to the adoption of ASU 2016-15 in fiscal year 2019, as further described above. This resulted primarily from the $4.6 billion reclassification of cash collections on the deferred purchase price, partially offset by $214 million paid for the acquisition of AGM Automotive for our HRS segment, net of cash acquired, and $55 million paid for a power module business for our CEC segment, net of cash acquired. Further, we invested $517 million of net capital expenditures for property and equipment to expand capabilities and capacity in support of our automotive, medical, footwear and IEI businesses. In addition, other investing activities includes $73 million of cash derecognized as of the date of the Elementum deconsolidation, and $46 million of payments for non-core investments, net of cash received.

Cash used in financing activities was $188 million during fiscal year 2018. This was primarily the result of repurchases of ordinary shares in the amount of $180 million, and the repayment of $55 million of debt, partially offset by $65 million received from third party investors in fiscal year 2018 in exchange for an additional noncontrolling equity interest in Elementum prior to the deconsolidation described above.

Adjusted Free Cash Flow

We believe adjusted 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 obligation, make investments, fund acquisitions, repurchase company shares and for certain other activities. Our adjusted free cash flow is defined as cash from operations, plus cash collections of deferred purchase price receivables, less net purchases of property and equipment to present adjusted cash flows on a consistent basis for investor transparency (refer to note 8 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for discussion of the amendments of the ABS Programs). We also excluded the impact to cash flows related to certain vendor programs that is required for U.S. GAAP presentation. Our adjusted free cash flow was $672 million, $3 million and $236 million for fiscal years 2020, 2019 and 2018, respectively. Adjusted 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. Adjusted free cash flow should not be considered in isolation or as an alternative to net cash provided by operating activities. Adjusted free cash flows reconcile to the most directly comparable GAAP financial measure of cash flows from operations as follows:

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Fiscal Year Ended March 31, 2020 2019 2018 (In millions) Net cash used in operating activities $ (1,533) $ (2,971) $ (3,866) Cash collection of deferred purchase price and other 2,561 3,605 4,620 Purchases of property and equipment (462) (725) (562) Proceeds from the disposition of property and equipment 106 94 44 Adjusted free cash flow $ 672 $ 3 $ 236

Our cash balances are generated and 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.

In response to the recent challenging environment following the COVID-19 pandemic, we have evaluated our ability to meet our obligations over the next 12 months and expect that our current financial condition, including our liquidity sources are adequate to fund future commitments. As of March 31, 2020, we had cash and cash equivalents of $1.9 billion and access to a $1.75 billion revolving credit facility that is due to mature in June 2022, under which we had no borrowings outstanding. The revolving credit facility provides us flexibility to manage working capital and capital expenditures. Further, in May 2020, we issued $425 million aggregate principal amount of 3.750% Notes due February 2026, at 99.617% of face value, and $325 million aggregate principal amount of 4.875% Notes due May 2030, at 99.562% of face value. The total proceeds of $740 million, net of discount and issuance costs, are expected to be used for general corporate purposes, which may include repaying, redeeming or repurchasing outstanding debt and for working capital, capital expenditures and acquisitions. As discussed above, we also took a number of steps to enhance our liquidity positions including (1) suspending share repurchases, (2) further tightening capital expenditures to only fund critical investments in our highest margin opportunities, and (3) aggressively reducing discretionary corporate spend and enacting targeted pay reductions. We believe we are well positioned with ample access to liquidity.

We maintain global paying services agreements with several financial institutions. Under these agreements, the financial institutions act as our paying agents with respect to accounts payable due to our suppliers who elect to participate in the program. The agreements allow our suppliers to sell their receivables to one of the participating financial institutions at the discretion of both parties on terms that are negotiated between the supplier and the respective financial institution. Our obligations to our suppliers, including the amounts due and scheduled payment dates, are not impacted by our suppliers’ decisions to sell their receivables under this program. During fiscal years ended March 31, 2020 and 2019, the cumulative payments due to suppliers participating in the programs amounted to approximately $0.9 billion and $0.5 billion, respectively. Pursuant to their agreement with one of the financial institutions, certain suppliers may elect to be paid early at their discretion. We are not always notified when our suppliers sell receivables under these programs. The available capacity under these programs can vary based on the number of investors and/or financial institutions participating in these programs at any point in time.

In addition, we maintain various uncommitted short-term financing facilities including but not limited to commercial paper program and revolving sale and repurchase of subordinated note established under the securitization facility, under which there were no borrowings outstanding as of March 31, 2020.

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During fiscal years 2020, 2019 and 2018, we received approximately $7.6 billion, $6.8 billion and $8.0 billion, respectively from transfers of receivables under our ABS Programs, and $1.6 billion, $2.7 billion and $1.5 billion, respectively from other sales of receivables. As of March 31, 2020, and 2019, the outstanding balance on receivables sold for cash was $1.2 billion and $1.3 billion, respectively, under all our asset-backed securitization programs and accounts receivable factoring program, which were removed from accounts receivable balances in our consolidated balance sheets.

Historically we have been successful in refinancing and extending the maturity dates on our term loans and credit facilities. In June 2017, we entered into a five-year credit facility consisting of a $1.75 billion revolving credit facility and a $503 million term loan, which is due to mature on June 30, 2022 (the "2022 Credit Facility"). The outstanding principal of the term loan portion of the 2022 Credit Facility is repayable in quarterly installments of approximately $6 million from September 30, 2017 through June 30, 2020 and approximately $13 million from September 30, 2020 through March 31, 2022 with the remainder due upon maturity.

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 Annual General Meeting which was held on August 20, 2019. During fiscal year 2020, we paid $260 million to repurchase shares (under the current and prior repurchase plans) at an average price of $10.98 per share. As of March 31, 2020, shares in the aggregate amount of $315 million were available to be repurchased under the current plan.

CONTRACTUAL OBLIGATIONS AND COMMITMENTS

Bank borrowings and long-term debt are as follows:

As of March 31, 2020 2019 (In millions) 4.625% Notes due February 2020 $ — $ 500 Term Loan, including current portion, due in installments through November 2021 — 672 Term Loan, including current portion, due in installments through June 2022 433 459 5.000% Notes due February 2023 500 500 Term Loan due April 2024 - three-month Yen LIBOR plus 0.50% 310 — 4.750% Notes due June 2025 597 597 4.875% Notes due June 2029 662 — India Facilities (1) 138 170 Other 211 168 Debt issuance costs (13) (11) 2,838 3,055 Current portion, net of debt issuance costs (149) (633) Non-current portion $ 2,689 $ 2,422

(1) India Facilities as of March 31, 2019 include an approximately $91.4 million drawdown of short-term bank borrowings under a facility entered in February 2019 which was repaid in May 2019 and a $78.8 million drawdown from the $200 million term loan facility entered in July 2018.

Refer to the discussion in note 8 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for further details of our debt obligations. In May 2020, we issued $425 million aggregate principal amount of 3.750% Notes due February 2026, at 99.617% of face value, and $325 million aggregate principal amount of 4.875% Notes due May 2030, at 99.562% of face value. The total proceeds of $740 million, net of discount and issuance costs, are expected to be used for general corporate purposes, which may include repaying, redeeming or repurchasing outstanding debt and for working capital, capital expenditures and acquisitions.

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We have purchase obligations that arise in the normal course of business, primarily consisting of binding purchase orders for inventory related items and capital expenditures. Additionally, we have leased certain of our property and equipment under finance lease commitments, and certain of our facilities and equipment under operating lease commitments.

Future payments due under our purchase obligations, debt including finance leases and related interest obligations and operating leases are as follows (amounts may not sum due to rounding):

Less Than Greater Than Total 1 Year 1 - 3 Years 4 - 5 Years 5 Years (In millions) Contractual Obligations: Purchase obligations $ 3,706 $ 3,706 $ — $ — $ — Bank borrowings, long-term debt and finance lease obligations: Bank borrowings and long-term debt 2,852 149 1,080 363 1,259 Finance leases 29 12 16 1 — Interest on long-term debt obligations 550 110 198 105 137 Operating leases, net of subleases 755 133 216 152 254 Restructuring costs 23 23 — — — Total contractual obligations $ 7,915 $ 4,133 $ 1,510 $ 621 $ 1,650

We have excluded $246 million of liabilities for unrecognized tax benefits from the contractual obligations table as we cannot make a reasonably reliable estimate of the periodic settlements with the respective taxing authorities. See note 14, "Income Taxes" to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for further details.

OFF-BALANCE SHEET ARRANGEMENTS

We sell designated pools of trade receivables to unaffiliated financial institutions under our ABS Programs. Effective November 2019, we amended the structure and removed the requirement for the deferred purchase price receivable. Under the amended ABS Programs, the entire purchase price of sold receivables are paid in cash and are guaranteed. For further information on the amendment see note 11 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data". Prior to November 2019, under the ABS Programs, in addition to cash, we received a deferred purchase price receivable for each pool of the receivables sold. Each of these deferred purchase price receivables served as additional credit support to the financial institutions and was recorded at its estimated fair value. As of March 31, 2019, the fair value of our deferred purchase price receivable was approximately $293 million. There are no deferred purchase price receivables outstanding as of March 31, 2020.

As of March 31, 2020 and 2019, the outstanding balance on receivables sold for cash was $1.2 billion and $1.3 billion, respectively, under our asset-backed securitization programs and accounts receivable factoring program, which were removed from accounts receivable balances in our consolidated balance sheets. For further information, see note 11 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data".

RECENT ACCOUNTING PRONOUNCEMENTS

Refer to note 2 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for recent accounting pronouncements.

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ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

INTEREST RATE RISK

A portion of our exposure to market risk for changes in interest rates relates to our highly liquid investment portfolio, with maturities of three months or less from original dates of purchase and are classified as cash equivalents on our consolidated balance sheet. We do not use derivative financial instruments in our highly liquid investment portfolio. We place cash and cash equivalents with various major financial institutions and highly rated money market accounts. Our investment policy has strict guidelines focusing on preservation of capital. The portfolio is comprised of various instruments including term deposits with banks, marketable securities and money market accounts. Our cash is principally invested in the U.S. dollar and China renminbi serving as a natural hedge of our renminbi denominated costs. As of March 31, 2020, the outstanding amount in the highly liquid investment portfolio was $0.4 billion, the largest components of which were U.S. dollar, Brazilian real, China renminbi and Indian rupee denominated money market accounts with an average return of 2.72%. A hypothetical 10% change in interest rates would not be expected to have a material effect on our financial position, results of operations and cash flows over the next fiscal year.

We had variable rate debt outstanding of approximately $1.0 billion as of March 31, 2020. Variable rate debt obligations consisted of borrowings under our term loans. Interest on these obligations is discussed in note 8 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data".

Our variable rate debt instruments create exposures for us related to interest rate risk. Primarily due to the current low interest rates, a hypothetical 10% change in interest rates would not be expected to have a material effect on our financial position, results of operations and cash flows over the next fiscal year.

As of March 31, 2020, the approximate average fair value of our debt outstanding under our term loan facilities that mature in June 2022, and Notes due February 2023, June 2025 and June 2029 was 98.3% of the face value of the debt obligations based on broker trading prices.

In July 2017, the Financial Conduct Authority (“FCA”) that regulates LIBOR announced it intends to stop compelling banks to submit rates for the calculation of LIBOR after 2021. As a result, the Federal Reserve Board and the Federal Reserve Bank of New York organized the Alternative Reference Rates Committee which identified the Secured Overnight Financing Rate ("SOFR") as its preferred alternative to USD-LIBOR in derivatives and other financial contracts. We are not able to predict when LIBOR will cease to be published or precisely how SOFR will be calculated and published. Any changes adopted by FCA or other governing bodies in the method used for determining LIBOR may result in a sudden or prolonged increase or decrease in reported LIBOR. If that were to occur, our interest payments could change.

If a contract is not transitioned to an alternative rate and LIBOR is discontinued, the impact is likely to vary by contract. If LIBOR is discontinued or if the method of calculating LIBOR changes from its current form, interest rates on our current or future indebtedness may be adversely affected. While we expect LIBOR to be available in substantially its current form until the end of 2021, it is possible that LIBOR will become unavailable prior to that point. This could result, for example, if sufficient banks decline to make submissions to the LIBOR administrator. In that case, the risks associated with the transition to an alternative reference rate will be accelerated and magnified.

FOREIGN CURRENCY EXCHANGE RISK

We transact business in various foreign countries and are, therefore, subject to risk of foreign currency exchange rate fluctuations. We have established a foreign currency risk management policy to manage this risk. To the extent possible, we manage our foreign currency exposure by evaluating and using non-financial techniques, such as currency of invoice, leading and lagging payments and receivables management. In addition, we may borrow in various foreign currencies and enter into short-term foreign currency derivative contracts, including forward, swap, and option contracts to hedge only those currency exposures associated with certain assets and liabilities, mainly accounts receivable and accounts payable, and cash flows denominated in non- functional currencies.

We endeavor to maintain a partial or fully hedged position for certain transaction exposures. These exposures are primarily, but not limited to, revenues, customer and vendor payments and inter-company balances in currencies other than the functional currency unit of the operating entity. The credit risk of our foreign currency derivative contracts is minimized since all contracts are with large financial institutions and accordingly, fair value adjustments related to the credit risk of the counter-party financial institution were not material. The gains and losses on foreign currency derivative contracts generally offset the losses and gains on the assets, liabilities and transactions hedged. The fair value of currency derivative contracts is reported on the balance sheet. The aggregate notional amount of outstanding contracts as of March 31, 2020 amounted to $9.8 billion and the recorded fair values of the associated assets and liabilities were not material. The majority of these foreign exchange contracts expire in less than three months and all expire within one year. They will settle primarily in the Brazilian real, British

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pound, China renminbi, Euro, Hungarian forint, Indian rupee, Israeli shekel, Malaysian ringgit, Mexican peso, Swedish krona, and U.S. dollar.

Based on our overall currency rate exposures as of March 31, 2020, including the derivative financial instruments intended to hedge the nonfunctional currency-denominated monetary assets, liabilities and cash flows, and other factors, a 10% appreciation or depreciation of the U.S. dollar from its cross-functional rates would not be expected, in the aggregate, to have a material effect on our financial position, results of operations and cash flows in the near-term.

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Shareholders of Flex Ltd., Singapore Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Flex Ltd. and subsidiaries (the "Company") as of March 31, 2020 and 2019, and the related consolidated statements of operations, comprehensive income, shareholders' equity, and cash flows for each of the three years in the period ended March 31, 2020, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of March 31, 2020 and 2019, and the results of its operations and its cash flows for each of the three years in the period ended March 31, 2020, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of March 31, 2020, based on the criteria established in Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated May 28, 2020, expressed an unqualified opinion on the Company's internal control over financial reporting.

Change in Accounting Principles

As discussed in Note 2 to the financial statements, the Company changed its method of accounting for leases in fiscal year 2020 due to the adoption of Accounting Standard Update (ASU) No. 2016-02, Leases. In fiscal year 2019, the Company changed its method of accounting for revenue from contracts with customers due to the adoption of ASU No. 2014-09, Revenue from Contracts with Customers, using the modified retrospective approach.

Basis of Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the US federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our audits also included assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Goodwill - Consumer Technologies Group and Communications & Enterprise Compute Reporting Units - Refer to Note 2 to the financial statements

Critical Audit Matter Description

The Company’s evaluation of goodwill for impairment involves the comparison of the fair value of each reporting unit to its carrying value. The Company determines the fair value of its reporting units using a combination of a discounted cash flow model and the market approach. The determination of the fair value using the discounted cash flow model and market approach requires management to make significant judgments and assumptions related to forecasts of future revenues, earnings before interest, taxes, depreciation, and amortization (EBITDA), and capital expenditures, and the selection of the discount rate.

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As of March 31, 2020, the goodwill balance was approximately $1.1 billion, of which $103.3 million and $129.3 million was allocated to the Consumer Technologies Group (“CTG”) and Communications & Enterprise Compute (“CEC”) reporting units, respectively. The fair values of the CTG and CEC reporting units exceeded their carrying values as of the measurement date and, therefore, no impairment was recognized.

We identified the goodwill valuation for CTG and CEC as a critical audit matter due to the relatively small excess of each reporting unit’s fair value over its book value, the significant judgments and assumptions made by management to estimate the fair value of the reporting units, and the inherent uncertainty of future forecasts that are dependent on the Company executing against its strategy for CTG and CEC. These factors required a high degree of auditor judgement and an increased extent of effort, including the need to involve our fair value specialists, when performing audit procedures to evaluate the reasonableness of management’s judgments and assumptions related to forecasts of future revenues, EBITDA and capital expenditures, and the selection of the discount rate. For these reasons we identified the valuation of CTG and CEC goodwill as a critical audit matter.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to the forecasts of the CTG and CEC reporting units’ future revenues, EBITDA and capital expenditures, and the selection of the discount rate, included the following, among others: • We tested the effectiveness of internal controls over management’s goodwill impairment evaluation, including those over the forecasts of future revenue, EBITDA and capital expenditures, and selection of the discount rate. • We evaluated the reasonableness of management’s revenue, EBITDA and capital expenditures forecasts by comparing the forecasts to: • Historical revenues, EBITDA, and capital expenditures; • Internal communications to management and the Board of Directors; • Forecasted information included in Company press releases as well as in analyst and industry reports of the Company and companies in its peer group. • With the assistance of our fair value specialists, we evaluated the reasonableness of (1) the valuation methodology and (2) the discount rate by: • Testing the source information underlying the determination of the discount rate and the mathematical accuracy of the calculation; • Developing a range of independent estimates and comparing those to the discount rate selected by management. Revenue - Customer Contracts and Related Obligations - Refer to Notes 2 and 4 to the financial statements

Critical Audit Matter Description

Certain of the Company’s customer agreements include potential price adjustments which are accounted for as variable consideration under the relevant accounting literature. For arrangements that include potential price adjustments the Company limits the amount of revenue recognized to that amount which is not probable of significant reversal, considering potential refunds required by the contract, historical experience and other surrounding facts and circumstances. The amount of variable consideration that is deferred is recorded in ‘customer-related accruals’ on the consolidated balance sheets, which totaled $195.1 million as of March 31, 2020.

Auditing the Company’s estimates of variable consideration required extensive audit effort and a high degree of auditor judgment. For these reasons we identified the measurement of variable consideration and the associated customer-related accruals as a critical audit matter.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to variable consideration and associated customer related accruals included the following, among others: • We tested the effectiveness of controls the Company has in place relating to reviewing customer contracts to identify price adjustment clauses, estimating variable consideration and assessing the reasonableness of customer related accrual balances. • We evaluated the Company’s accounting policy with respect to variable consideration, as well as its process for identifying contracts that include potential price adjustment clauses. • We selected a sample of contracts with customers that included potential price adjustment clauses and performed the following: • We read the customer contracts to develop an understanding of clauses that could give rise to variable consideration and evaluated whether the Company’s accounting conclusions with respect to those clauses were reasonable.

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• We obtained and tested the mathematical accuracy of the Company’s calculations of customer related accruals and evaluated the Company’s judgments regarding the amount of variable consideration that should be deferred. In making this evaluation we considered both the terms included in the customer contract and the Company’s historical experience in settling amounts with the customer. • We tested the recognition of previous deferrals for variable consideration to determine whether the conditions that resulted in the prior deferral had been resolved to support recognition of revenues in the current year.

/s/ DELOITTE & TOUCHE LLP San Jose, California May 28, 2020

We have served as the Company’s auditors since 2002.

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FLEX LTD.

CONSOLIDATED BALANCE SHEETS

As of March 31, 2020 2019 (In thousands, except share amounts) ASSETS Current assets: Cash and cash equivalents $ 1,922,686 $ 1,696,625 Accounts receivable, net of allowance for doubtful accounts (Note 2) 2,435,982 2,612,961 Contract assets 282,444 216,202 Inventories 3,785,073 3,722,854 Other current assets 660,085 854,790 Total current assets 9,086,270 9,103,432 Property and equipment, net 2,215,991 2,336,213 Operating lease right-of-use assets, net 605,070 — Goodwill 1,064,553 1,073,055 Other intangible assets, net 262,418 330,995 Other assets 455,315 655,672 Total assets $ 13,689,617 $ 13,499,367 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Bank borrowings and current portion of long-term debt $ 149,130 $ 632,611 Accounts payable 5,108,251 5,147,236 Accrued payroll 363,644 391,591 Other current liabilities 1,590,060 1,426,075 Total current liabilities 7,211,085 7,597,513 Long-term debt, net of current portion 2,689,109 2,421,904 Operating lease liabilities, non-current 528,967 — Other liabilities 429,303 507,590 Commitments and contingencies (Note 13) Shareholders' equity Shareholders' equity Ordinary shares, no par value; 547,665,632 and 566,787,620 issued, and 497,426,277 and 516,548,265 outstanding as of March 31, 2020 and 2019, respectively 6,336,445 6,523,750 Treasury stock, at cost; 50,239,355 shares as of March 31, 2020 and 2019, respectively (388,215) (388,215) Accumulated deficit (2,902,410) (3,012,012) Accumulated other comprehensive loss (214,667) (151,163) Total shareholders' equity 2,831,153 2,972,360 Total liabilities and shareholders' equity $ 13,689,617 $ 13,499,367

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

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FLEX LTD.

CONSOLIDATED STATEMENTS OF OPERATIONS

Fiscal Year Ended March 31, 2020 2019 2018 (In thousands, except per share amounts) Net sales $ 24,209,870 $ 26,210,511 $ 25,441,131 Cost of sales 22,681,490 24,593,731 23,778,404 Restructuring charges 190,424 99,005 66,845 Gross profit 1,337,956 1,517,775 1,595,882 Selling, general and administrative expenses 834,105 953,077 1,019,399 Intangible amortization 64,106 74,396 78,640 Restructuring charges 25,983 14,308 23,846 Interest and other, net 163,727 183,454 122,823 Other charges (income), net 91,550 110,414 (169,719) Income before income taxes 158,485 182,126 520,893 Provision for income taxes 70,906 88,727 92,359 Net income $ 87,579 $ 93,399 $ 428,534

Earnings per share: Basic $ 0.17 $ 0.18 $ 0.81 Diluted $ 0.17 $ 0.18 $ 0.80 Weighted-average shares used in computing per share amounts: Basic 508,774 526,519 529,782 Diluted 512,437 530,070 536,598

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

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FLEX LTD.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Fiscal Year Ended March 31, 2020 2019 2018 (In thousands) Net income $ 87,579 $ 93,399 $ 428,534 Other comprehensive income (loss): Foreign currency translation adjustments, net of zero tax (23,397) (59,508) 45,618 Unrealized gain (loss) on derivative instruments and other, net of zero tax (40,107) (5,810) (3,320) Comprehensive income $ 24,075 $ 28,081 $ 470,832

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

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FLEX LTD.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

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Ordinary Shares Accumulated Other Comprehensive Loss Total Unrealized Total Gain (Loss) on Foreign Accumulated Derivative Currency Other Total Flex Ltd. Shares Accumulated Instruments Translation Comprehensive Shareholders' Noncontrolling Shareholders' Outstanding Amount Deficit And Other Adjustments Loss Equity Interests Equity (In thousands) BALANCE AT MARCH 31, 2017 531,294 $ 6,345,324 $ (3,572,648) $ (32,426) $ (95,717) $ (128,143) $ 2,644,533 $ 33,743 $ 2,678,276 Repurchase of Flex Ltd. ordinary shares at cost (10,829) (180,050) — — — — (180,050) — (180,050) Exercise of stock options 667 2,774 — — — — 2,774 256 3,030 Issuance of Flex Ltd. vested shares under restricted share unit awards 6,946 — — — — — — — — Issuance of subsidiary shares, net — — — — — — — 63,363 63,363 Net income — — 428,534 — — — 428,534 (7,573) 420,961 Stock-based compensation, net of tax — 80,484 — — — — 80,484 849 81,333 Deconsolidation of subsidiary entity — — — — — — — (90,638) (90,638) Total other comprehensive income — — — (3,320) 45,618 42,298 42,298 — 42,298 BALANCE AT MARCH 31, 2018 528,078 6,248,532 (3,144,114) (35,746) (50,099) (85,845) 3,018,573 — 3,018,573 Repurchase of Flex Ltd. ordinary shares at cost (17,726) (188,978) — — — — (188,978) — (188,978) Exercise of stock options 244 245 — — — — 245 — 245 Issuance of Flex Ltd. vested shares under restricted share unit awards 5,952 — — — — — — — — Net income — — 93,399 — — — 93,399 — 93,399 Stock-based compensation, net of tax — 76,032 — — — — 76,032 — 76,032 Cumulative effect on opening equity of adopting accounting standards and other — (296) 38,703 — — — 38,407 — 38,407 Total other comprehensive loss — — — (5,810) (59,508) (65,318) (65,318) — (65,318) BALANCE AT MARCH 31, 2019 516,548 6,135,535 (3,012,012) (41,556) (109,607) (151,163) 2,972,360 — 2,972,360 Repurchase of Flex Ltd. ordinary shares at cost (23,672) (259,913) — — — — (259,913) — (259,913) Exercise of stock options 327 1,502 — — — — 1,502 — 1,502 Issuance of Flex Ltd. vested shares under restricted share unit awards 4,223 — — — — — — — — Net income — — 87,579 — — — 87,579 — 87,579 Stock-based compensation, net of tax — 71,546 — — — — 71,546 — 71,546 Cumulative effect on opening equity of adopting accounting standards and other — (440) 22,023 — — — 21,583 — 21,583 Total other comprehensive loss — — — (40,107) (23,397) (63,504) (63,504) — (63,504) BALANCE AT MARCH 31, 2020 497,426 $ 5,948,230 $ (2,902,410) $ (81,663) $ (133,004) $ (214,667) $ 2,831,153 $ — $ 2,831,153

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

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FLEX LTD.

CONSOLIDATED STATEMENTS OF CASH FLOWS

Fiscal Year Ended March 31, 2020 2019 2018 (In thousands) Cash flows from operating activities: Net income $ 87,579 $ 93,399 $ 428,534 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 422,407 433,413 434,432 Amortization and other impairment charges 325,643 331,539 120,932 Provision for doubtful accounts (Note 2) 23,732 41,977 8,225 Non-cash other loss (income) (38,914) 12,655 (58,223) Stock-based compensation 71,546 76,032 81,346 Gain from deconsolidation of subsidiary (Note 2) — (86,614) (151,574) Deferred income taxes 6,476 (13,856) 43,187 Changes in operating assets and liabilities, net of acquisitions: Accounts receivable (2,126,355) (3,628,129) (4,916,843) Contract assets (66,297) 215,877 — Inventories (66,462) (360,152) (354,319) Other current and noncurrent assets (19,345) (7,541) (138,184) Accounts payable (14,554) 68,070 623,148 Other current and noncurrent liabilities (138,732) (147,694) 13,004 Net cash used in operating activities (1,533,276) (2,971,024) (3,866,335) Cash flows from investing activities: Purchases of property and equipment (461,745) (725,606) (561,997) Proceeds from the disposition of property and equipment 105,750 94,219 44,780 Acquisitions of businesses, net of cash acquired (1,390) (12,796) (268,377) Proceeds from divestiture of businesses, net of cash held in divested businesses 3,402 267,147 (2,949) Cash collections of deferred purchase price 2,565,555 3,585,901 4,619,933 Other investing activities, net 67,458 44,032 (120,442) Net cash provided by investing activities 2,279,030 3,252,897 3,710,948 Cash flows from financing activities: Proceeds from bank borrowings and long-term debt 1,069,578 3,199,460 1,366,000 Repayments of bank borrowings and long-term debt (1,315,691) (3,059,828) (1,420,977) Payments for repurchases of ordinary shares (259,912) (188,979) (180,050) Other financing activities, net (2,435) 19,643 47,242 Net cash used in financing activities (508,460) (29,704) (187,785) Effect of exchange rates on cash (11,233) (27,968) (15,079) Net change in cash and cash equivalents 226,061 224,201 (358,251) Cash and cash equivalents, beginning of year 1,696,625 1,472,424 1,830,675 Cash and cash equivalents, end of year $ 1,922,686 $ 1,696,625 $ 1,472,424

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

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FLEX LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. ORGANIZATION OF THE COMPANY

Flex Ltd. ("Flex" 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 the manufacturing partner of choice that helps a diverse customer base design and build products that improve the world. Through the collective strength of a global workforce across approximately 30 countries and responsible, sustainable operations, the Company delivers technology innovation, supply chain, and manufacturing solutions to diverse industries and end markets. As of March 31, 2020, the Company's reportable segments were as follows:

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) and supply chain management software solutions and component product offerings (including flexible printed circuit boards and power adapters and chargers).

2. SUMMARY OF ACCOUNTING POLICIES

Basis of Presentation and Principles of Consolidation

The accompanying consolidated financial statements include the accounts of Flex and its majority-owned subsidiaries, after elimination of intercompany accounts and transactions. Amounts included in these consolidated financial statements are expressed in U.S. dollars unless otherwise designated. The Company consolidates its majority-owned subsidiaries and investments in entities in which the Company has a controlling interest. For the consolidated majority-owned subsidiaries in which the Company owns less than 100%, the Company recognizes a noncontrolling interest for the ownership of the noncontrolling owners. The associated noncontrolling owners' interest in the income or losses of these companies is not material to the Company's results of operations for all periods presented, and is classified as a component of interest and other, net, in the consolidated statements of operations.

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FLEX LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Use of 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. Estimates are used in accounting for, among other things: allowances for doubtful accounts; inventory write-downs; valuation allowances for deferred tax assets; uncertain tax positions; valuation and useful lives of long-lived assets including property, equipment, intangible assets and goodwill; valuation of investments in privately held companies; asset impairments; fair values of financial instruments including highly liquid investments, notes receivable and derivative instruments; restructuring charges; contingencies; warranty provisions; incremental borrowing rate in determining the present value of lease payments; accruals for potential price adjustments arising from customer contracts; fair values of assets obtained and liabilities assumed in business combinations and the fair values of stock options and restricted share unit awards granted under the Company's stock-based compensation plans. Due to the COVID-19 pandemic, there has been and will continue to be uncertainty and disruption in the global economy and financial markets. The Company has made estimates and assumptions taking into consideration certain possible impacts due to COVID-19. These estimates may change, as new events occur, and additional information is obtained. Actual results may differ from previously estimated amounts, and such differences may be material to the consolidated financial statements. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the period they occur.

Translation of Foreign Currencies

The financial position and results of operations for certain of the Company's subsidiaries are measured using a currency other than the U.S. dollar as their functional currency. Accordingly, all assets and liabilities for these subsidiaries are translated into U.S. dollars at the current exchange rates as of the respective balance sheet dates. Revenue and expense items are translated at the average exchange rates prevailing during the period. Cumulative gains and losses from the translation of these subsidiaries' financial statements are reported as other comprehensive loss, a component of shareholders' equity. Foreign exchange gains and losses arising from transactions denominated in a currency other than the functional currency of the entity involved, and remeasurement adjustments for foreign operations where the U.S. dollar is the functional currency, are included in operating results. Non-functional currency transaction gains and losses, and remeasurement adjustments were not material to the Company's consolidated results of operations for all periods presented, and have been classified as a component of interest and other, net in the consolidated statements of operations.

Revenue Recognition

In determining the appropriate amount of revenue to recognize, Flex applies 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 Company satisfies a performance obligation. Further, the Company assesses whether control of the product or services promised under the contract is transferred to the customer at a point in time (PIT) or over time (OT). Flex is first required to evaluate whether its contracts meet the criteria for OT recognition. The Company has determined that for a portion of its contracts, it is manufacturing products for which there is no alternative use (due to the unique nature of the customer-specific product and IP restrictions) and Flex has an enforceable right to payment including a reasonable profit for work-in-progress inventory with respect to these contracts. As a result, revenue is recognized under these contracts OT based on the cost-to-cost method as it best depicts the transfer of control to the customer measured based on the ratio of costs incurred to date as compared to the total estimated costs at completion of the performance obligation. For all other contracts that do not meet these criteria, the Company recognizes revenue when it has transferred control of the related manufactured products which generally occurs upon delivery and passage of title to the customer. Refer to note 4 "Revenue Recognition" for further details.

On April 1, 2018, the Company adopted the Accounting Standard Codification 606 ("ASC 606") using the modified retrospective approach by applying the guidance to all open contracts at the adoption date and has implemented revised accounting policies, new operational and financial reporting processes, enhanced systems capabilities and relevant internal controls. In addition to the following disclosures, note 4 "Revenue Recognition" provides further disclosures required by the new standard.

Concentration of Credit Risk

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FLEX LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Financial instruments which potentially subject the Company to concentrations of credit risk are primarily accounts receivable, derivative instruments, and cash and cash equivalents.

Customer Credit Risk

The following table summarizes the activity in the Company's allowance for doubtful accounts during fiscal years 2020, 2019 and 2018:

Balance at Charged to Balance at Beginning Costs and Deductions/ End of of Year Expenses Write-Offs Year (In thousands) Allowance for doubtful accounts: Year ended March 31, 2018 $ 57,302 $ 8,225 $ (5,476) $ 60,051 Year ended March 31, 2019 (1) 60,051 41,977 (10,632) 91,396 Year ended March 31, 2020 (1) 91,396 23,732 (19,198) 95,930

(1) Charges incurred during fiscal years 2020 and 2019 are primarily for costs and expenses related to various distressed customers. No customer accounted for greater than 10% of the Company's net sales in fiscal years 2020, 2019 and 2018. One customer within the Company's CTG segment accounted for approximately 10% of the Company's total balance of accounts receivable, net in fiscal year 2020. One customer within the Company's CTG segment accounted for approximately 11% and 17% of the Company's total balances of accounts receivable, net in fiscal years 2019 and 2018, respectively.

The Company's ten largest customers accounted for approximately 39%, 43% and 41%, of its net sales in fiscal years 2020, 2019 and 2018, respectively.

Derivative Instruments

Cash and Cash Equivalents

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FLEX LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Cash and cash equivalents consisted of the following:

As of March 31, 2020 2019 (In thousands) Cash and bank balances $ 1,519,029 $ 1,222,737 Money market funds and time deposits 403,657 473,888 $ 1,922,686 $ 1,696,625

Inventories

Inventories are stated at the lower of cost (on a first-in, first-out basis) or net realizable value. The stated cost is comprised of direct materials, labor and overhead. The components of inventories, net of applicable lower of cost or net realizable value write-downs, were as follows:

As of March 31, 2020 2019 (In thousands) Raw materials $ 2,835,582 $ 2,922,101 Work-in-progress 373,513 366,135 Finished goods 575,978 434,618 $ 3,785,073 $ 3,722,854

Property and Equipment, Net

Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation and amortization are recognized on a straight-line basis over the estimated useful lives of the related assets, with the exception of building leasehold improvements, which are depreciated over the term of the lease, if shorter. Repairs and maintenance costs are expensed as incurred. Property and equipment is comprised of the following:

Depreciable As of March 31, Life (In Years) 2020 2019 (In thousands) Machinery and equipment 3 - 10 $ 3,265,387 $ 3,305,335 Buildings 30 1,085,887 1,111,708 Leasehold improvements up to 30 510,404 453,119 Furniture, fixtures, computer equipment and software 3 - 7 491,959 501,994 Land — 112,016 121,976 Construction-in-progress — 271,026 291,458 5,736,679 5,785,590 Accumulated depreciation and amortization (3,520,688) (3,449,377) Property and equipment, net $ 2,215,991 $ 2,336,213

Total depreciation expense associated with property and equipment was approximately $422.4 million, $433.4 million and $434.4 million in fiscal years 2020, 2019 and 2018, respectively.

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FLEX LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

is determined by comparing its carrying amount to the lowest level of identifiable projected undiscounted cash flows the property and equipment are expected to generate. An impairment loss is recognized when the carrying amount of property and equipment exceeds its fair value.

Deferred Income Taxes

Accounting for Business and Asset Acquisitions

The Company has strategically pursued business and asset acquisitions, which are accounted for using the acquisition method of accounting. The fair value of the net assets acquired and the results of the acquired businesses are included in the Company's consolidated financial statements from the acquisition dates forward. The Company is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and results of operations during the reporting period. Estimates are used in accounting for, among other things, the fair value of acquired net operating assets, property and equipment, intangible assets and related deferred tax liabilities, useful lives of plant and equipment and amortizable lives for acquired intangible assets. Any excess of the purchase consideration over the fair value of the identified assets and liabilities acquired is recognized as goodwill.

Goodwill

Goodwill is tested for impairment on an annual basis and whenever events or changes in circumstances indicate that the carrying amount of goodwill may not be recoverable. Recoverability of goodwill is measured at the reporting unit level by comparing the reporting unit's carrying amount, including goodwill, to the fair value of the reporting unit, which typically is measured based upon, among other factors, market multiples for comparable companies as well as a discounted cash flow analysis. These approaches use significant unobservable inputs, or Level 3 inputs, as defined by the fair value hierarchy and require management to make various judgmental assumptions about sales, operating margins, growth rates and discount rates which consider its budgets, business plans and economic projections, and are believed to reflect market participant views. Some of the inherent estimates and assumptions used in determining fair value of the reporting units are outside the control of management, including interest rates, cost of capital, tax rates, market EBITDA comparable and credit ratings. While the Company believes it has made reasonable estimates and assumptions to calculate the fair value of the reporting units, it is possible a material change could occur. If the actual results are not consistent with management's estimates and assumptions used to calculate fair value, it could result in material impairments of the Company's goodwill.

If the recorded value of the assets, including goodwill, and liabilities ("net book value") of any reporting unit exceeds its fair value, an impairment loss may be required to be recognized. Further, to the extent the net book value of the Company as a whole is greater than its fair value in the aggregate, all, or a significant portion of its goodwill may be considered impaired.

The Company has four reporting units as of March 31, 2020, which correspond to its four reportable operating segments: HRS, IEI, CEC and CTG. The Company concluded that there was no change to its reporting units in fiscal year 2020 and performed its annual goodwill impairment assessment on January 1, 2020. The Company performed a quantitative assessment of its goodwill and determined that no impairment existed as of the date of the impairment test because the fair value of each one of its reporting units exceeded its respective carrying value.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The following table summarizes the activity in the Company's goodwill during fiscal years 2020 and 2019 (in thousands):

HRS IEI CEC CTG Total Balance, as of March 31, 2018 $ 550,983 $ 337,707 $ 124,732 $ 107,748 $ 1,121,170 Additions (1) — — 10,984 — 10,984 Divestitures (2) (5,303) (4,450) (6,391) (4,484) (20,628) Foreign currency translation adjustments (3) (38,471) — — — (38,471) Balance, as of March 31, 2019 507,209 333,257 129,325 103,264 1,073,055 Divestitures (2) (1,102) (137) — — (1,239) Foreign currency translation adjustments (3) (7,263) — — — (7,263) Balance, as of March 31, 2020 $ 498,844 $ 333,120 $ 129,325 $ 103,264 $ 1,064,553 ______(1) The goodwill generated from the Company's business combinations completed during the fiscal year 2019 are primarily related to value placed on the employee workforce, service offerings, capabilities and expected synergies. The goodwill is not deductible for income tax purposes. Refer to the discussion of the Company's business acquisitions in note 18.

(2) During the fiscal year ended March 31, 2019, the Company divested its China-based Multek operations along with another non-strategic immaterial business, and as a result, recorded an aggregate reduction of goodwill of $20.6 million.

(3) During the fiscal years ended March 31, 2020 and 2019, the Company recorded $7.3 million and $38.5 million, respectively, of foreign currency translation adjustments primarily related to historical acquisitions, as the U.S. Dollar fluctuated against foreign currencies.

Other Intangible Assets

The Company's acquired intangible assets are subject to amortization over their estimated useful lives and are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an intangible asset may not be recoverable. An impairment loss is recognized when the carrying amount of an intangible asset exceeds its fair value. The Company reviewed the carrying value of its intangible assets as of March 31, 2020 and concluded that such amounts continued to be recoverable.

Intangible assets are comprised of customer-related intangible assets that include contractual agreements and customer relationships; and licenses and other intangible assets, that are primarily comprised of licenses and also include patents and trademarks, and developed technologies. Generally, both customer-related intangible assets and licenses and other intangible assets are amortized on a straight-line basis, over a period of up to ten years. No residual value is estimated for any intangible assets. The fair value of the Company's intangible assets purchased through business combinations is determined based on management's estimates of cash flow and recoverability. The components of acquired intangible assets are as follows:

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As of March 31, 2020 As of March 31, 2019 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount (In thousands) Intangible assets: Customer-related intangibles $ 275,678 $ (128,155) $ 147,523 $ 297,306 $ (113,627) $ 183,679 Licenses and other intangibles 244,917 (130,022) 114,895 274,604 (127,288) 147,316 Total $ 520,595 $ (258,177) $ 262,418 $ 571,910 $ (240,915) $ 330,995

Total intangible asset amortization expense recognized in operations during fiscal years 2020, 2019 and 2018 was $64.1 million,$74.4 million and $78.6 million, respectively. The gross carrying amounts of intangible assets are removed when fully amortized. During fiscal year 2020, the gross carrying amounts of fully amortized intangible assets totaled $43.4 million. The Company also recorded $5.2 million foreign currency translation adjustments during fiscal year 2020, as the U.S. Dollar fluctuated against foreign currencies for certain intangibles. As of March 31, 2020, the weighted-average remaining useful lives of the Company's intangible assets was approximately 5.6 years for customer-related intangibles and approximately 4.7 years for licenses and other intangible assets. The estimated future annual amortization expense for acquired intangible assets is as follows:

Fiscal Year Ending March 31, Amount (In thousands) 2021 $ 59,798 2022 51,422 2023 43,797 2024 42,262 2025 37,343 Thereafter 27,796 Total amortization expense $ 262,418

The Company owns or licenses various United States and foreign patents relating to a variety of technologies. For certain of the Company's proprietary processes, inventions, and works of authorship, the Company relies on trade secret or copyright protection. The Company also maintains trademark rights (including registrations) for the Company's corporate name and several other trademarks and service marks that the Company uses in the Company's business in the United States and other countries throughout the world. The Company has implemented appropriate policies and procedures (including both technological means and training programs for the Company's employees) to identify and protect the Company's intellectual property, as well as that of the Company's customers and suppliers. As of March 31, 2020 and 2019, the carrying value of the Company's intellectual property was not material.

Derivative Instruments and Hedging Activities

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Other Current Assets

Other current assets include approximately $292.5 million as of March 31, 2019, for the deferred purchase price receivable from the Company's Asset-Backed Securitization programs. There are no deferred purchase price receivables outstanding as of March 31, 2020. See note 11 for additional information.

Investments

The Company has an investment portfolio that consists of strategic investments in privately held companies, and certain venture capital funds which are included within other assets. These privately held companies range from startups to more mature companies with established revenue streams and business models. As of March 31, 2020, and March 31, 2019, the Company's investments in non-consolidated companies totaled $128.1 million and $294.1 million, respectively.

Non-consolidated investments in entities are accounted for using the equity method when the Company has an investment in common stock or in-substance common stock, and either (a) has the ability to significantly influence the operating decisions of the issuer, or (b) if the Company has a voting percentage equal to or generally greater than 20% but less than 50%, and for non- majority-owned investments in partnerships when generally greater than 5%. The equity in the earnings or losses of the Company's equity method investments was not material to the consolidated results of operations for any period presented and is included in interest and other, net. Cost method is used for investments which the Company does not have the ability to significantly influence the operating decisions of the investee, or if the Company’s investment is in securities other than common stock or in-substance common stock.

The Company monitors these investments for impairment indicators and makes appropriate reductions in carrying values as required whenever events or changes in circumstances indicate that the assets may be impaired. The factors the Company considers in its evaluation of potential impairment of its investments include, but are not limited to, a significant deterioration in the earnings performance or business prospects of the investee, or factors that raise significant concerns about the investee’s ability to continue as a going concern, such as negative cash flows from operation or working capital deficiencies. Fair values of these investments, when required, are estimated using unobservable inputs, or Level 3 inputs, as defined by the fair value hierarchy, and require management to make various judgmental assumptions about primarily comparable company multiples and discounted cash flow projections. Some of the inherent estimates and assumptions used in determining fair value of the investments are outside the control of management. While the Company believes it has made reasonable estimates and assumptions to calculate the fair value of the investments, it is possible a material change could occur. If the actual results are not consistent with management's estimates and assumptions used to calculate fair value, it could result in material impairments of investments.

For investments accounted for under cost method that do not have readily determinable fair values, the Company has elected, per ASU 2016-01 and commencing on April 1, 2018, to measure them at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer.

Investment in Elementum SCM (Cayman) Ltd ("Elementum")

Starting in fiscal year 2014, the Company had a majority owned subsidiary, Elementum, which qualified as a variable interest entity for accounting purposes. The Company owned a majority of Elementum' s outstanding equity (consisting primarily of preferred stock) and as of March 31, 2017, controlled its board of directors, which gave the Company the power to direct the activities of Elementum that most significantly impacted its economic performance.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

During the second quarter of fiscal year 2018, the Company and other minority shareholders of Elementum amended certain agreements resulting in joint control of the board of directors between the Company and other non-controlling interest holders. As a result, the Company concluded it was no longer the primary beneficiary of Elementum and accordingly, deconsolidated the entity and recognized a gain on deconsolidation of approximately $151.6 million with no related tax impact, which is included in other charges (income), net on the consolidated statement of operations for the year ended March 31, 2018. Further, the Company derecognized approximately $72.6 million of cash of Elementum as of the date of deconsolidation, which was reflected as an outflow from investing activities within other investing activities, net in the consolidated statement of cash flows for the year ended March 31, 2018. The Company no longer recognizes the carrying value of the noncontrolling interest as a component of total shareholder’s equity.

During the fourth quarter of fiscal year 2019, the Company and Elementum executed agreements that provided for, among other things, the termination of certain commercial agreements between the Company and Elementum, the repurchase of certain shares of Elementum held by the Company and the removal of certain rights associated with such shares, including the Company’s right to elect certain members of Elementum’s board of directors. Management initiated a valuation of the Company's remaining investment using the guideline public company approach which relied on inputs such as comparable company multiples that would be considered Level 3 inputs in the fair value hierarchy. The valuation of the remaining investment, at that time, resulted in a total charge of approximately $84 million, which is included in other charges (income), net on the consolidated statement of operations for the year ended March 31, 2019.

During the fourth quarter of fiscal year 2020, the Company recorded an additional impairment charge of approximately $38 million, reflecting recent market valuation changes and a significant deterioration of Elementum’s business.

The Company's remaining investment in Elementum is accounted for as a cost method investment and is immaterial as of March 31, 2020.

Bright Machines

During the first quarter of fiscal year 2019, the Company transferred existing employees and equipment with a net book value of approximately $35 million along with certain related software and Intellectual Property ("IP"), into the newly created Bright Machines, in exchange for shares of preferred stock and a controlling financial interest in Bright Machines. Bright Machines is a privately held software-as-a service (SaaS) and hardware company focused on developing and deploying an automation solution worldwide. The Company has concluded that Bright Machines does not qualify as a variable interest entity for purposes of evaluating whether it has a controlling financial interest.

Subsequent to the initial formation and prior to June 29, 2018, Bright Machines received equity funding from third party investors and expanded the board of directors, resulting in dilution of the Company's voting interest to below 50%. As a result, the Company concluded it no longer held a controlling financial interest in Bright Machines and accordingly, deconsolidated the entity.

The fair value of the Company’s non-controlling interest in Bright Machines upon deconsolidation was approximately $127.6 million as of the date of deconsolidation. The Company initially accounted for its investment in Bright Machines under the equity method, with the carrying amount included in other assets on the consolidated balance sheet. The value of the Company’s interest on the date of deconsolidation was based on management’s estimate of the fair value of Bright Machines at that time. Management relied on a multi-stage process which involved calculating the enterprise and equity value of Bright Machines, then allocating the equity value of the entity to the Company’s securities. The enterprise value of Bright Machines was estimated based on the value implied by the equity funding Bright Machines received from third parties in the same period (i.e., Level 2 inputs). The Company recognized a gain on deconsolidation of approximately $87 million with no material tax impact, which is included in other charges (income), net on the consolidated statement of operations for the year ended March 31, 2019.

Concurrently with the deconsolidation, the Company engaged Bright Machines as a strategic partner to develop and deploy automation solutions for Flex and entered into a 5-year subscription agreement for use of fixed assets along with other automation services. The subscription agreement provides the Company with the use of the assets previously contributed to Bright Machines and accordingly is accounted for as a finance lease. As a result, the Company has recognized a finance lease asset with balances of $25.4 million and $30.3 million and obligation with balances of $22.8 million and $34.8 million as of March 31, 2020 and 2019, respectively, in the consolidated balance sheets.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Pro-forma financials have not been presented because the effects were not material to the Company’s consolidated financial position and results of operation for all periods presented. Subscription fees under the Bright Machines agreement were immaterial for the fiscal years ended March 31, 2020 and 2019.

During fiscal year 2020, the Company and Bright Machines executed agreements that provided for, among other things, the repurchase of certain preferred stock of Bright Machines held by the Company and the removal of certain rights associated with such shares, including the Company’s right to elect certain members of Bright Machines' board of directors. In conjunction with this transaction, the Company received consideration of approximately $44 million and recognized a total charge of $23 million, which is included in other charges (income), net on the consolidated statement of operations.

As a result of the transaction, the Company no longer has the ability to exercise significant influence, and therefore accounts for its remaining investment in Bright Machines as a cost method investment, which is included in other assets on the consolidated balance sheet as of March 31, 2020. Bright Machines is no longer a related party of the Company subsequent to the transaction described above.

Other Current Liabilities

Other current liabilities include customer working capital advances of $264.2 million and $266.3 million, customer-related accruals of $195.1 million and $260.1 million, and contract liabilities, identified as deferred revenue of $361.5 million and $271.8 million as of March 31, 2020 and 2019, 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.

Leases

The Company is a lessee with several non-cancellable operating leases, primarily for warehouses, buildings, and other assets such as vehicles and equipment. The Company determines if an arrangement is a lease at contract inception. A contract is a lease or contains a lease when (1) there is an identified asset, and (2) the customer has the right to control the use of the identified asset. Beginning with the adoption of ASC 842 on April 1, 2019, the Company has elected to adopt the package of transition practical expedients and, therefore, has not reassessed (1) whether existing or expired contracts contain a lease, (2) lease classification for existing or expired leases or (3) the accounting for initial direct costs that were previously capitalized. The Company recognizes a right-of-use (“ROU”) asset and a lease liability at the lease commencement date for the Company's operating leases. For operating leases, the lease liability is initially measured at the present value of the unpaid lease payments at the lease commencement date. The Company has elected the short-term lease recognition and measurement exemption for all classes of assets, which allows the Company to not recognize ROU assets and lease liabilities for leases with a lease term of 12 months or less and with no purchase option the Company is reasonably certain of exercising. The Company has also elected the practical expedient to account for the lease and nonlease components as a single lease component, for all classes of underlying assets. Therefore, the lease payments used to measure the lease liability include all of the fixed considerations in the contract. Lease payments included in the measurement of the lease liability comprise the following: fixed payments (including in-substance fixed payments), and variable payments that depend on an index or rate (initially measured using the index or rate at the lease commencement date). As the Company cannot determine the interest rate implicit in the lease for the Company's leases, the Company uses the Company's estimate of the incremental borrowing rate as of the commencement date in determining the present value of lease payments. The Company's estimated incremental borrowing rate is the rate of interest it would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. The lease term for all of the Company's leases includes the non-cancellable period of the lease plus any additional periods covered by either an option to extend (or not to terminate) the lease that the Company is reasonably certain to exercise, or an option to extend (or not to terminate) the lease controlled by the lessor.

The adoption of ASC 842 had a material impact to the Company’s consolidated balance sheet, but did not materially impact the consolidated statement of operations or consolidated statement of cash flows. The most significant changes to the consolidated balance sheet relate to the recognition of ROU assets and lease liabilities for operating leases. The Company’s accounting for finance leases remains substantially unchanged and the balances are not material for any periods presented.

As a result of adopting ASC 842 as of April 1, 2019, the Company recognized additional operating liabilities of $658 million with a corresponding ROU asset of $624 million and a deferred gain of $22 million for sale leaseback transactions to opening retained earnings.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

As of March 31, 2020, current operating lease liabilities were $114.1 million which are included in other current liabilities on the consolidated balance sheets.

Restructuring Charges

The recognition of restructuring charges requires the Company to make certain judgments and estimates regarding the nature, timing and amount of costs associated with the planned exit activity. To the extent the Company's actual results differ from its estimates and assumptions, the Company may be required to revise the estimates of future liabilities, requiring the recognition of additional restructuring charges or the reduction of liabilities already recognized. Such changes to previously estimated amounts may be material to the consolidated financial statements. At the end of each reporting period, the Company evaluates the remaining accrued balances to ensure that no excess accruals are retained, and the utilization of the provisions are for their intended purpose in accordance with developed restructuring plans. See note 15 for additional information regarding restructuring charges.

Recently Adopted Accounting Pronouncements

In February 2016, the Financial Accounting Standards Board (FASB) issued ASU No. 2016-02, "Leases", and subsequent updates (collectively, referred to as Accounting Standard Codification 842 or “ASC 842”). ASC 842 requires a lessee to recognize a right of use (“ROU”) asset and lease liability. Leases will be classified as finance or operating, with classification affecting the recognition of expense and presentation in the income statement. The Company adopted ASC 842 on April 1, 2019 using the optional transition method, by which companies may elect not to recast the comparative periods presented in financial statements in the period of adoption and recognize a cumulative effect adjustment in the period of adoption. As a result, the Company was not required to adjust its comparative period financial information for effects of the standard or make the new required lease disclosures for periods before the Company's adoption date. Details of the impact of adopting ASC 842 has been described in the Leases section above.

In October 2018, the FASB issued ASU 2018-16 “Derivatives and Hedging (Topic 815): Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes” to expand the lists of eligible benchmark interest rates to include OIS based on SOFR to facilitate the marketplace transition from LIBOR. The Company adopted the guidance during the first quarter of fiscal year 2020 with an immaterial impact on its financial position, results of operations and cash flows.

In August 2018, the FASB issued ASU 2018-15 "Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract” to provide guidance on a customer's accounting for implementation, set-up, and other upfront costs incurred in a cloud computing arrangement that is hosted by the vendor, i.e., a service contract. Under the new guidance, customers will apply the same criteria for capitalizing implementation costs as they would for an arrangement that has a software license. The new guidance also prescribes the balance sheet, income statement, and cash flow classification of the capitalized implementation costs and related amortization expense, as well as requires additional quantitative and qualitative disclosures. The guidance is effective for the Company beginning in the first quarter of fiscal year 2021 with early adoption permitted. The Company early adopted the guidance during the second quarter of fiscal year 2020 with an immaterial impact to its consolidated financial statements.

In August 2018, the FASB issued ASU 2018-13 "Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement”, which amends ASC 820 to add, remove, and modify fair value measurement disclosure requirements. The Company adopted the guidance during the first quarter of fiscal year 2020 with an immaterial impact on its financial position, results of operations and cash flows.

In June 2018, the FASB issued ASU 2018-07 "Compensation - Stock Compensation (Topic 718): Improvement to Nonemployee Share-Based Payment Accounting" with the objective of simplifying several aspects of the accounting for nonemployee share-based payment transactions in current GAAP. The Company adopted this guidance during the first quarter of fiscal year 2020 with an immaterial impact on its consolidated financial statements.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

In August 2017, the FASB issued ASU 2017-12 "Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities" with the objective of improving the financial reporting of hedging relationships and simplifying the application of the hedge accounting guidance in current GAAP. The Company adopted this guidance during the first quarter of fiscal year 2020 with an immaterial impact on its consolidated financial statements.

Recently Issued Accounting Pronouncements

In March 2020, the FASB issued ASU 2020-04 "Facilitation of the Effects of Reference Rate Reform on Financial Reporting", which temporarily simplifies the accounting for contract modifications, including hedging relationships, due to the transition from LIBOR and other interbank offered rates to alternative reference interest rates. For example, entities can elect not to remeasure the contracts at the modification date or reassess a previous accounting determination if certain conditions are met. Additionally, entities can elect to continue applying hedge accounting for hedging relationships affected by reference rate reform if certain conditions are met. The guidance is effective upon issuance and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. The Company is currently evaluating the impact of the transition from LIBOR to alternative reference interest rates and expects the new guidance will have an immaterial impact on its consolidated financial statements.

In January 2020, the FASB issued ASU 2020-01 "Investments - Equity Securities (Topic 321), Investments - Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815): Clarifying the Interactions Between Topic 321, Topic 323, and Topic 815 — a consensus of the FASB Emerging Issues Task Force", which makes improvements related to the following two topics: (1) accounting for certain equity securities when the equity method of accounting is applied or discontinued, and (2) scope considerations related to forward contracts and purchased options on certain securities. The guidance is effective for the Company beginning in the first quarter of fiscal year 2022 with early adoption permitted. The Company expects the new guidance will have an immaterial impact on its consolidated financial statements, and intends to adopt the guidance when it becomes effective in the first quarter of fiscal year 2022.

In December 2019, the FASB issued ASU 2019-12 "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes", which removes certain exceptions for recognizing deferred taxes for investments, performing intraperiod allocation and calculating income taxes in interim periods. The ASU also adds guidance to reduce complexity in certain areas, including recognizing deferred taxes for tax goodwill and allocating taxes to members of a consolidated group. The guidance is effective for the Company beginning in the first quarter of fiscal year 2022 with early adoption permitted. The Company expects the new guidance will have an immaterial impact on its consolidated financial statements, and intends to adopt the guidance when it becomes effective in the first quarter of fiscal year 2022.

In June 2016, the FASB issued ASU 2016-13 “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” and also issued subsequent amendments to the initial guidance: ASU 2018-19, ASU 2019-04, ASU 2019-05, ASU 2019-10, ASU 2019-11, ASU 2020-02, and ASU 2020-03, which replaces the existing incurred loss impairment model with an expected credit loss model and requires a financial asset measured at amortized cost to be presented at the net amount expected to be collected. The guidance is effective for the Company beginning in the first quarter of fiscal year 2021. The Company is assessing the impacts and currently expects the new guidance will have an immaterial impact on its consolidated financial statements.

3. LEASES

The Company has several commitments under operating leases for warehouses, buildings, and equipment. The Company also has a minimal number of finance leases with an immaterial impact on its consolidated financial statements. Leases have initial lease terms ranging from 1 year to 23 years.

The components of lease cost recognized under ASC 842 were as follow (in thousands):

Lease cost Year Ended March 31, 2020 Operating lease cost $ 162,749

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Amounts reported in the consolidated balance sheet as of the period ended March 31, 2020 were (in thousands, except weighted average lease term and discount rate):

As of March 31, 2020 Operating Leases: Operating lease right of use assets $ 605,070 Operating lease liabilities 643,054

Weighted-average remaining lease term (In years) Operating leases 7.9

Weighted-average discount rate Operating leases 4.1%

Other information related to leases was as follow (in thousands):

Year Ended Cash paid for amounts included in the measurement of lease liabilities: March 31, 2020 Operating cash flows from operating leases $ 149,948

During the fiscal year ended March 31, 2020, the Company sold and leased back certain properties and received cash proceeds of $69.6 million, resulting in total gains of $32.7 million, recorded in cost of sales within the consolidated statements of operations. During the fiscal year ended March 31, 2019 the Company sold and leased back certain properties and received cash proceeds of $67.6 million and recorded a deferred gain of $22 million. As a result of adopting ASC 842 as of April 1, 2019, the Company recognized the deferred gain to prior year retained earnings.

Future lease payments under non-cancellable leases as of March 31, 2020 are as follows (in thousands):

Fiscal Year Ended March 31, Operating Leases 2021 $ 134,817 2022 115,465 2023 100,779 2024 84,374 2025 67,772 Thereafter 253,768 Total undiscounted lease payments 756,975 Less: imputed interest 113,921 Total lease liabilities $ 643,054

As previously disclosed in our Annual Report on Form 10-K for the fiscal year ended March 31, 2019 and under the previous lease accounting standard ASC 840, the aggregate future non- cancellable minimum rental payments on our operating lease, as of March 31, 2019, are as follows:

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Fiscal Year Ending March 31, Operating Leases (In thousands) 2020 $ 155,391 2021 113,245 2022 93,777 2023 81,335 2024 67,341 Thereafter 171,828 Total minimum lease payments $ 682,917

4. REVENUE

Revenue Recognition

The Company provides a comprehensive suite of services for its customers that range from advanced product design to manufacturing and logistics to after-sales services. The first step in its process for revenue recognition is to identify a contract with a customer. A contract is defined as an agreement between two parties that creates enforceable rights and obligations and can be written, verbal, or implied. The Company generally enters into master supply agreements (“MSA”) with its customers that provide the framework under which business will be conducted. This includes matters such as warranty, indemnification, transfer of title and risk of loss, liability for excess and obsolete inventory, pricing formulas, payment terms, etc., and the level of business under those agreements may not be guaranteed. In those instances, the Company bids on a program-by-program basis and typically receives customer purchase orders for specific quantities and timing of products. As a result, the Company considers its contract with a customer to be the combination of the MSA and the purchase order, or any other similar documents such as a statement of work, product addenda, emails or other communications that embody the commitment by the customer.

In determining the appropriate amount of revenue to recognize, the Company applies 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 Company satisfies a performance obligation. Further, the Company assesses whether control of the product or services promised under the contract is transferred to the customer at a point in time (PIT) or over time (OT). The Company is first required to evaluate whether its contracts meet the criteria for OT recognition. The Company has determined that for a portion of its contracts the Company is manufacturing products for which there is no alternative use (due to the unique nature of the customer-specific product and IP restrictions) and the Company has an enforceable right to payment including a reasonable profit for work-in-progress inventory with respect to these contracts. As a result, revenue is recognized under these contracts OT based on the cost-to-cost method as it best depicts the transfer of control to the customer measured based on the ratio of costs incurred to date as compared to the total estimated costs at completion of the performance obligation. For all other contracts that do not meet these criteria, the Company recognizes revenue when it has transferred control of the related manufactured products which generally occurs upon delivery and passage of title to the customer.

Customer Contracts and Related Obligations

Certain of the Company’s customer agreements include potential price adjustments which may result in variable consideration. These price adjustments include, but are not limited to, sharing of cost savings, committed price reductions, material margins earned over the period that are contractually required to be paid to the customers, rebates, refunds tied to performance metrics such as on-time delivery, and other periodic pricing resets that may be refundable to customers. The Company estimates the variable consideration related to these price adjustments as part of the total transaction price and recognizes revenue in accordance with the pattern applicable to the performance obligation, subject to a constraint. The Company constrains the amount of revenues recognized for these contractual provisions based on its best estimate of the amount which will not result in a significant reversal of revenue in a future period. The Company determines the amounts to be recognized based on the amount of potential refunds required by the contract, historical experience and other surrounding facts and circumstances. Often these obligations are settled with the customer in a period after shipment through various methods which include reduction of prices for future purchases, issuance of a payment to the customer, or issuance of a credit note

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applied against the customer’s accounts receivable balance. In many instances, the agreement is silent on the settlement mechanism. Any difference between the amount accrued upon shipment for potential refunds and the actual amount agreed to with the customer is recorded as an increase or decrease in revenue. These potential price adjustments are included as part of other current liabilities on the consolidated balance sheet and disclosed as part of customer-related accruals in note 2.

Performance Obligations

The Company derives its revenues primarily from manufacturing services, and to a lesser extent, from innovative design, engineering, and supply chain services and solutions.

A performance obligation is an implicitly or explicitly promised good or service that is material in the context of the contract and is both capable of being distinct (customer can benefit from the good or service on its own or together with other readily available resources) and distinct within the context of the contract (separately identifiable from other promises). The Company considers all activities typically included in its contracts, and identifies those activities representing a promise to transfer goods or services to a customer. These include, but are not limited to, design and engineering services, prototype products, tooling, etc. Each promised good or service with regards to these identified activities is accounted for as a separate performance obligation only if it is distinct - i.e., the customer can benefit from it on its own or together with other resources that are readily available to the customer. Certain activities on the other hand are determined not to constitute a promise to transfer goods or service, and therefore do not represent separate performance obligations for revenue recognition (e.g., procurement of materials and standard workmanship warranty).

A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The majority of the Company's contracts have a single performance obligation as the promise to transfer the individual good or service is not separately identifiable from other promises in the contract and is, therefore, not distinct. Promised goods or services that are immaterial in the context of the contract are not separately assessed as performance obligations. In the event that more than one performance obligation is identified in a contract, the Company is required to allocate the transaction price between the performance obligations. The allocation would generally be performed on the basis of a relative standalone price for each distinct good or service. This standalone price most often represents the price that the Company would sell similar goods or services separately.

Contract Balances

A contract asset is recognized when the Company has recognized revenue, but not issued an invoice for payment. Contract assets are classified separately on the consolidated balance sheets and transferred to receivables when rights to payment become unconditional.

A contract liability is recognized when the Company receives payments in advance of the satisfaction of performance and is included in other current liabilities on the consolidated balance sheets. Contract liabilities, identified as deferred revenue, were $361.5 million and $271.8 million as of March 31, 2020 and 2019, respectively.

Disaggregation of Revenue

The following table presents the Company’s revenue disaggregated based on timing of transfer - point in time and over time for the fiscal years ended March 31, 2020 and 2019:

Year Ended March 31, 2020 HRS IEI CEC CTG Total (In thousands) Timing of Transfer Point in time $ 3,705,387 $ 5,045,270 $ 5,503,322 $ 4,196,530 $ 18,450,509 Over time 1,037,037 2,232,080 1,482,347 1,007,897 5,759,361 Total segment $ 4,742,424 $ 7,277,350 $ 6,985,669 $ 5,204,427 $ 24,209,870

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Year Ended March 31, 2019 HRS IEI CEC CTG Total (In thousands) Timing of Transfer Point in time $ 3,773,735 $ 4,395,773 $ 6,126,454 $ 4,744,911 $ 19,040,873 Over time 1,055,215 1,786,864 2,209,876 2,117,683 7,169,638 Total segment $ 4,828,950 $ 6,182,637 $ 8,336,330 $ 6,862,594 $ 26,210,511

5. SHARE-BASED COMPENSATION

Equity Compensation Plans

The Company's primary plan used for granting equity compensation awards is the Company's 2017 Equity Incentive Plan (the "2017 Plan").

Share-Based Compensation Expense

The following table summarizes the Company's share-based compensation expense for all equity incentive plans:

Fiscal Year Ended March 31, 2020 2019 2018 (In thousands) Cost of sales $ 15,174 $ 19,554 $ 19,102 Selling, general and administrative expenses 56,372 56,478 66,142 Total share-based compensation expense $ 71,546 $ 76,032 $ 85,244

Cash flows resulting from excess tax benefits (tax benefits related to the excess of proceeds from employee exercises of share options over the share-based compensation cost recognized for those options) are classified as operating cash flows. During fiscal years 2020, 2019 and 2018, the Company did not recognize any excess tax benefits as an operating cash inflow.

As of March 31, 2020, the Company had approximately 10.5 million shares available for grant under the 2017 Plan. Options issued to employees under this plan generally vest over four years and expire ten years from the date of grant. Options granted to non-employee directors generally expire five years from the date of grant.

As of March 31, 2020, the total unrecognized compensation cost related to unvested share options granted to employees under all plans was not material.

The Company also grants restricted share unit ("RSU") awards under its 2017 Plan. RSU awards are rights to acquire a specified number of ordinary shares for no cash consideration in exchange for continued service with the Company. RSU awards generally vest in installments over a three to four-year period and unvested RSU awards are forfeited upon termination of employment.

Vesting for certain RSU awards is contingent upon both service and market conditions.

As of March 31, 2020, the total unrecognized compensation cost related to unvested RSU awards under all plans was approximately $116.7 million. These costs will be amortized generally on a straight-line basis over a weighted-average period of approximately 2.3 years. Approximately $20.0 million of the total unrecognized compensation cost is related to RSU awards granted to certain key employees whereby vesting is contingent on meeting a certain market condition.

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Determining Fair Value - Options and RSU awards

Valuation and Amortization Method—The Company estimates the fair value of share options granted under the 2017 Plan using the Black-Scholes valuation method and a single option award approach. This fair value is then amortized on a straight-line basis over the requisite service periods of the awards, which is generally the vesting period. The fair market value of RSU awards granted, other than those awards with a market condition, is the closing price of the Company's ordinary shares on the date of grant and is generally recognized as compensation expense on a straight-line basis over the respective vesting period.

Expected Dividend—The Company has never paid dividends on its ordinary shares and accordingly the dividend yield percentage is zero for all periods.

There were no options granted under the 2017 Plan during fiscal years 2020, 2019, and 2018.

Determining Fair Value - RSU awards with service and market conditions

Valuation and Amortization Method—The Company estimates the fair value of RSU awards granted under the 2017 Plan whereby vesting is contingent on meeting certain market conditions using Monte Carlo simulation. This fair value is then amortized on a straight-line basis over the vesting period, which is the service period.

Expected volatility of Flex—Volatility used in a Monte Carlo simulation is derived from the historical volatility of Flex's stock price over a period equal to the service period of the RSU awards granted. The service period is three years for those RSU awards granted in fiscal years 2020, 2019, and 2018.

Average peer volatility—Volatility used in a Monte Carlo simulation is derived from the historical volatilities of the Standard and Poor's ("S&P") 500 index for the RSU awards granted in fiscal years 2020, 2019, and 2018.

Average Peer Correlation—Correlation coefficients were used to model the movement of Flex's stock price relative to the S&P 500 index for the RSU awards granted in fiscal years 2020, 2019, and 2018.

Expected Dividend and Risk-Free Interest Rate assumptions—Same methodology as discussed above.

The fair value of the Company's RSU awards under the 2017 Plan, whereby vesting is contingent on meeting certain market conditions, for fiscal years 2020, 2019, and 2018 was estimated using the following weighted-average assumptions:

Fiscal Year Ended March 31, 2020 2019 2018 Expected volatility 38.8% 27.4% 25.1% Average peer volatility 24.9% 25.6% 28.7% Average peer correlation 0.5 0.5 0.6 Expected dividends —% —% —% Risk-free interest rate 1.8% 2.7% 1.5%

Share-Based Awards Activity

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Option activity for all plans is immaterial for all periods presented.

Cash received from option exercises under all plans, which was reflected within other financing activities in the consolidated statement of cash flows, was immaterial for fiscal years 2020 and 2019, and totaled $2.8 million for fiscal year 2018.

The following table summarizes the Company's RSU award activity under all plans ("Price" reflects the weighted-average grant-date fair value):

Fiscal Year Ended March 31, 2020 2019 2018 Shares Price Shares Price Shares Price Unvested RSU awards outstanding, beginning of fiscal year 14,903,886 $ 13.76 14,619,692 $ 14.39 17,242,019 $ 12.24 Granted (1) 8,259,272 9.81 8,257,502 12.59 6,680,739 16.97 Vested (1) (4,222,524) 13.33 (5,952,039) 13.12 (6,945,393) 11.86 Forfeited (2,889,994) 12.89 (2,021,269) 14.51 (2,357,673) 12.20 Unvested RSU awards outstanding, end of fiscal year 16,050,640 $ 11.87 14,903,886 $ 13.76 14,619,692 $ 14.39

(1) Included in the fiscal years 2018 amounts are 0.7 million of RSU awards, representing the number of awards achieved above target levels based on the achievement of certain market conditions, as further described in the table below. These awards were issued and immediately vested in accordance with the terms and conditions of the underlying awards.

Of the 8.3 million unvested RSU awards granted in fiscal year 2020, approximately 6.5 million are plain-vanilla unvested RSU awards with no performance or market conditions with an average grant date price of $9.24 per share. Further, approximately 1.8 million of these unvested RSU awards granted in fiscal year 2020 represents the target amount of grants made to certain key employees whereby vesting is contingent on certain market conditions, with an average grant date fair value estimated to be $11.92 per award calculated using a Monte Carlo simulation. Vesting information for these shares is further detailed in the table below.

Of the 16.1 million unvested RSU awards outstanding under all plans as of the fiscal year ended March 31, 2020, approximately 3.3 million unvested RSU awards represent the target amount of grants made to certain key employees whereby vesting is contingent on meeting certain market conditions summarized as follows:

Targeted number of Average Range of shares awards as of grant date that may be issued (1) March 31, 2020 fair value Year of grant (in shares) (per share) Minimum Maximum Assessment dates Fiscal 2020 1,721,031 $ 11.92 — 3,442,062 June 2022 Fiscal 2019 1,103,198 $ 14.00 — 2,206,396 June 2021 Fiscal 2018 (2) 491,417 $ 20.25 — 982,834 June 2020 Totals 3,315,646 — 6,631,292

(1) Vesting ranges from zero to 200% based on measurement of Flex's total shareholder return against the Standard and Poor's ("S&P") 500 Composite Index.

(2) As of March 31, 2020, the Company deemed the vesting of RSU awards with market conditions granted in fiscal year 2018 as not probable.

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The Company will continue to recognize share-based compensation expense for awards with market conditions regardless of whether such awards will ultimately vest. During fiscal year 2020, no shares vested in connection with the RSU awards with market conditions granted in fiscal year 2017.

The total intrinsic value of RSU awards vested under all the Company's plans was $41.7 million, $80.2 million and $116.4 million during fiscal years 2020, 2019 and 2018, respectively, based on the closing price of the Company's ordinary shares on the date vested.

6. EARNINGS PER SHARE

Basic earnings per share excludes dilution and is computed by dividing net income by the weighted-average number of ordinary shares outstanding during the applicable periods.

Diluted earnings per share reflects the potential dilution from stock options and RSU awards. The potential dilution from stock options exercisable into ordinary share equivalents and restricted share unit awards was computed using the treasury stock method based on the average fair market value of the Company's ordinary shares for the period.

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

Fiscal Year Ended March 31, 2020 2019 2018 (In thousands, except per share amounts) Basic earnings per share: Net income $ 87,579 $ 93,399 $ 428,534 Shares used in computation: Weighted-average ordinary shares outstanding 508,774 526,519 529,782 Basic earnings per share $ 0.17 $ 0.18 $ 0.81

Diluted earnings per share: Net income $ 87,579 $ 93,399 $ 428,534 Shares used in computation: Weighted-average ordinary shares outstanding 508,774 526,519 529,782 Weighted-average ordinary share equivalents from stock options and RSU awards (1) (2) 3,663 3,551 6,816 Weighted-average ordinary shares and ordinary share equivalents outstanding 512,437 530,070 536,598 Diluted earnings per share $ 0.17 $ 0.18 $ 0.80

______

(1) An immaterial amount of options to purchase ordinary shares during fiscal years 2020, 2019, and 2018 were excluded from the computation of diluted earnings per share due to their anti-dilutive impact on the weighted average ordinary shares equivalents.

(2) RSU awards of 3.6 million and 6.8 million during fiscal years 2020 and 2019 were excluded from the computation of diluted earnings per share due to their anti-dilutive impact on the weighted average ordinary shares equivalents. Less than 0.1 million of anti-dilutive RSU awards were excluded from the computation of diluted earnings per share during fiscal year 2018.

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7. SUPPLEMENTAL CASH FLOW DISCLOSURES

The following table represents supplemental cash flow disclosures and non-cash investing and financing activities:

Fiscal Year Ended March 31, 2020 2019 2018 (In thousands) Net cash paid for: Interest $ 171,719 $ 190,204 $ 152,750 Income taxes 98,943 134,178 91,846 Non-cash investing and financing activity: Unpaid purchases of property and equipment $ 104,260 $ 111,989 $ 128,044 Non-cash investment in Elementum (Note 2) — — 132,679 Non-cash proceeds from sales of a non-strategic cost basis investment — — 59,000 Non-cash investment in Bright Machines (Note 2) — 127,641 — Finance lease for Bright Machines assets (Note 2) 22,806 34,828 —

8. BANK BORROWINGS AND LONG-TERM DEBT

Bank borrowings and long-term debt are as follows:

As of March 31, 2020 2019 (In thousands) 4.625% Notes due February 2020 $ — $ 500,000 Term Loan, including current portion, due in installments through November 2021 — 671,563 Term Loan, including current portion, due in installments through June 2022 433,406 458,531 5.000% Notes due February 2023 500,000 500,000 Term Loan due April 2024 - three-month Yen LIBOR plus 0.50% 310,115 — 4.750% Notes due June 2025 597,265 596,815 4.875% Notes due June 2029 661,908 — India Facilities (1) 138,238 170,206 Other 210,684 168,039 Debt issuance costs (13,377) (10,639) 2,838,239 3,054,515 Current portion, net of debt issuance costs (149,130) (632,611) Non-current portion $ 2,689,109 $ 2,421,904

(1) India Facilities as of March 31, 2019 include an approximately $91.4 million drawdown from a short-term bank borrowings facility entered in February 2019 which was repaid in May 2019 and a $78.8 million drawdown from the $200 million term loan facility entered in July 2018.

The weighted-average interest rates for the Company's long-term debt were 4.0% and 4.2% as of March 31, 2020 and 2019, respectively.

Scheduled repayments of the Company's bank borrowings and long-term debt are as follows:

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Fiscal Year Ending March 31, Amount (In thousands) 2021 $ 149,456 2022 209,586 2023 870,178 2024 53,109 2025 310,115 Thereafter 1,259,172 Total $ 2,851,616

Term Loan due November 2021

During fiscal year 2020, the Company repaid the total outstanding balance under the Term Loan due November 2021 with parts of the proceeds obtained from the new JPY 33.525 billion term loan (approximately USD $310 million as of March 31, 2020) due April 2024 and the new $650 million of 4.875% Notes due June 15, 2029 (see below for additional details on the new debts). As the transaction was determined to fall under extinguishment accounting, the Company recognized an immaterial loss on extinguishment during its fiscal year ended March 31, 2020, which was recorded in interest and other, net on the consolidated statements of operations.

Term Loan Agreement due June 2022 and Revolving Line of Credit

In June 2017, the Company entered into a five-year credit facility consisting of a $1.75 billion revolving credit facility and a $502.5 million term loan, which is due to mature on June 30, 2022 (the "2022 Credit Facility"). This 2022 Credit Facility replaced the Company's $2.1 billion credit facility, which was due to mature in March 2019. The outstanding principal of the term loan portion of the 2022 Credit Facility is repayable in quarterly installments of approximately $6.3 million from September 30, 2017 through June 30, 2020 and approximately $12.6 million from September 30, 2020 through March 31, 2022 with the remainder due upon maturity. The Company determined that effectively extending the maturity date of the revolving credit and repaying the term loan due March 2019 qualified as a debt modification and consequently all unamortized debt issuance costs related to the $2.1 billion credit facility are capitalized and are being amortized over the term of the 2022 Credit Facility.

Borrowings under the 2022 Credit Facility bear interest, at the Company’s option, either at (i) the Base Rate, which is defined as the greatest of (a) the Administrative Agent’s prime rate, (b) the federal funds effective rate, plus 0.50% and (c) the LIBOR (the London Interbank Offered Rate) rate that would be calculated as of each day in respect of a proposed LIBOR loan with a one-month interest period, plus 1.0%; plus, in the case of each of clauses (a) through (c), an applicable margin ranging from 0.125% to 0.875% per annum, based on the Company’s credit ratings (as determined by Standard & Poor’s Financial Services LLC, Moody’s Investors Service, Inc. and Fitch Ratings Inc.) or (ii) LIBOR plus the applicable margin for LIBOR loans ranging between 1.125% and 1.875% per annum, based on the Company’s credit ratings.

The 2022 Credit Facility is unsecured and contains customary restrictions on the ability of the Company and its subsidiaries to (i) incur certain debt, (ii) make certain investments, (iii) make certain acquisitions of other entities, (iv) incur liens, (v) dispose of assets, (vi) make non-cash distributions to shareholders, and (vii) engage in transactions with affiliates. These covenants are subject to a number of significant exceptions and limitations. The 2022 Credit Facility also requires that the Company maintain a maximum ratio of total indebtedness to EBITDA (earnings before interest expense, taxes, depreciation and amortization), and a minimum interest coverage ratio during the term of the 2022 Credit Facility. As of March 31, 2020, the Company was in compliance with the covenants under the 2022 Credit Facility agreement.

Notes due February 2020 and February 2023

In February 2013, the Company issued $500 million of 4.625% Notes due February 15, 2020 and $500 million of 5.000% Notes due February 15, 2023 in a private offering pursuant to Rule 144A and Regulation S under the Securities Act. In July 2013, the Company exchanged these notes for new notes (collectively the "Notes") with substantially similar terms and completed the registration of the Notes with the Securities and Exchange Commission.

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Interest on the Notes is payable semi-annually, which commenced on August 15, 2013. The Notes are senior unsecured obligations of the Company, rank equally with all of the Company's other existing and future senior and unsecured debt obligations, and up until June 30, 2017 were guaranteed, jointly and severally, fully and unconditionally on an unsecured basis, by certain of the Company's 100% owned subsidiaries (the "guarantor subsidiaries"). The Company replaced its $2.1 billion credit facility, which was due to expire in March 2019 and was guaranteed by the guarantor subsidiaries, with the 2022 Credit Facility, which is not guaranteed by the guarantor subsidiaries. Effective upon the replacement, all guarantor subsidiaries were released from their guarantees under the indenture governing the Notes.

At any time prior to maturity, the Company may redeem some or all of the Notes at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus an applicable premium accrued and unpaid interest, if any, to the applicable redemption date. Upon the occurrence of a change of control repurchase event (as defined in the Notes indenture), the Company must offer to repurchase the Notes at a repurchase price equal to 101% of the principal amount of the Notes repurchased, plus accrued and unpaid interest, if any, to the applicable repurchase date. During fiscal year 2020, the Company tendered and redeemed the total outstanding balance under the Notes due February 15, 2020 with parts of the proceeds obtained from the new JPY 33.525 billion term loan due April 2024 and the new $650 million of 4.875% Notes due June 15, 2029. As the transaction was determined to fall under extinguishment accounting, the Company recognized an immaterial loss on extinguishment during its fiscal year ended March 31, 2020, which was recorded in interest and other, net on the consolidated statements of operations.

The indenture governing the Notes contains covenants that, among other things, restrict the ability of the Company and certain of the Company's subsidiaries to create liens; enter into sale- leaseback transactions; create, incur, issue, assume or guarantee any funded debt; and consolidate or merge with, or convey, transfer or lease all or substantially all of the Company's assets to, another person. These covenants are subject to a number of significant limitations and exceptions set forth in the indenture. The indenture also provides for customary events of default, including, but not limited to, cross defaults to certain specified other debt of the Company and its subsidiaries. In the case of an event of default arising from specified events of bankruptcy or insolvency, all outstanding Notes will become due and payable immediately without further action or notice. If any other event of default under the indenture occurs or is continuing, the applicable trustee or holders of at least 25% in aggregate principal amount of the then outstanding Notes may declare all of the Notes to be due and payable immediately. As of March 31, 2020, the Company was in compliance with the covenants in the indenture governing the Notes.

Term Loan due April 2024

In April 2019, the Company entered into a JPY 33.525 billion term loan agreement due April 2024, at three-month Yen LIBOR plus 0.50%, which was then swapped to U.S. dollars. The term loan, which is due at maturity and subject to quarterly interest payments, is used to fund general operations and refinance certain other outstanding debts. As the term loan is denominated in Japanese Yen, the debt balance is remeasured to USD at end of each reporting period. Foreign currency contracts have been entered into with respect to this Japanese yen denominated term loan. Refer to note 9 for additional details.

This term loan is unsecured, and contains customary restrictions on the ability of the Company and its subsidiaries to (i) incur certain debt, (ii) make certain investments, (iii) make certain acquisitions of other entities, (iv) incur liens, (v) dispose of assets, (vi) make non-cash distributions to shareholders, and (vii) engage in transactions with affiliates. These covenants are subject to a number of exceptions and limitations. This term loan agreement also requires that the Company maintain a maximum ratio of total indebtedness to EBITDA (earnings before interest expense, taxes, depreciation and amortization), and a minimum interest coverage ratio, as defined therein, during its term. As of March 31, 2020, the Company was in compliance with the covenants under this term loan agreement.

Notes due June 2025

In June 2015, the Company issued $600 million of 4.750% Notes ("2025 Notes") due June 15, 2025 in a private offering pursuant to Rule 144A and Regulation S under the Securities Act, at 99.213% of face value, and an effective yield of approximately 4.850%. The Company received net proceeds of approximately $595.3 million from the issuance which was used for general corporate purposes. During January 2016, the Company exchanged these notes for new notes with substantially similar terms and completed the registration of these notes with the Securities and Exchange Commission.

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Interest on the 2025 Notes is payable semi-annually, commencing on December 15, 2015. The 2025 Notes are senior unsecured obligations of the Company, rank equally with all of the Company's other existing and future senior and unsecured debt obligations, and up until June 30, 2017 were guaranteed, jointly and severally, fully and unconditionally on an unsecured basis, by each of the Company's 100% owned subsidiaries (the "guarantor subsidiaries"). The Company replaced its $2.1 billion credit facility, which was due to expire in March 2019 and was guaranteed by the guarantor subsidiaries, with the 2022 Credit Facility, which is not guaranteed by the guarantor subsidiaries. Effective upon the replacement, all guarantor subsidiaries were released from their guarantees under the indenture for the 2025 Notes.

The indenture governing the 2025 Notes contains covenants that, among other things, restrict the ability of the Company and certain of the Company's subsidiaries to create liens; enter into sale-leaseback transactions; create, incur, issue, assume or guarantee any funded debt; and consolidate or merge with, or convey, transfer or lease all or substantially all of the Company's assets to, another person, or permit any other person to consolidate, merge, combine or amalgamate with or into the Company. These covenants are subject to a number of significant limitations and exceptions set forth in the indenture. The indenture also provides for customary events of default, including, but not limited to, cross defaults to certain specified other debt of the Company and its subsidiaries. In the case of an event of default arising from specified events of bankruptcy or insolvency, all outstanding 2025 Notes will become due and payable immediately without further action or notice. If any other event of default under the agreement occurs or is continuing, the applicable trustee or holders of at least 25% in aggregate principal amount of the then outstanding 2025 Notes may declare all of the 2025 Notes to be due and payable immediately, but upon certain conditions such declaration and its consequences may be rescinded and annulled by the holders of a majority in principal amount of the 2025 Notes. As of March 31, 2020, the Company was in compliance with the covenants in the indenture governing the 2025 Notes.

Notes due June 2029

In June 2019, the Company issued $450 million of 4.875% Notes due June 15, 2029 (the “Existing 2029 Notes”), at 99.607% of face value. In November 2019, as a further issuance of the Existing 2029 Notes, the Company issued under the same terms, an additional $200 million of 4.875% Notes due June 15, 2029 (together with the "Existing 2029 Notes", the "2029 Notes"), at 107.289% of face value. Immediately after the issuance of the notes issued in November 2019, the Company has $650 million aggregate principal amount of 4.875% Notes due 2029 outstanding. The Company received in aggregate, proceeds of approximately $662.8 million, net of discount and premium, from the issuances which were used, together with available cash, to refinance certain other outstanding debt. The Company incurred and capitalized as a direct reduction to the carrying amount of the notes presented on the balance sheet approximately $6.6 million of costs in conjunction with the issuance of the 2029 Notes.

Interest on the 2029 Notes is payable on June 15 and December 15 of each year, beginning on December 15, 2019. The 2029 Notes are senior unsecured obligations of the Company and rank equally with all of the Company’s other existing and future senior and unsecured indebtedness.

The Indenture governing the 2029 Notes contains covenants that, among other things, restrict the ability of the Company and certain of the Company's subsidiaries to create liens; enter into sale-leaseback transactions; and consolidate or merge with, or convey, transfer or lease all or substantially all of the Company's assets to, another person, or permit any other person to consolidate, merge, combine or amalgamate with or into the Company. These covenants are subject to a number of significant limitations and exceptions set forth in the indenture. The indenture also provides for customary events of default, including, but not limited to, cross defaults to certain specified other debt of the Company and its subsidiaries. In the case of an event of default arising from specified events of bankruptcy or insolvency, all outstanding 2029 Notes will become due and payable immediately without further action or notice. If any other event of default under the indenture occurs or is continuing, the trustee or holders of at least 25% in aggregate principal amount of the then outstanding 2029 Notes may declare all of the 2029 Notes to be due and payable immediately, but upon certain conditions such declaration and its consequences may be rescinded and annulled by the holders of a majority in principal amount of the 2029 Notes. As of March 31, 2020, the Company was in compliance with the covenants in the indenture governing the 2029 Notes.

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Other Borrowings

In July 2018, a subsidiary of the Company entered into a $200 million term loan facility (the "Facility"), under which there was $138.2 million in borrowings outstanding as of March 31, 2020. The Facility was used to fund capital expenditures to support the Company's expansion plans for India. The availability period during which drawdowns can be made was from the date of the agreement to and including January 2020. The maximum maturity of each drawdown will be 5 years from the funded Capex shipment date. As a result, the longest maturity date of any drawdown under the Facility will be June 2023. Borrowings under this term loan bear interest at LIBOR plus a margin of 0.90% to 1.15% depending on loan duration.

In January 2017, the Company borrowed €100 million (approximately $110.1 million as of March 31, 2020), under a 5-year, term-loan agreement due January 2, 2022. Borrowings under this term loan bear interest at EURIBOR minus 0.1% plus the applicable margin ranging between 0.40% and 1.35%, based on the Company's credit ratings. The loan is repayable upon maturity.

In October 2015, the Company borrowed €50 million (approximately $50.2 million as of March 31, 2020), under a 5-year, term-loan agreement due September 30, 2020. Borrowings under this term loan bear interest at EURIBOR plus the applicable margin ranging between 0.80% and 2.00%, based on the Company’s credit ratings. The loan is repayable beginning December 30, 2016 in quarterly payments of €312,500 through June 30, 2020 with the remainder due upon maturity. As of March 31, 2020, the borrowings have been included as current liabilities under the consolidated balance sheet.

These term loans are unsecured and are guaranteed by the Company. These term loan agreements contain customary restrictions on the Company's and its subsidiaries' ability to (i) incur certain debt, (ii) make certain investments, (iii) make certain acquisitions of other entities, (iv) incur liens, (v) dispose of assets, (vi) make non-cash distributions to shareholders, and (vii) engage in transactions with affiliates. These covenants are subject to a number of exceptions and limitations. These term loan agreements also require that the Company maintain a maximum ratio of total indebtedness to EBITDA (earnings before interest expense, taxes, depreciation and amortization), and a minimum interest coverage ratio, as defined therein, during their terms. As of March 31, 2020, the Company was in compliance with the covenants under these term loan agreements.

As of March 31, 2020, the Company and certain of its subsidiaries had various uncommitted revolving credit facilities, lines of credit and other credit facilities in the amount of $327.7 million in the aggregate. There were no borrowings outstanding under these facilities as of March 31, 2020 and 2019. These unsecured credit facilities, and lines of credit and other credit facilities bear annual interest at the respective country's inter-bank offering rate, plus an applicable margin.

In April 2020, the Company executed amendments to increase the allowable cash restructuring charges excludable in the debt to EBITDA covenant calculation in its existing credit facilities. These amendments increase the Company's flexibility in the event that additional cost reduction activities are required given the uncertainty in future demand that could impact profitability as a result of the COVID-19 pandemic.

In May 2020, the Company issued $425 million aggregate principal amount of 3.750% Notes due February 2026, at 99.617% of face value, and $325 million aggregate principal amount of 4.875% Notes due May 2030, at 99.562% of face value. The total proceeds of $740 million, net of discount and issuance costs, are expected to be used for general corporate purposes, which may include repaying, redeeming or repurchasing outstanding debt and for working capital, capital expenditures and acquisitions.

9. FINANCIAL INSTRUMENTS

Foreign Currency Contracts

The Company transacts business in various foreign countries and is therefore exposed to foreign currency exchange rate risk inherent in forecasted sales, cost of sales, and monetary assets and liabilities denominated in non-functional currencies. The Company has established risk management programs to protect against volatility in the value of non-functional currency denominated monetary assets and liabilities, and of future cash flows caused by changes in foreign currency exchange rates. The Company tries to maintain a partial or fully hedged position for certain transaction exposures, which are primarily, but not limited to, revenues, customer and vendor payments and inter-company balances in currencies other than the functional currency unit of the operating entity. The Company enters into short-term and long-term foreign currency derivatives contracts, including forward, swap, and options contracts to hedge only those currency exposures associated with certain assets and liabilities, primarily accounts receivable and accounts payable, and cash flows denominated in non-functional currencies. Gains

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and losses on the Company's derivative contracts are designed to offset losses and gains on the assets, liabilities and transactions hedged, and accordingly, generally do not subject the Company to risk of significant accounting losses. The Company hedges committed exposures and does not engage in speculative transactions. The credit risk of these derivative contracts is minimized since the contracts are with large financial institutions and accordingly, fair value adjustments related to the credit risk of the counterparty financial institution were not material.

As of March 31, 2020, the aggregate notional amount of the Company's outstanding foreign currency derivative contracts was $9.8 billion as summarized below:

Foreign Currency Notional Contract Amount Value in USD Currency Buy Sell Buy Sell (In thousands) Cash Flow Hedges CNY 1,430,500 — $ 201,755 $ — EUR 45,679 38,009 50,075 43,078 ILS 344,500 — 96,283 — JPY 33,525,000 — 300,000 MXN 5,111,000 — 218,442 — Other N/A N/A 239,421 9,524 1,105,976 52,602 Other Foreign Currency Contracts BRL — 603,000 — 117,999 CNY 4,250,664 331,088 604,494 46,749 EUR 2,080,415 2,203,938 2,278,226 2,413,824 GBP 55,892 78,988 68,333 96,952 HUF 55,435,797 59,591,932 171,813 184,694 ILS 271,500 134,500 75,880 37,591 INR 5,685,000 5,931,167 75,957 79,185 JPY 3,705,195 34,778,855 34,287 321,655 MXN 4,839,428 3,576,516 206,835 152,859 MYR 2,919,100 2,653,490 661,927 601,698 SEK 649,418 711,823 65,373 70,713 Other N/A N/A 179,509 114,956 4,422,634 4,238,875 Total Notional Contract Value in USD $ 5,528,610 $ 4,291,477

As of March 31, 2020 and 2019, the fair value of the Company's short-term foreign currency contracts was included in other current assets or other current liabilities, as applicable, in the 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 consolidated statements of operations. As of March 31, 2020 and 2019, the Company also has included net deferred gains and losses in accumulated other comprehensive loss, a component of shareholders' equity in the consolidated balance sheets, relating to changes in fair value of its foreign currency contracts that are accounted for as cash flow hedges. Deferred losses totaled $30.8 million as of March 31, 2020, and are expected to be recognized primarily as a component of cost of sales in the consolidated statement of operations primarily over the next twelve-month period, except for the USD JPY cross currency swap, which is further discussed below.

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The Company entered into a USD JPY cross currency swap to hedge the foreign currency risk on the JPY term loan due April 2024, and the fair value of the cross currency swap was included in other assets as of March 31, 2020. The changes in fair value of the USD JPY cross currency swap are reported in accumulated other comprehensive loss, with the impact of the excluded component reported in interest and other, net. In addition, a corresponding amount is reclassified out of accumulated other comprehensive loss to interest and other, net to offset the remeasurement of the underlying JPY loan principal which also impacts the same line.

The following table presents the fair value of the Company's derivative instruments utilized for foreign currency risk management purposes at March 31, 2020 and 2019:

Fair Values of Derivative Instruments Asset Derivatives Liability Derivatives Fair Value Fair Value Balance Sheet March 31, March 31, Balance Sheet March 31, March 31, Location 2020 2019 Location 2020 2019 (In thousands) Derivatives designated as hedging instruments Foreign currency contracts Other current assets $ 7,257 $ 10,503 Other current liabilities $ 46,645 $ 10,282 Foreign currency contracts Other assets $ 13,849 $ — Other liabilities $ — $ — Derivatives not designated as hedging instruments Foreign currency contracts Other current assets $ 83,086 $ 16,774 Other current liabilities $ 102,709 $ 17,144

The Company has financial instruments subject to master netting arrangements, which provide 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 consolidated balance sheets. The impact of netting derivative assets and liabilities is not material to the Company's financial position for any of the periods presented.

10. ACCUMULATED OTHER COMPREHENSIVE LOSS

The changes in accumulated other comprehensive loss by component, net of tax, during fiscal years ended March 31, 2020, 2019 and 2018 are as follows:

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Unrealized loss on derivative Foreign currency instruments and translation other adjustments Total (In thousands) Beginning balance on April 1, 2017 $ (32,426) $ (95,717) $ (128,143) Other comprehensive gain before reclassifications 15,667 46,022 61,689 Net gains reclassified from accumulated other comprehensive loss (18,987) (404) (19,391) Net current-period other comprehensive gain (loss) (3,320) 45,618 42,298 Ending balance on March 31, 2018 $ (35,746) $ (50,099) $ (85,845) Other comprehensive loss before reclassifications (48,302) (59,508) (107,810) Net losses reclassified from accumulated other comprehensive loss 42,492 — 42,492 Net current-period other comprehensive loss (5,810) (59,508) (65,318) Ending balance on March 31, 2019 $ (41,556) $ (109,607) $ (151,163) Other comprehensive loss before reclassifications (42,837) (21,951) (64,788) Net (gains) losses reclassified from accumulated other comprehensive loss 2,730 (1,446) 1,284 Net current-period other comprehensive loss (40,107) (23,397) (63,504) Ending balance on March 31, 2020 $ (81,663) $ (133,004) $ (214,667)

Net (gains) losses reclassified from accumulated other comprehensive loss were immaterial during fiscal year 2020.

Net losses reclassified from accumulated other comprehensive loss during fiscal year 2019 relating to derivative instruments and other includes $40.6 million attributable to the Company's cash flow hedge instruments which were recognized as a component of cost of sales in the consolidated statement of operations.

Net gains reclassified from accumulated other comprehensive loss during fiscal year 2018 relating to derivative instruments and other includes $20.8 million attributable to the Company's cash flow hedge instruments which were recognized as a component of cost of sales in the consolidated statement of operations.

11. TRADE RECEIVABLES SECURITIZATION

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

Asset-Backed Securitization Programs

Prior to November 2019, these programs allowed the operating subsidiaries to receive a cash payment and a deferred purchase price receivable for sold receivables. The portion of the purchase price for the receivables which was not paid by the unaffiliated financial institutions in cash was a deferred purchase price receivable, which was paid to the special purpose entity as payments on the receivables were collected from account debtors. The deferred purchase price receivable represented a beneficial interest in the transferred financial assets and was recognized at fair value as part of the sale transaction. The accounts receivable balances that were sold under the ABS Programs were removed from the consolidated balance sheets and

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the net cash proceeds received by the Company were included as cash provided by operating activities in the consolidated statements of cash flows. The Company recognized these proceeds net of the deferred purchase price, consisting of a receivable from the purchasers that entitled the Company to certain collections on the receivable. The Company recognized the collection of the deferred purchase price in net cash provided by investing activities in the consolidated statements of cash flows.

Effective November 2019, the Company amended the ABS Programs to extend the facilities to November 26, 2021, and removed the requirement for the deferred purchase price receivable. Under the amended ABS Programs, the entire purchase price of sold receivables are paid in cash. The amended ABS Programs contain a guarantee of payment by the special purpose entity, in an amount equal to approximately the net cash proceeds under the programs, and is collateralized by certain receivables held by the special purpose entity. The fair value of the guarantee obligation was immaterial as of March 31, 2020. The accounts receivable balances sold under the amended ABS Programs were removed from the consolidated balance sheets and the cash proceeds received by the Company were included as cash provided by operating activities in the consolidated statements of cash flows.

At the effective date of the amended ABS Programs, approximately $1.3 billion representing the outstanding balance of sold receivables was repurchased by the Company by exchanging outstanding deferred purchase price receivable of $0.4 billion and re-investing $0.9 billion of trade account receivables into the amended ABS Programs. These repurchases are considered non- cash investing activities in the consolidated statements of cash flows. As of March 31, 2020, the Company collected on all repurchased deferred purchase price receivables, which are reported as cash collections under deferred purchase price in the consolidated statements of cash flows.

The deferred purchase price receivables, included in other current assets as of March 31, 2019 were carried at the expected recovery amount of the related receivables. Prior to the amendments of the ABS Programs, 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 was recognized as a loss on sale of the related receivables, and recorded in interest and other, net in the consolidated statements of operations and were immaterial for all periods presented. There are no deferred purchase price receivables outstanding as of March 31, 2020.

Following the transfer of the receivables to the special purpose entities, the transferred receivables are legally 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 have 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 $790 million for the Global Program, of which $615 million is committed and $175 million is uncommitted, and $285 million for the North American Program, of which $210 million is committed and $75 million is uncommitted.

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 fiscal years ended March 31, 2020, 2019 and 2018 were not material and are included in interest and other, net within the 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 or liabilities are recognized.

As of March 31, 2020, approximately $0.8 billion of accounts receivable had been sold to the special purpose entities under the amended ABS Programs for which the Company had received net cash proceeds for the same amount. As of March 31, 2019, 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 $0.9 billion and deferred purchase price receivables of $0.3 billion. The deferred purchase price balance as of March 31, 2019, also represent the non-cash beneficial interest obtained in exchange for securitized receivables.

For the fiscal years ended March 31, 2020, 2019 and 2018, cash flows from sales of receivables under the ABS Programs consisted of approximately $7.6 billion, $6.8 billion and $8.0 billion, respectively, for transfers of receivables, and approximately $2.6 billion, $3.6 billion and $4.6 billion, respectively, for collections on deferred purchase price receivables. The Company's cash flows from transfer of receivables consist primarily of proceeds from collections reinvested in revolving-period transfers. Cash flows from new transfers were not significant for all periods presented.

Trade Accounts Receivable Sale Programs

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The Company also sold accounts receivables to certain third-party banking institutions. The outstanding balance of receivables sold and not yet collected on accounts where the Company has continuing involvement was approximately $0.4 billion and $0.5 billion as of March 31, 2020 and 2019, respectively. For the fiscal years ended March 31, 2020, 2019 and 2018, total accounts receivable sold to certain third party banking institutions was approximately $1.6 billion, $2.7 billion and $1.5 billion, respectively. The receivables that were sold were removed from the consolidated balance sheets and the cash received is reflected as cash provided by operating activities in the consolidated statements of cash flows.

12. FAIR VALUE MEASUREMENT OF ASSETS AND LIABILITIES

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

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's cash equivalents are comprised of bank time 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.

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 contingent consideration in connection with its business acquisitions as applicable, which is measured at fair value based on certain internal models and unobservable inputs. There were no contingent consideration liabilities outstanding as of March 31, 2020 and 2019.

The Company's deferred purchase price receivables relating to its asset-backed securitization program are recorded initially at fair value 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 material. The interrelationship between these inputs is also insignificant. There are no deferred purchase price receivables outstanding as of March 31, 2020 due to the amended ABS Programs as further discussed in Note 11.

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There were no transfers between levels in the fair value hierarchy during fiscal years 2020 and 2019.

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 as of March 31, 2020 and 2019:

Fair Value Measurements as of March 31, 2020 Level 1 Level 2 Level 3 Total (In thousands) Assets: Money market funds and time deposits (Note 2) $ — $ 403,657 $ — $ 403,657 Foreign currency contracts (Note 9) — 104,192 — 104,192 Deferred compensation plan assets: Mutual funds, money market accounts and equity securities — 49,086 — 49,086 Liabilities: Foreign currency contracts (Note 9) $ — $ (149,354) $ — $ (149,354)

Fair Value Measurements as of March 31, 2019 Level 1 Level 2 Level 3 Total (In thousands) Assets: Money market funds and time deposits (Note 2) $ — $ 473,888 $ — $ 473,888 Foreign currency contracts (Note 9) — 27,277 — 27,277 Deferred compensation plan assets: Mutual funds, money market accounts and equity securities 2,845 76,852 — 79,697 Liabilities: Foreign currency contracts (Note 9) $ — $ (27,426) $ — $ (27,426)

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Other financial instruments

The following table presents the Company's major debts not carried at fair value as of March 31, 2020 and 2019:

As of March 31, 2020 As of March 31, 2019 Carrying Fair Carrying Fair Fair Value Amount Value Amount Value Hierarchy (In thousands) (In thousands) Term Loan, including current portion, due in installments through June 2022 $ 433,406 $ 413,903 $ 458,531 $ 457,958 Level 1 5.000% Notes due February 2023 500,000 499,710 500,000 499,950 Level 1 Term Loan due April 2024 - three-month Yen LIBOR plus 0.50% 310,115 310,115 — — Level 2 4.750% Notes due June 2025 597,265 613,152 596,815 599,940 Level 1 4.875% Notes due June 2029 661,908 628,419 — — Level 1 Euro Term Loans 207,646 207,646 165,270 165,270 Level 2 India Facilities 138,238 138,238 170,206 170,206 Level 2

The Term Loan due June 2022, and the Notes due February 2023, June 2025 and June 2029 are valued based on broker trading prices in active markets.

The Company values its Term Loan due April 2024, India Facilities, and Euro Term Loans due September 2020, March 2021 and January 2022, based on the current market rate, and as of March 31, 2020, the carrying amounts approximate fair values.

13. COMMITMENTS AND CONTINGENCIES

Commitments

As of March 31, 2020 and 2019, the gross carrying amount and associated accumulated depreciation of the Company's property and equipment financed under finance leases, and the related obligations was not material. The Company also leases certain of its facilities and equipment under non-cancelable operating leases. These operating leases expire in various years through 2038 and require the following minimum lease payments:

Fiscal Year Ending March 31, Operating Lease (In thousands) 2021 $ 134,817 2022 115,465 2023 100,779 2024 84,374 2025 67,772 Thereafter 253,768 Total minimum lease payments $ 756,975

Litigation and other legal matters

In connection with the matters described below, the Company has accrued for loss contingencies where it believes that losses are probable and estimable. The amounts accrued are not material. Although it is reasonably possible that actual losses could be in excess of the Company’s accrual, the Company is unable to estimate a reasonably possible loss or range of loss in excess of its accrual, except as discussed below, due to various reasons, including, among others, that: (i) the proceedings are in

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early stages or no claims have been asserted, (ii) specific damages have not been sought in all of these matters, (iii) damages, if asserted, are considered unsupported and/or exaggerated, (iv) there is uncertainty as to the outcome of pending appeals, motions, or settlements, (v) there are significant factual issues to be resolved, and/or (vi) there are novel legal issues or unsettled legal theories presented. Any such excess loss could have a material adverse effect on the Company’s results of operations or cash flows for a particular period or on the Company’s financial condition.

In addition, the Company provides design and engineering services to its customers and also designs and makes its own products. As a consequence of these activities, its customers are requiring the Company to take responsibility for intellectual property to a greater extent than in its manufacturing and assembly businesses. Although the Company believes that its intellectual property assets and licenses are sufficient for the operation of its business as it currently conducts it, from time to time third-parties do assert patent infringement claims against the Company or its customers. If and when third-parties make assertions regarding the ownership or right to use intellectual property, the Company could be required to either enter into licensing arrangements or to resolve the issue through litigation. Such license rights might not be available to the Company on commercially acceptable terms, if at all, and any such litigation might not be resolved in its favor. Additionally, litigation could be lengthy and costly and could materially harm the Company's financial condition regardless of the outcome. The Company also could be required to incur substantial costs to redesign a product or re-perform design services.

From time to time, the Company enters into IP licenses (e.g., patent licenses and software licenses) with third-parties which obligate the Company to report covered behavior to the licensor and pay license fees to the licensor for certain activities or products, or that enable the Company's use of third-party technologies. The Company may also decline to enter into licenses for intellectual property that it does not think is useful for or used in its operations, or for which its customers or suppliers have licenses or have assumed responsibility. Given the diverse and varied nature of its business and the location of its business around the world, certain activities the Company performs, such as providing assembly services in China and India, may fall outside the scope of those licenses or may not be subject to the applicable intellectual property rights. The Company's licensors may disagree and claim royalties are owed for such activities. In addition, the basis (e.g., base price) for any royalty amounts owed are audited by licensors and may be challenged. Some of these disagreements, may lead to claims and litigation that might not be resolved in the Company's favor. Additionally, litigation could be lengthy and costly and could materially harm the Company's financial condition regardless of the outcome. In March 2018, the Company received an inquiry from a licensor referencing its patent license agreement with the Company, and requesting information relating to royalties for products that the Company assembles for a customer in China. The Company and licensor have had subsequent discussions, during which the licensor claimed that the Company owes a material amount under the patent license agreement, which the Company disputes and would contest vigorously. While the Company cannot predict the outcome with respect to this claim or estimate an amount or reasonable range of loss, a material loss is reasonably possible.

On May 8, 2018, a putative class action was filed in the Northern District of California against the Company and certain officers alleging violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, and Rule 10b-5, promulgated thereunder, alleging misstatements and/or omissions in certain of the Company’s financial results, press releases and SEC filings made during the putative class period of January 26, 2017 through April 26, 2018. On October 1, 2018, the Court appointed lead plaintiff and lead plaintiff’s counsel in the case. On November 28, 2018, lead plaintiff filed an amended complaint alleging misstatements and/or omissions in certain of the Company’s SEC filings, press releases, earnings calls, and analyst and investor conferences and expanding the putative class period through October 25, 2018. On April 3, 2019, the Court vacated its prior order appointing lead plaintiff and lead plaintiff’s counsel and reopened the lead plaintiff appointment process. On September 26, 2019, the Court appointed a new lead plaintiff and lead plaintiff’s counsel in the case. On November 8, 2019, lead plaintiff filed a further amended complaint. On December 4, 2019, Defendants filed a motion to dismiss the amended complaint. The motion has been fully briefed. On March 12, 2020, the Court vacated the hearing date and took the motion under submission without argument. No decision has yet been issued. The Company believes that the claims are without merit and intends to vigorously defend this case.

On April 21, 2016, SunEdison, Inc. (together with certain of its subsidiaries, "SunEdison") filed for protection under Chapter 11 of the U.S. Bankruptcy Code. During the fiscal year ended March 31, 2016, the Company recognized a bad debt reserve charge of $61.0 million associated with its outstanding SunEdison receivables and accepted return of previously shipped inventory of approximately $90.0 million. SunEdison stated in schedules filed with the Bankruptcy Court that, within the 90 days preceding SunEdison's bankruptcy filing, the Company received approximately $98.6 million of inventory and cash transfers of $69.2 million, which in aggregate represents the Company's estimate of the maximum reasonably possible contingent loss. On April 15, 2018, a subsidiary of the Company together with its subsidiaries and affiliates, entered into a tolling agreement with the trustee of the SunEdison Litigation Trust to toll any applicable statute of limitations or other time-

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related defense that might exist in regards to any potential claims that either party might be able to assert against the other for a period that will end at the earlier to occur of: (a) 60 days after a party provides written notice of termination; (b) six years from the effective date of April 15, 2018; or (c) such other date as the parties may agree in writing. No preference claims have been asserted against the Company and consideration has been given to the related contingencies based on the facts currently known. The Company has a number of affirmative and direct defenses to any potential claims for recovery and intends to vigorously defend any such claim, if asserted.

One of the Company's Brazilian subsidiaries has received assessments for certain sales and import taxes. There were originally six tax assessments totaling 373.7 million Brazilian reals (approximately USD $73.1 million based on the exchange rate as of March 31, 2020). Four of the assessments are in various stages of the review process at the administrative level; the Company successfully defeated one of the six assessments in September 2019 (totaling approximately 60.5 million Brazilian reals or USD $11.8 million); that assessment remains subject to appeal and no tax proceeding has been finalized yet. The Company was unsuccessful at the administrative level for one of the assessments and has filed an annulment action in federal court in Sao Paolo, Brazil on March 23, 2020; the value of that assessment is 33.9 million Brazilian reals (approximately USD $6.6 million). The Company believes there is no legal basis for any of these assessments and has meritorious defenses. The Company will continue to vigorously oppose all of these assessments, as well as any future assessments. The Company does not expect final judicial determination on any of these claims for several years.

On February 14, 2019, the Company submitted an initial notification of voluntary disclosure to the U.S. Department of the Treasury, Office of Foreign Assets Control ("OFAC") regarding possible noncompliance with U.S. economic sanctions requirements among certain non-U.S. Flex-affiliated operations. The Company has initiated an internal investigation regarding this matter which is ongoing. The Company expects to complete the investigation and report to OFAC by the end of the second quarter of fiscal year 2021, and cannot at this time estimate the amount, or the range of reasonably possible amounts, of penalties the Company could be subject to, which could have a material adverse effect on the Company’s financial position, results of operations or cash flows.

A foreign Tax Authority (“Tax Authority”) has assessed a cumulative total of approximately $94 million in taxes owed for multiple Flex legal entities within its jurisdiction for various fiscal years ranging from fiscal year 2010 through fiscal year 2018. The assessed amounts related to the denial of certain deductible intercompany payments. The Company disagrees with the Tax Authority’s assessments and is actively contesting the assessments through the administrative and judicial processes. As the final resolution of the assessment remains uncertain, the Company continues to provide for the uncertain tax positions based on the more likely than not standard. While the resolution of the issues may result in tax liabilities, interest and penalties, which may be significantly higher than the amounts accrued for these matters, management currently believes that the resolution will not have a material adverse effect on the Company’s financial position, results of operations or cash flows.

In addition to the matters discussed above, 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 consolidated balance sheets, would not be material to the financial statements as a whole.

14. INCOME TAXES

The domestic (Singapore) and foreign components of income before income taxes were comprised of the following:

Fiscal Year Ended March 31, 2020 2019 2018 (In thousands) Domestic $ (2,903) $ (10,498) $ 323,522 Foreign 161,388 192,624 197,371 Total $ 158,485 $ 182,126 $ 520,893

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The provision for income taxes consisted of the following:

Fiscal Year Ended March 31, 2020 2019 2018 (In thousands) Current: Domestic $ 1,781 $ 1,517 $ 2,894 Foreign 62,558 99,894 50,889 64,339 101,411 53,783 Deferred: Domestic (38) (40) 422 Foreign 6,605 (12,644) 38,154 6,567 (12,684) 38,576 Provision for income taxes $ 70,906 $ 88,727 $ 92,359

The domestic statutory income tax rate was approximately 17.0% in fiscal years 2020, 2019 and 2018. The reconciliation of the income tax expense expected based on domestic statutory income tax rates to the expense for income taxes included in the consolidated statements of operations is as follows:

Fiscal Year Ended March 31, 2020 2019 2018 (In thousands) Income taxes based on domestic statutory rates $ 26,943 $ 30,961 $ 88,552 Effect of tax rate differential (81,213) (135,033) (244,128) Change in unrecognized tax benefit (896) (15,381) 22,180 Change in valuation allowance 92,543 191,896 297,330 Recognition of prior year taxes recoverable 13,305 5,439 (53,757) Expiration of tax attributes — 4,277 — APB23 tax liability 8,653 2,047 1,741 Other 11,571 4,521 (19,559) Provision for income taxes $ 70,906 $ 88,727 $ 92,359

A number of countries in which the Company is located allow for tax holidays or provide other tax incentives to attract and retain business. In general, these holidays were secured based on the nature, size and location of the Company’s operations. The aggregate dollar effect on the Company’s income resulting from tax holidays and tax incentives to attract and retain business for the fiscal years ended March 31, 2020, 2019 and 2018 was $15.6 million, $24.4 million and $21.7 million, respectively. For the fiscal year ended March 31, 2020, the effect on basic and diluted earnings per share was $0.03 and $0.03, respectively, and the effect on basic and diluted earnings per share during fiscal years 2019 and 2018 were $0.05 and $0.05, and $0.04 and $0.04, respectively. Unless extended or otherwise renegotiated, the Company's existing holidays will expire in various years through the end of fiscal year 2028.

The Company provides a valuation allowance against deferred tax assets that in the Company's estimation are not more likely than not to be realized. During fiscal year 2020, 2019 and 2018, the Company released valuation allowances totaling $1.1 million, $2.8 million and $1.3 million, respectively. For fiscal year 2020, this valuation allowance release was related to certain operations in China as this amount was deemed to be more likely than not to be realized due to the sustained profitability during the past three fiscal years as well as continued forecasted profitability of those subsidiaries. In addition, a valuation allowance of $3.4 million was added for a different operating subsidiary in China due to continued losses and the determination the company would be less likely than not to utilize its deferred tax assets. Various other valuation allowance positions were also reduced due to varying factors such as recognition of uncertain tax positions impacting deferred tax assets, one-time income recognition in loss entities, and foreign exchange impacts on deferred tax balances. Lastly, these valuation allowance reductions

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and eliminations were offset by current period valuation allowance additions due to increased deferred tax assets as a result of current period losses in legal entities with existing full valuation allowance positions. For fiscal years ended March 31, 2020, 2019 and 2018, the offsetting amounts totaled $90.2 million, $194.8 million and ($65.9) million, respectively.

Under its territorial tax system, Singapore generally does not tax foreign sourced income until repatriated to Singapore. The Company has included the effects of Singapore's territorial tax system in the rate differential line above. The tax effect of foreign income not repatriated to Singapore for the fiscal years ended March 31, 2020, 2019 and 2018 were $27.9 million, $7.5 million and $65.8 million, respectively.

The components of deferred income taxes are as follows:

As of March 31, 2020 2019 (In thousands) Deferred tax liabilities: Fixed assets $ (36,789) $ (39,376) Intangible assets (49,637) (57,939) Others (25,818) (14,879) Total deferred tax liabilities (112,244) (112,194) Deferred tax assets: Fixed assets 58,623 67,980 Intangible assets 6,568 7,442 Deferred compensation 17,456 13,864 Inventory valuation 26,742 11,082 Provision for doubtful accounts 5,120 4,797 Net operating loss and other carryforwards 1,820,980 1,944,782 Others 207,910 243,016 Total deferred tax assets 2,143,399 2,292,963 Valuation allowances (1,939,279) (2,083,082) Total deferred tax assets, net of valuation allowances 204,120 209,881 Net deferred tax asset $ 91,876 $ 97,687 The net deferred tax asset is classified as follows: Long-term asset $ 162,737 $ 164,611 Long-term liability (70,861) (66,924) Total $ 91,876 $ 97,687

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The Company has recorded deferred tax assets of approximately $1.9 billion related to tax losses and other carryforwards against which the Company has recorded a valuation allowance for all but $81.9 million of the deferred tax assets. These tax losses and other carryforwards will expire at various dates as follows:

Expiration dates of deferred tax assets related to operating losses and other carryforwards (In thousands) 2021 - 2026 $ 613,769 2027 - 2032 476,336 2033 and post 199,327 Indefinite 629,835 $ 1,919,267

The Company does not provide for income taxes on approximately $1.4 billion of undistributed earnings of its subsidiaries which are considered to be indefinitely reinvested outside of Singapore as management has plans for the use of such earnings to fund certain activities outside of Singapore. The estimated amount of the unrecognized deferred tax liability on these undistributed earnings is approximately $128 million. As a result, as of March 31, 2020, the Company has provided for earnings in foreign subsidiaries that are not considered to be indefinitely reinvested and therefore subject to withholding taxes on $97.6 million of undistributed foreign earnings, recording a deferred tax liability of approximately $8.7 million thereon.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:

Fiscal Year Ended March 31, 2020 2019 (In thousands) Balance, beginning of fiscal year $ 251,722 $ 227,590 Additions based on tax position related to the current year 24,052 82,966 Additions for tax positions of prior years 4,137 5,575 Reductions for tax positions of prior years (3,162) (15,432) Reductions related to lapse of applicable statute of limitations (18,355) (14,786) Settlements — (22,174) Impact from foreign exchange rates fluctuation (12,386) (12,017) Balance, end of fiscal year $ 246,008 $ 251,722

The Company’s unrecognized tax benefits are subject to change over the next twelve months primarily as a result of the expiration of certain statutes of limitations and as audits are settled. The Company believes it is reasonably possible that the total amount of unrecognized tax benefits could decrease by an estimated of an additional approximately $16 million within the next twelve months primarily due to potential settlements of various audits and the expiration of certain statutes of limitations.

The Company and its subsidiaries file federal, state, and local income tax returns in multiple jurisdictions around the world. With few exceptions, the Company is no longer subject to income tax examinations by tax authorities for years before 2008.

Of the $246.0 million of unrecognized tax benefits at March 31, 2020, $165.6 million will affect the annual effective tax rate (ETR) if the benefits are eventually recognized. The amount that doesn’t impact the ETR relates to positions that would be settled with a tax loss carryforward previously subject to a valuation allowance.

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The Company recognizes interest and penalties accrued related to unrecognized tax benefits within the Company’s tax expense. During the fiscal years ended March 31, 2020, 2019 and 2018, the Company recognized interest and penalty of approximately ($0.9) million and ($2.9) million and ($3.3) million, respectively. The Company had approximately $12.3 million, $13.3 million and $16.2 million accrued for the payment of interest and penalty as of the fiscal years ended March 31, 2020, 2019 and 2018, respectively.

15. RESTRUCTURING CHARGES

Fiscal Year 2020

During the first half of fiscal year 2020 in connection with the recent geopolitical developments and uncertainties, primarily impacting one customer in China, the Company experienced a reduction in demand for products assembled for that customer. As a result, the Company accelerated its strategic decision to reduce its exposure to certain high-volatility products in both China and India. The Company also initiated targeted activities to restructure its business to further reduce and streamline its cost structure. During fiscal year 2020, the Company recognized $216.4 million of restructuring charges. The Company incurred cash charges of approximately $159.3 million, that were predominantly for employee severance, in addition to non-cash charges of $57.1 million, respectively, primarily related to asset impairments.

Restructuring charges are not included in segment income, as disclosed further in note 20.

Fiscal Year 2019

During fiscal year 2019, the Company took targeted actions to optimize its portfolio, most notably within CTG. The Company recognized restructuring charges of approximately $113.3 million during the fiscal year ended March 31, 2019, of which $73.2 million were non-cash charges primarily for asset impairments. A significant component of its charges were associated with the wind down of its NIKE operations in Mexico in the third quarter of fiscal year 2019 where it recognized charges of $66 million primarily for non-cash asset impairments.

In addition, the Company executed targeted head-count reductions at existing operating and design sites and corporate functions and exited certain immaterial businesses. Of these total restructuring charges, approximately $99.0 million was recognized as a component of cost of sales during the fiscal year ended March 31, 2019.

Fiscal Year 2018

During fiscal year 2018, the Company initiated targeted restructuring activities focused on optimizing the Company's cost structure in lower growth areas and, more importantly, streamlining certain corporate and segment functions. Restructuring charges are recorded based upon employee termination dates, site closure and consolidation plans generally in conjunction with an overall corporate initiative to drive cost reduction and realign the Company's global footprint. The Company recognized approximately $78.6 million of cash charges predominantly related to employee severance costs and $12.1 million of non-cash charges for asset impairment and other exit charges under the above plan. Of these total charges, approximately $66.8 million was recognized in cost of sales. A majority of the fiscal year 2018 restructuring activities were completed as of March 31, 2018.

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Long-Lived Asset Other Severance Impairment Exit Costs Total (In thousands) Balance as of March 31, 2017 $ 16,359 $ — $ 7,142 $ 23,501 Provision for charges incurred in fiscal year 2018 69,439 9,417 11,835 90,691 Cash payments for charges incurred in fiscal year 2017 and prior (13,237) — (3,671) (16,908) Cash payments for charges incurred in fiscal year 2018 (24,555) — — (24,555) Non-cash charges incurred in fiscal year 2018 — (9,417) (1,968) (11,385) Balance as of March 31, 2018 48,006 — 13,338 61,344 Provision for charges incurred in fiscal year 2019 38,634 46,365 28,314 113,313 Cash payments for charges incurred in fiscal year 2018 and prior (40,623) — (4,293) (44,916) Cash payments for charges incurred in fiscal year 2019 (22,783) — (1,330) (24,113) Non-cash charges incurred in fiscal year 2019 — (46,365) (26,829) (73,194) Balance as of March 31, 2019 23,234 — 9,200 32,434 Provision for charges incurred in fiscal year 2020 123,341 45,623 47,443 216,407 Cash payments for charges incurred in fiscal year 2019 and prior (14,610) — (2,800) (17,410) Cash payments for charges incurred in fiscal year 2020 (112,463) — (34,647) (147,110) Non-cash charges incurred in fiscal year 2020 — (45,623) (15,296) (60,919) Balance as of March 31, 2020 19,502 — 3,900 23,402 Less: Current portion (classified as other current liabilities) 19,502 — 3,900 23,402 Accrued restructuring costs, net of current portion (classified as other liabilities) $ — $ — $ — $ —

16. OTHER CHARGES (INCOME), NET

Other charges (income), net for the fiscal years ended March 31, 2020, 2019 and 2018 are primarily composed of the following:

Fiscal Year Ended March 31 2020 2019 2018 (In thousands) Gain on deconsolidation of subsidiary (1) $ — $ (87,348) $ (151,574) Gain on sale of non-strategic business (2) — — (38,689) Investment impairments and dispositions (3) 97,691 193,063 21,895

(1) During fiscal year 2019, the Company recognized other income of approximately $87 million from the deconsolidation of Bright Machines. The fiscal year ended March 31, 2018 includes a $151.6 million gain from the deconsolidation of Elementum. See note 2 for additional information on the deconsolidations of Bright Machines and Elementum.

(2) The Company recognized other income of $38.7 million from the sale of a non-strategic cost basis investment during fiscal year 2018.

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(3) During fiscal year 2020, and in connection with the Company’s ongoing assessment of its investment portfolio strategy, the Company concluded that the carrying amounts of certain non-core investments were other than temporarily impaired and recognized a $97.7 million total impairment charge (See note 2 for additional information). During fiscal year 2019, the Company recognized investment impairments of $193.1 million, under other charges, which is primarily driven by an $84 million impairment in its investment in Elementum, coupled with a $76 million loss for the portion of its investment in an unrelated third-party venture backed company, also determined to be impaired. The Company recognized $21.9 million of impairment during fiscal year 2018 for certain non-core investments.

17. INTEREST AND OTHER, NET

Interest and other, net for the fiscal years ended March 31, 2020, 2019 and 2018 are primarily composed of the following:

Fiscal Year Ended March 31 2020 2019 2018 (In thousands) Interest expenses on debt obligations (1) $ 145,978 $ 145,658 $ 123,098 ABS and AR sales programs related expenses 42,807 46,344 25,002 Interest income (19,382) (19,496) (18,840) Gain on foreign exchange transactions (9,677) (1,175) (15,222)

(1) Interest expense on debt obligations for the fiscal year 2020 include debt extinguishment costs of $7.2 million, related to the full repayments of the Notes due February 2020 and the Term Loan due November 2021. There were no debt extinguishment costs incurred during the fiscal years 2019 or 2018.

18. BUSINESS AND ASSET ACQUISITIONS & DIVESTITURES

Fiscal 2020 Business acquisition and divestitures

During fiscal year 2020, the Company completed an acquisition that was not significant to the consolidated financial position, result of operations and cash flows of the Company.

Further, during fiscal year 2020, the Company disposed of two immaterial non-strategic businesses that operated across most of its segments. The net gain on disposition was not material to the Company’s consolidated financial results, and was included in other charges (income), net in the consolidated statements of operations for the fiscal year 2020.

Pro-forma results of operations for the acquisition and divestitures have not been presented because the effects were not individually, nor in the aggregate, material to the Company's consolidated financial results for all periods presented.

Fiscal 2019 Business acquisition

In October 2018, the Company completed the acquisition of a business that was not significant to the consolidated financial position, result of operations and cash flows of the Company. The acquired business expanded the Company's design capabilities in the telecom market within the CEC segment. The assets acquired and liabilities assumed were not material to the Company's consolidated financial results. Results of operations were included in the Company’s consolidated financial results beginning on the date of acquisition, and were not material to the Company’s consolidated financial results for all periods presented.

Fiscal 2019 Divestitures

During the third quarter of fiscal year 2019, the Company disposed of an immaterial non-strategic business in Brazil that operated across all of its segments. The net loss on disposition was not material to the Company's consolidated financial results, and was included in other charges (income), net in the consolidated statement of operation for the fiscal year 2019.

During the second quarter of fiscal year 2019, the Company divested its China-based Multek operations, for proceeds of approximately $267.1 million, net of cash. The Company transferred approximately $231.4 million of net assets, primarily

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property and equipment, accounts receivable, and accounts payable. Further, the Company incurred various selling costs as part of this divestiture and allocated approximately $19.0 million of goodwill to the divested business. This transaction resulted in the recognition of an immaterial loss which is included in other charges (income), net in the consolidated statements of operations for the fiscal year 2019.

Pro-forma results of operations for these divestitures have not been presented because the effects were not individually, nor in the aggregate, material to the Company's consolidated financial results for all periods presented.

Fiscal 2018 Business and asset acquisitions

During the fiscal year ended March 31, 2018, the Company completed two acquisitions that were not individually, nor in the aggregate, significant to the consolidated financial position, results of operation and cash flows of the Company.

In April 2017, the Company completed its acquisition of AGM, which expanded its capabilities in the automotive market, and is included within the HRS segment. The Company paid $213.7 million, net of cash acquired.

Additionally, in September 2017, the Company acquired a power modules business, which expanded its capabilities within the CEC segment. The Company paid $54.7 million, net of cash acquired.

The intangibles of AGM comprised solely of customer relationships, will amortize over a weighted-average estimated useful life of 10 years. The intangibles of the power modules business, comprised of $16.0 million of customer relationships and $17.3 million of licenses and other intangibles, will amortize over a weighted-average estimated useful life of 10 years and 8 years, respectively.

The results of operations of the acquisitions were included in the Company’s consolidated financial results beginning on the respective acquisition dates, and the total amount of net income and revenue, collectively, were immaterial to the Company's consolidated financial results for the fiscal year ended March 31, 2018. Pro-forma results of operations for the acquisitions completed in fiscal year 2018 have not been presented because the effects, individually and in aggregate, were not material to the Company’s consolidated financial results for all periods presented.

19. SHARE REPURCHASE PLAN

During fiscal year 2020, the Company repurchased approximately 23.7 million shares for an aggregate purchase value of approximately $259.9 million 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 Annual General Meeting held on August 20, 2019. As of March 31, 2020, shares in the aggregate amount of $315.2 million were available to be repurchased under the current plan.

20. SEGMENT REPORTING

Operating segments are defined as components of an enterprise for which separate financial information is available that is evaluated regularly by the Chief Operating Decision Maker ("CODM"), or a decision making group, in deciding how to allocate resources and in assessing performance. Resource allocation decisions and the Company's performance are assessed by its Chief Executive Officer ("CEO"), with support from certain direct staff who oversee operations of the Company's businesses, collectively identified as the CODM or the decision making group.

The Company has four reportable segments as of March 31, 2020: HRS, IEI, CEC and CTG. These segments represent components of the Company for which separate financial information is available that is utilized on a regular basis by the CODM. These segments are determined based on several factors, including the nature of products and services, the nature of production processes, customer base, delivery channels and similar economic characteristics. Refer to note 1 for a description of the various product categories manufactured under each of these segments.

An operating segment's performance is evaluated based on its pre-tax operating contribution, or segment income. Segment income is defined as net sales less cost of sales, and segment selling, general and administrative expenses, and does not include amortization of intangibles, stock-based compensation, customer related assets impairments, restructuring charges, the new revenue standard adoption impact, legal and other, interest and other, net and other charges (income), net.

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Selected financial information by segment is in the table below.

Fiscal Year Ended March 31, 2020 2019 2018 (In thousands) Net sales: High Reliability Solutions $ 4,742,424 $ 4,828,950 $ 4,769,464 Industrial & Emerging Industries 7,277,350 6,182,637 5,972,496 Communications & Enterprise Compute 6,985,669 8,336,330 7,729,350 Consumer Technologies Group 5,204,427 6,862,594 6,969,821 $ 24,209,870 $ 26,210,511 $ 25,441,131 Segment income and reconciliation of income before tax: High Reliability Solutions $ 316,007 $ 371,003 $ 380,878 Industrial & Emerging Industries 465,707 269,172 235,422 Communications & Enterprise Compute 142,347 214,723 186,335 Consumer Technologies Group 87,518 121,336 111,629 Corporate and Other (113,548) (104,471) (127,810) Total income 898,031 871,763 786,454 Reconciling items: Intangible amortization 64,106 74,396 78,640 Stock-based compensation 71,546 76,032 85,244 Customer related asset impairments (1) 105,940 87,093 6,251 Restructuring charges (Note 15) 216,407 113,313 90,691 New revenue standard adoption impact (Note 4) — 9,291 — Legal and other (2) 26,270 35,644 51,631 Interest and other, net 163,727 183,454 122,823 Other charges (income), net (Note 16) 91,550 110,414 (169,719) Income before income taxes $ 158,485 $ 182,126 $ 520,893

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Corporate and other primarily includes corporate services costs that are not included in the CODM's assessment of the performance of each of the identified reporting segments.

The Company provides an overall platform of assets and services, which the segments utilize for the benefit of their various customers. The shared assets and services are contained within the Company's global manufacturing and design operations and include manufacturing and design facilities. Most of the underlying manufacturing and design assets are co-mingled in the operating campuses and are compatible to operate across segments and highly interchangeable throughout the platform. Given the highly interchangeable nature of the assets, they are not separately identified by segments nor reported by segment to the Company's CODM.

Property and equipment on a segment basis is not disclosed as it is not separately identified and is not internally reported by segment to the Company's CODM as described above. During fiscal year 2020, 2019 and 2018, depreciation expense included in the segments' measure of operating performance above is as follows. Historical information has been recast to reflect realignment of customers and/or products between segments:

Fiscal Year Ended March 31, 2020 2019 2018 (In thousands) Depreciation expense: High Reliability Solutions $ 103,266 $ 96,854 $ 97,114 Industrial & Emerging Industries 85,273 92,606 75,366 Communication & Enterprise Compute 89,286 103,162 118,150 Consumer Technologies Group 112,813 104,298 110,276 Corporate and Other 31,769 36,493 33,526 Total depreciation expense $ 422,407 $ 433,413 $ 434,432

Geographic information of net sales is as follows:

Fiscal Year Ended March 31, 2020 2019 2018 (In thousands) Net sales: Asia $ 9,362,089 39% $ 11,469,617 44% $ 11,210,793 44% Americas 10,065,568 42% 9,893,072 38% 9,880,626 39% Europe 4,782,213 19% 4,847,822 18% 4,349,712 17% $ 24,209,870 $ 26,210,511 $ 25,441,131

Revenues are attributable to the country in which the product is manufactured, or service is provided.

During fiscal years 2020, 2019 and 2018, net sales generated from Singapore, the principal country of domicile, were approximately $574.6 million, $642.7 million and $686.9 million, respectively.

The following table summarizes the countries that accounted for more than 10% of net sales in fiscal year 2020, 2019, and 2018:

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Fiscal Year Ended March 31, 2020 2019 2018 (In thousands) Net sales: China $ 5,664,742 23% $ 6,648,549 25% $ 7,449,591 29% Mexico 4,449,266 18% 4,538,720 17% 4,361,814 17% U.S. 3,719,095 15% 3,106,222 12% 2,860,242 11% Brazil 1,831,214 8% 2,181,025 8% 2,578,466 10%

No other country accounted for more than 10% of net sales for the fiscal periods presented in the table above.

Geographic information of property and equipment, net is as follows:

As of March 31, 2020 2019 (In thousands) Property and equipment, net: Americas $ 1,037,018 47% $ 1,003,708 43% Asia 737,551 33% 903,288 39% Europe 441,422 20% 429,217 18% $ 2,215,991 $ 2,336,213

As of March 31, 2020 and 2019, property and equipment, net held in Singapore were approximately $8.6 million and $12.3 million, respectively.

The following table summarizes the countries that accounted for more than 10% of property and equipment, net in fiscal year 2020 and 2019:

Fiscal Year Ended March 31, 2020 2019 (In thousands) Property and equipment, net: Mexico $ 555,077 25% $ 537,396 23% China 396,179 18% 523,124 22% U.S. 377,800 17% 361,098 15%

No other country accounted for more than 10% of property and equipment, net for the fiscal periods presented in the table above.

21. QUARTERLY FINANCIAL DATA (UNAUDITED)

The Company's third fiscal quarter ends on December 31, and the fourth fiscal quarter and fiscal year ends on March 31 of each year. The first fiscal quarters of 2020 and 2019 ended on June 28, 2019 and June 29, 2018, respectively, and the second fiscal quarters of 2020 and 2019, ended on September 27, 2019 and September 28, 2018, respectively.

The following table contains unaudited quarterly financial data for fiscal years 2020 and 2019. For fiscal year 2019, the Company recognized the cumulative effect of initially applying the new revenue standard as an adjustment to the opening balance of retained earnings.

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FLEX LTD.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Fiscal Year Ended March 31, 2020 Fiscal Year Ended March 31, 2019 First Second Third Fourth First Second Third Fourth (In thousands, except per share amounts) Net sales $ 6,175,939 $ 6,088,054 $ 6,461,387 $ 5,484,490 $ 6,398,956 $ 6,662,604 $ 6,922,827 $ 6,226,124 Gross profit (1) 352,759 189,093 430,477 365,627 377,854 402,301 357,325 380,295 Net income (loss) (2) 44,872 (116,940) 111,388 48,259 116,035 86,885 (45,169) (64,352) Earnings (loss) per share (3): Net income: Basic $ 0.09 $ (0.23) $ 0.22 $ 0.10 $ 0.22 $ 0.16 $ (0.09) $ (0.12) Diluted $ 0.09 $ (0.23) $ 0.22 $ 0.10 $ 0.22 $ 0.16 $ (0.09) $ (0.12) ______

(1) The Company recorded a total of $128.3 million of restructuring charges during the second quarter of fiscal year 2020. The Company classified approximately $114.0 million of these charges as a component of cost of sales and $14.4 million as a component of selling, general and administrative expenses. Refer to note 15 for additional information on these charges. The Company recorded a total of $56.2 million of restructuring charges during the first quarter of fiscal year 2020. The Company classified approximately $47.4 million of these charges as a component of cost of sales and $8.8 million as a component of selling, general and administrative expenses. The Company recorded a total of $65.8 million of restructuring charges during the third quarter of fiscal year 2019. The Company classified $60.4 million of these charges as a component of cost of sales and approximately $5.4 million as a component of selling, general and administrative expenses.

(2) During the fourth quarter of fiscal year 2020, and in connection with the Company’s ongoing assessment of its investment portfolio strategy, the Company concluded that the carrying amounts of certain non- core investments were other than temporarily impaired and recognized a $74.8 million total impairment charge. Refer to note 2 to the consolidated financial statements in Item 8, "Financial Statements and Supplementary Data" for additional information on investment impairment. Net income for the fourth quarter of fiscal year 2019 was primarily affected by an $84 million charge for the impairment of the Company's investment in Elementum. Net income for the third quarter of fiscal year 2019 was primarily affected by a $70 million charge for the impairment of the Company's investment in an unrelated third-party company. Net income for the first quarter of fiscal year 2019 was affected by a $91.8 million gain on the deconsolidation of Bright Machines.

(3) Earnings per share are computed independently for each quarter presented and basic shares are used in the quarters with losses; therefore, the sum of the quarterly earnings per share may not equal the total earnings per share amounts for the fiscal year.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

Not applicable.

ITEM 9A. CONTROLS AND PROCEDURES

(a) Evaluation of Disclosure Controls and Procedures

The Company's management, with the participation of the Chief Executive Officer and Chief Financial Officer has evaluated the effectiveness of the Company's disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) as of March 31, 2020. Based on that evaluation, the Company's Chief Executive Officer and Chief Financial Officer concluded that, as of March 31, 2020, the Company's disclosure controls and procedures were effective in ensuring that information required to be disclosed by the Company in reports that it files or submits 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) Management's Annual Report on Internal Control over Financial Reporting

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Management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rule 13a-15(f) under the Securities Exchange Act of 1934, as amended. Internal control over financial reporting consists of policies and procedures that: (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) are designed and operated to provide reasonable assurance regarding the reliability of the Company's financial reporting and the Company's process for the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, a system of internal control over financial reporting can provide only reasonable assurance and may not prevent or detect misstatements or prevent or detect instances of fraud. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls may be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control. The projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

As of March 31, 2020, under the supervision and with the participation of management, including the Company's Chief Executive Officer and Chief Financial Officer, an evaluation was conducted of the effectiveness of the Company's internal control over financial reporting based on the framework in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO"). Based on that evaluation, management concluded that the Company's internal control over financial reporting was effective as of March 31, 2020.

The effectiveness of the Company's internal control over financial reporting as of March 31, 2020 has been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their report which appears in this Item under the heading "Report of Independent Registered Public Accounting Firm."

(d) Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting that occurred during the fourth quarter ended March 31, 2020 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Shareholders of Flex Ltd., Singapore

Opinion on Internal Control over Financial Reporting

We have audited the internal control over financial reporting of Flex Ltd. and subsidiaries (the "Company") as of March 31, 2020, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of March 31, 2020, based on criteria established in Internal Control - Integrated Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended March 31, 2020 of the Company and our report dated May 28, 2020, expressed an unqualified opinion on those financial statements and included an explanatory paragraph related to the Company’s change in method of accounting for leases in fiscal year 2020 due to the adoption of Accounting Standard Update (ASU) No. 2016-02, Leases, and change in method of accounting for revenue from contracts with customers in fiscal year 2019 due to the adoption of ASU No. 2014-09, Revenue from Contracts with Customers.

Basis for Opinion

The Company's management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company's internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control over Financial Reporting

A company's internal control over financial reporting is a process designed 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. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting, may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ DELOITTE & TOUCHE LLP San Jose, California May 28, 2020

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ITEM 9B. OTHER INFORMATION

Not applicable.

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Information with respect to this item may be found in the Company's definitive proxy statement to be delivered to shareholders in connection with the Company's 2020 Annual General Meeting of Shareholders. Such information is incorporated by reference.

ITEM 11. EXECUTIVE COMPENSATION

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED SHAREHOLDER MATTERS

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

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PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES (a) Documents filed as part of this annual report on Form 10-K: 1. Financial Statements. See Item 8, "Financial Statements and Supplementary Data."

3. Exhibits. Reference is made to Item 15(b) below.

(b) Exhibits. The Exhibit Index, which immediately precedes the signature page to this annual report on Form 10-K, is incorporated by reference into this annual report on Form 10-K.

ITEM 16. FORM 10-K SUMMARY None EXHIBIT INDEX

Incorporated by Reference Exhibit No. Exhibit Form File No. Filing Date Exhibit No. Filed Herewith 3.01 Constitution of the Registrant (incorporating all amendments as at August 10-Q 000-23354 10/30/2019 3.01 20, 2019) 4.01 Indenture, dated as of February 20, 2013, by and between the Registrant, 8-K 000-23354 2/22/2013 4.1 the Guarantors party thereto and U.S. Bank National Association, as Trustee, related to the Registrant's 5.000% Notes due 2023 4.02 Form of 5.000% Note due 2023 8-K 000-23354 2/22/2013 4.1 4.03 First Supplemental Indenture, dated as of March 28, 2013, among the 10-K 000-23354 5/28/2013 4.11 Registrant, 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 Registrant, the Guarantors party thereto and U.S. Bank National Association, as Trustee, related to the Registrant's 5.000% Notes due 2023 4.04 Second Supplemental Indenture, dated as of August 25, 2014, among the 10-Q 000-23354 10/30/2014 4.01 Registrant, 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 Registrant, the Guarantors party thereto and U.S. Bank National Association, as Trustee, related to the Registrant's 5.000% Notes due 2023 4.05 Third Supplemental Indenture, dated as of September 11, 2015, among the S-4 333-207067 9/22/2015 4.11 Registrant, the Guarantor party thereto and U.S. Bank National Association, as Trustee, related to the Registrant’s 5.000% Notes due 2023

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Incorporated by Reference Exhibit No. Exhibit Form File No. Filing Date Exhibit No. Filed Herewith 4.06 Indenture, dated as of June 8, 2015, by and between the Registrant, the 8-K 000-23354 6/8/2015 4.1 Guarantors party thereto and U.S. Bank National Association, as Trustee 4.07 Form of 4.750% Note due 2025 8-K 000-23354 6/8/2015 4.1 4.08 First Supplemental Indenture, dated as of September 11, 2015, among the S-4 333-207067 9/22/2015 4.04 Registrant, the Guarantor party thereto and U.S. Bank National Association, as Trustee, related to the Registrant’s 4.750% Notes due 2025 4.09 Indenture, dated as of June 6, 2019, by and between the Company and U.S. 8-K 000-23354 6/6/2019 4.1 Bank National Association, as trustee 4.10 First Supplemental Indenture, dated as of June 6, 2019, by and between the 8-K 000-23354 6/6/2019 4.2 Company and U.S. Bank National Association, as trustee 4.11 Form of 4.875% Global Note due 2029 (included in Exhibit 4.10) 8-K 000-23354 6/6/2019 4.3 4.12 Second Supplemental Indenture, dated as of November 7, 2019, by and 8-K 000-23354 11/7/2019 4.3 between the Company and U.S. Bank National Association, as trustee 4.13 Form of 4.875% Global Note due 2029 (included in Exhibit 4.12) 8-K 000-23354 11/7/2019 4.4 4.14 Description of Registrant's Securities X 10.01 Credit Agreement, dated as of June 30, 2017, among Flex Ltd. and certain 8-K 000-23354 6/30/2017 10.01 of its subsidiaries, from time to time party thereto, as borrowers, Bank of America, N.A., as Administrative Agent and Swing Line Lender, and the other Lenders party thereto 10.02 First Amendment to Credit Agreement, dated as of January 28, 2020 X among Flex Ltd., the lenders party thereto, and Bank of America, N.A., as Administrative Agent 10.03 Form of Indemnification Agreement between the Registrant and its 10-K 000-23354 5/20/2009 10.01 Directors and certain officers† 10.04 Form of Indemnification Agreement between Flextronics Corporation and 10-K 000-23354 5/20/2009 10.02 Directors and certain officers of the Registrant† 10.05 Flex Ltd. 2010 Equity Incentive Plan† 8-K 000-23354 7/28/2010 10.01 10.06 Form of Share Option Award Agreement under 2010 Equity Incentive 10-Q 000-23354 8/5/2010 10.02 Plan† 10.07 Flex Ltd. 2017 Equity Incentive Plan† DEF 14A 000-23354 7/5/2017 Annex A 10.08 Form of Restricted Share Unit Award Agreement under the 2017 Equity 10-Q 000-23354 10/30/2017 10.05 Incentive Plan for time-based vesting awards† 10.09 Form of Restricted Share Unit Award Agreement under the 2017 Equity 10-Q 000-23354 10/30/2017 10.06 Incentive Plan for performance-based vesting awards† 10.10 Flextronics International USA, Inc. Third Amended and Restated 2005 10-Q 000-23354 2/6/2009 10.02 Senior Management Deferred Compensation Plan†

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Incorporated by Reference Exhibit No. Exhibit Form File No. Filing Date Exhibit No. Filed Herewith 10.11 Flextronics International USA, Inc. Third Amended and Restated Senior 10-Q 000-23354 2/6/2009 10.01 Executive Deferred Compensation Plan† 10.12 Summary of Directors' Compensation† 10-Q 000.23354 10/30/2017 10.02 10.13 Executive Incentive Compensation Recoupment Policy† 10-Q 000-23354 8/5/2010 10.06 10.14 2010 Flextronics International USA, Inc. Deferred Compensation Plan† 10-Q 000-23354 11/3/2010 10.04 10.15 Form of Award Agreement under 2010 Deferred Compensation Plan† 10-Q 000-23354 7/30/2012 10.01 10.16 Summary of Compensation Arrangements of Certain Executive Officers of X Flex Ltd.† 10.17 Form of Restricted Share Unit Award Agreement under the 2010 Equity 10-Q 000-23354 11/1/2013 10.02 Incentive Plan for time-based vesting awards† 10.18 Form of 2010 Deferred Compensation Plan Award Agreement 10-Q 000-23354 8/2/2013 10.02 (performance targets, cliff vesting)† 10.19 Form of 2010 Deferred Compensation Plan Award Agreement (non- 10-Q 000-23354 8/2/2013 10.03 performance, periodic vesting, continuing Participant)† 10.20 Award Agreement under the 2010 Deferred Compensation Plan† 10-Q 000-23354 7/28/2014 10.01 10.21 Form of Restricted Share Unit Award Agreement under the 2017 Equity 10-Q 000-23354 2/6/2019 10.01 Incentive Plan for retention performance-based vesting awards† 10.22 Form of Restricted Share Unit Award Agreement under the 2017 Equity 10-K 000-23354 5/21/2019 10.23 Incentive Plan for retention service-based vesting awards† 10.23 Form of Restricted Share Unit Award Agreement under the 2017 Equity 10-Q 000-23354 7/26/2019 10.02 Incentive Plan for performance-based vesting awards (20-day trading average)† 10.24 Description of Annual Incentive Bonus Plan for Fiscal 2020† 10-Q 000-23354 7/26/2019 10.01 10.25 NEXTracker Inc. 2014 Equity Incentive Plan† S-8 333-207325 10/7/2015 99.01 10.26 BrightBox Technologies, Inc. 2013 Stock Incentive Plan† S-8 333-212267 6/27/2016 99.01 10.27 Flex Ltd. Executive Severance Plan† 10-K 000-23354 5/21/2019 10.27 10.28 Separation and Release of Claims dated December 24, 2018 between Flex 10-Q 000-23354 2/6/2019 10.02 Ltd. and Michael M. McNamara† 10.29 Scott Offer Amended Offer Letter, dated as of January 27, 2019† X 10.30 Revathi Advaithi Offer Letter, dated February 7, 2019† 10-K 000-23354 5/21/2019 10.29 10.31 Francois Barbier Relocation Expenses Addendum, dated as of July 8, X 2019† 21.01 Subsidiaries of Registrant X 23.01 Consent of Deloitte & Touche LLP X

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Incorporated by Reference Exhibit No. Exhibit Form File No. Filing Date Exhibit No. Filed Herewith 24.01 Power of Attorney (included on the signature page to this Form 10-K) X 31.01 Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the X Exchange Act 31.02 Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the X Exchange Act 32.01 Certification of Chief Executive Officer and Chief Financial Officer X pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350* 101.INS Inline XBRL Instance Document X 101.SCH Inline XBRL Taxonomy Extension Scheme Document X 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document X 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document X 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document X 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document X 104 Cover Page Interactive Data File (formatted as inline XBRL with X applicable taxonomy extension information contained in Exhibits 101)

______* This exhibit is furnished with this Annual Report on Form 10-K, is not deemed filed with the Securities and Exchange Commission, and is not incorporated by reference into any filing of Flex 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. † Management contract, compensatory plan or arrangement.

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SIGNATURES

Flex Ltd. By: /s/ REVATHI ADVAITHI Revathi Advaithi Chief Executive Officer

Date: May 28, 2020

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints jointly and severally, Revathi Advaithi and Christopher E. Collier and each one of them, her or his attorneys-in-fact, each with the power of substitution, for her or him in any and all capacities, to sign any and all amendments to this Report, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorneys-in-fact, or her or his substitutes, may do or cause to be done by virtue hereof.

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Signature Title Date

/s/ REVATHI ADVAITHI Chief Executive Officer and Director (Principal Executive Officer) May 28, 2020 Revathi Advaithi

/s/ CHRISTOPHER E. COLLIER Chief Financial Officer (Principal Financial Officer) May 28, 2020 Christopher E. Collier

Senior Vice President and Chief Accounting Officer (Principal Accounting /s/ DAVID P. BENNETT Officer) May 28, 2020 David P. Bennett

/s/ MICHAEL D. CAPELLAS Chairman of the Board May 28, 2020 Michael D. Capellas

/s/ JILL A. GREENTHAL Director May 28, 2020 Jill A. Greenthal

/s/ JENNIFER LI Director May 28, 2020 Jennifer Li

/s/ MARC A. ONETTO Director May 28, 2020 Marc A. Onetto

/s/ WILLY C. SHIH, PH.D. Director May 28, 2020 Willy C. Shih, Ph.D.

/s/ CHARLES K. STEVENS, III Director May 28, 2020 Charles K. Stevens, III

/s/ LAY KOON TAN Director May 28, 2020 Lay Koon Tan

/s/ WILLIAM D. WATKINS Director May 28, 2020 William D. Watkins

/s/ LAWRENCE A. ZIMMERMAN Director May 28, 2020 Lawrence A. Zimmerman

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Sep 27, 2016, 02:49pm EDT Flex Takes A Silicon Valley Approach To Reducing Supply Chain Risk

Jonathan Webb Contributor Business

This article is more than 4 years old.

Price inflation for the goods you or your business buy can stem from obscure events buried deep in the global supply chain. Most of the time, we’ll never know the causes of surprise cost increase that can come from a supply shortages in a component good, or an industrial strike at a supplier’s plant.

Quietly, and in an effort to gain supply chain transparency, Flex (which rebranded, changing its name from “Flextronics” last year) has built a system to help spot risks, track orders and generally bring an unprecedented level of information about its supply chain operations. The Silicon Valley-based technology and manufacturer has built a new technology platform to pierce deep into its supply chain.

To the uninitiated, this sounds unexceptional, even expected. However, the dirty secret with much of corporate America is that it struggles with technology. It even struggles with knowing who its suppliers are.

It’s not unusual for companies to have over 10,000 suppliers and each of these, replete with multiple orders and goods in transit, is virtually impossible to track. Most companies don’t even try. Consequently, we see many disruption and sustainability scandals hit the press, with the affected organisation just as surprised by the supply chain revelations as the press.

This is also a problem from a knowledge perspective. Most supply chain managers lack the accurate risk information to inform their decision making. They are also ill-equipped with tracking tools.

Firms are often reluctant to make the investment into risk analysis and mitigation tools because of the cost. Senior management are reluctant to part with millions when they cannot quantify a clear business case. How do you count the benefits of a risk avoided?

As a result, some companies are paralysed by lack of credible numbers.

In more than 30 countries and over 100 facilities around the world, Flex takes a creative view of risk. The flip side of risk is opportunity. A dynamic, uncertain situation breeds opportunities to move faster than competitors.

“Risk factors have tangible results that we definitely report to our board,” says Marcin Fic, Vice President, Supply Chain Solutions. “But some factors are intangible. Speed, for example, is a critical factor here and it’s something that our executives want. Velocity of

https://www.forbes.com/sites/jwebb/2016/09/27/flex-takes-a-silicon-valley-approach-to-reducing-supply-chain-risk/?sh=7b712236225c 1/3 1/21/2021 Flex Takes A Silicon Valley Approach To Reducing Supply Chain Risk OPPOSER'S EXHIBIT E.1 the supply chain fuels our efficiency, improves our competitiveness and that of our customers, and helps deliver superior numbers..”

To achieve greater velocity within its supply chain, Flex has developed its own sophisticated system of data collection and aggregation to provide more visibility into its supplier operations. This data allows a company to track site locations and the parts manufactured at each facility, as well as monitor any disruptive events that may occur there. This system is called Elementum, and it has proven so successful that it has been spun off into its own company.

Flex has integrated Elementum supply chain management applications into Flex Pulse, a software-based mobile collaboration tool that provides unprecedented real-time intelligence for managing global supply chains.

At Flex Pulse Center, in its Bay Area offices in the heart of Silicon Valley, Flex can track and trace any shipment of potential issue on its supply chain. The Elementum data is visualized by an enormous touchscreen, arching across the front of hot desks for its team. This presents a constant stream of information to be analysed, dissected and converted into decisive actions.

With its low lighting and rotating globes, the room achieves a rare feat: it makes supply chain management look cool. But the chic new system has yielded some real success stories for the team.

In August 2015, the Chinese port city of Tianjin was rocked by a series of explosions at the container storage station. The total death count was 173 and over 797 injuries. The resulting confusion further disrupted business operations. Information around the event was scarce and unreliable. The Chinese government even censored “Tianjin” and “explosion” from the internet behind the Great Firewall Of China.

The alert flagged a problem to Flex 30 minutes before the news hit the mainstream media. Flex’s travel management company was alerted, who identified a number of company employees were in the area. These were quickly contacted and transported from the affected zone, before the roads to the city were closed by the authorities for 24 hours.

After the staff were secured, reviews of the supplier facilities were made. Indeed, such was Flex’s level of access, they often knew more about the disruption than the supplier.

Flex created a ‘situation room’ in Chennei, India. This co-ordinated the impact assessment efforts and allowed the team to analyse the full extent of the disruptions and engage in a detailed analysis of affected part-numbers at a line-item level. Fortunately, the production impact was negligible and operations resumed with little material impact. “$15 million was stake” said Fic thanks to Flex’s new systems, “we didn’t lose a dollar”.

In another more recent example, Flex’s supply chain was also exposed to the during the Kumamoto earthquake in Japan on April 2016. In this instance, over $40 million was at risk. Given the critical vulnerability, the company’s VP of Commodity Management flew out to ensure supply. Again, given the flow of Elementum data, Flex enjoyed a greater degree of knowledge that the suppliers. The speed of the response and the access to key decision makers afforded by a senior representative ensured that no significant costs or delays were suffered. https://www.forbes.com/sites/jwebb/2016/09/27/flex-takes-a-silicon-valley-approach-to-reducing-supply-chain-risk/?sh=7b712236225c 2/3 1/21/2021 Flex Takes A Silicon Valley Approach To Reducing Supply Chain Risk OPPOSER'S EXHIBIT E.1 The tool also allows for improving internal communication, with chat room communications established around each risk event. Any interested parties can join, demonstrating supply chain managers’ solid handling of a potentially damaging situation to the entire company. Even C-level officers have followed these updates, showing the value of a supply chain function that is often dismissed as ‘back office’.

Not so in Flex. Their new tool has place supply managers into real value centre of the organisation. Perhaps such tools will bring greater price and availability security to the entire global supply chain.

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Flex » Resources » How we use real-time data analytics to manage complex supply chains

How we use real-time data analytics to manage complex supply chains

07/10/2018

How we use real-time data analytics to manage complex supply chains 07/10/2018

When Elon Musk said, The supply chain stuff is really tricky, a few years ago, he captured an undeniable truth about these systems: they’ve become highly complex and globally distributed, making it difficult for those across the enterprise to monitor progress, anticipate and reduce risk, and forecast trends that affect production and delivery.

As a company whose flagship services, Sketch-to-Scale®, help companies worldwide with full product lifecycle solutions, we were committed to practicing what we preached. We were early movers in adopting data analytics and visualization tools to improve our own supply chain operations – a big feat for a company that spans over 12 different industries and more than 100 production locations. Our solution, Active Tracking provides real-time collaborative insight into global events and helps reduce risk, while improving supply chain efficiencies through increased visibility and velocity.

Supply chain management applications, available through any computer, tablet or smart phone, help simplify your supply chain by bringing together the latest in big data, cloud, graph, and mobile technologies to deliver accurate and real-time information. We also utilize Active Tracking through Flex Pulse® centers. Flex Pulse Center acts as a 24x7 distributed decision-making system integrating feeds from your supply chain, social media and news media, turning insights into actions to navigate any crisis. We now have Flex Pulse centers in the Silicon Valley, USA; Austin, Texas, USA; Migdal HaEmek Israel; Wuzhong China; Zhuhai China; Chennai India; Guadalajara, Mexico; Tczew, Poland; and Althofen, Austria.

We witnessed the positive results within a short amount of time, namely cutting back several days of inventory that freed up $200 million in working capital for other uses. We sat down with John Wrenn, Flex vice president for information technology, enterprise applications to talk about this monumental https://flex.com/resources/how-we-use-real-time-data-analytics-to-manage-complex-supply-chains 1/4 1/21/2021 How we use real-time data analytics to manage complex supply chains | Flex OPPOSER'S EXHIBIT E.2 transformation.

Where are some of the first areas and functions in the company where real-time data has been implemented?

We have more than 1,000 customers and about 1,000 different supply chains that we manage on behalf of customers. Our initial use of Flex Pulse and the associated data was to offer visibility across all the supply chains to the factories and then provide information on how the inventory was being consumed in production. Turning inventory around quicker helps us free up cash flow that we can invest in other parts of our business. Flex Pulse also has given our commodity management teams better insights into inventory trendswhere inventory is currently sourced, where it needs to be sourced and how to group sourcing. We have key suppliers that service many of our customers, and Flex Pulse solutions give us better insights and leverage when we negotiate sourcing with those suppliers. This combination provides us with a competitive advantage in the marketplace.

How has real-time data analysis been deployed elsewhere in Flex? Initially, we focused on the inbound supply chain at a high level, but soon turned our attention to the factory, showing our operations and inventory teams where products were in production and in relation to forecasted orders and ship dates. We then turned our attention to the outbound side of production and performance. Beyond that level, measurements started to focus on yield and production quality through real-time data deployment on the factory floor. We’ve moved away from manual, paper-based reports that tally counts at the end of a shift and away from factory line leaders and supervisors having team meetings to give updates on issues. Now, Flex Pulse extracts and surfaces all that data to dashboards and deploys it right on production lines. It’s very visible and transparent to both management and the production workers themselves.

How did you communicate the real-time process improvements and changes to your employees? What were their biggest questions about it? We launched an internal campaign at our annual leadership conference that highlighted the benefits of Flex Pulse and followed with opening a Flex Pulse™ room at a particular location. Transparency through data has remained a key, consistent message for us. The more data we can surface and use it to understand an operation’s effectiveness benefits everyone. We’re not focused on monitoring a single person’s job; rather, we’re more interested in viewing and managing the data in context and synchronizing each of the functions operating together. We now have approximately 5,000 very engaged users: 82% of the people invited to use it come back after the first month.

Can you give an example of how discoveries from your supply chain analytics were applied elsewhere in the organization? Any instances where real-time data had a major business impact? As we have deployed the platform, we've mainly focused on getting the data as close to real-time as possible, bringing it from a product level to scale across all factories and related customers, so everyone is getting the same level of data and the same experience, whether through a Flex Pulse room or an app on a mobile device. We’ve then used the same extraction technique at additional levels, including the central enterprise data warehouses, the production lines, and production machines. This contextual data layer integration provides us with the full genealogy of the product -- the holy grail in manufacturing.

How does a company like Flex, which is not primarily in the data science business, compete for and retain the best data scientists? When we engage with graduates or experienced professionals, they get to know the breadth of our business and our expertise across numerous industries, with new areas of focus for us such as retail, building and housing. When data scientists realize the scope and breadth of any of those new industries in which we’re investing, it captures their attention and engagement. Not only do they get to do some data mining on the core business, they get to re- imagine businesses. We’re pushing the envelope across industries, and data science and data analytics are key parts of that.

Learn more about how you can bring more visibility and velocity into your supply chain.

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https://flex.com/resources/how-we-use-real-time-data-analytics-to-manage-complex-supply-chains 4/4 Flextronics unveils Flex pulse - a software-based, real time, comprehensive mobile view into supply chain events | Flex OPPOSER'S EXHIBIT E.3

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Flextronics unveils Flex pulse™ -- a software-based, real time, comprehensive mobile view into supply chain events

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Live Data Streams Provide Unprecedented Level of Connected Global Intelligence, Optimizing Supply Chain Efficiency

SAN JOSE, Calif., July 7, 2015 /PRNewswire/ -- Flextronics (NASDAQ: FLEX) has further enhanced its sketch-to-scale service offering with the launch of Flex Pulse, a software-based real time mobile collaboration tool providing unprecedented levels of connected intelligence for managing global supply chains.

"We live in a rapidly changing world, full of disruptive events, technologies and business models," said Mike McNamara, Flextronics CEO. "Today's executives and innovators need to run their businesses intelligently to win, and one of the biggest challenges they face is the management of highly complex, globally-distributed supply chains." He continued, "Flex Pulse provides us with extraordinary real time insight into our supply chain, which allows us to reduce risk and improve the efficiency of any supply chain."

Today's unveiling was held at the Flex Pulse Center, a physical location for groups to collaboratively interact. Located on the Silicon Valley campus of the Flextronics Innovation Center, and within the Flex Customer Experience Center, the Flex Pulse Center monitors all aspects of the Company's global supply chain, while aggregating and parsing global events that might impact supply chain efficiency.

Under the compelling user experience of wall-to-wall touch screens and flowing data visualizations at Flex Pulse Center, Flex Pulse aggregates and interprets live streaming data from multiple sources, including Elementum's supply chain management applications. The resulting intelligence highlights global variables that may impact or disrupt supply chains, facilitating contingency planning and crisis preparedness and response.

The comprehensive customer supply chain view integrates demand, inventory monitoring, manufacturing, quality, outbound transportation and delivery. Live video feeds of global production facilities and integrated videoconferencing capabilities establish direct links with Flextronics sites around the world, to address issues in real time.

Flex Pulse can also be accessed through any computer, tablet or smart phone, and serves as a platform for collaboration between multiple users. The results of collaboration trigger additional actions which are then integrated into the larger Flex

https://flex.com/newsroom/press-releases/flextronics-unveils-flex-pulse-software-based-real-time-comprehensive[2/9/2021 1:11:28 PM] Flextronics unveils Flex pulse - a software-based, real time, comprehensive mobile view into supply chain events | Flex OPPOSER'S EXHIBIT E.3 Pulse platform.

About Flextronics Flextronics is a leading end-to-end supply chain solutions company that delivers design, engineering, manufacturing and logistics services to a range of industries and end-markets, including data networking, telecom, enterprise computing and storage, industrial, capital equipment, appliances, automation, medical, automotive, aerospace and defense, energy, mobile, computing and other electronic product categories. Flextronics is an industry leader with $26 billion in sales, generated from helping customers design, build, ship, and service their products through an unparalleled network of facilities in approximately 30 countries and across four continents. Flextronics service offerings and vertically integrated component technologies optimize customer supply chains by lowering costs, increasing flexibility, and reducing time-to- market.

Renee Brotherton Kevin Kessel Corporate Communications Investor Relations 1 (408) 576-7189 1 (408) 576-7985 [email protected] [email protected]

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To view the original version on PR Newswire, visit:https://www.prnewswire.com/news-releases/flextronics-unveils-flex- pulse----a-software-based-real-time-comprehensive-mobile-view-into-supply-chain-events-300109705.html

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https://flex.com/newsroom/press-releases/flextronics-unveils-flex-pulse-software-based-real-time-comprehensive[2/9/2021 1:11:28 PM] OPPOSER'S EXHIBIT F.1 1/12/2021 Supply Chain Tracking Systems | Benefits of Supply Chain Tracking

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Supply Chain Visibility Solutions

Home >> GPS Tracking Solutions >> Supply Chain Visibility

Problem

The manufacturers give high priority to Supply chain visibility Management Quality Control

Nowadays, the shipments move across various geographies, transfer through integrated supply chains, and change hands frequently. This can increase the possibilities of supply chain delays which may impact the production schedules of the manufacturers.

Most business leaders are choosing IoT to sense and adopt, address regulatory and compliance requirements, improve operational visibility, and respond to competitive pressures. Even though most of the businesses have IoT solutions in place today, approximately 87% of them are looking to expand their use and include more diverse sensor information as part of their data collection process.

Solution

From GPS to sensor logistics, moving beyond simple location tracking

The sensor-based visibility and IOT can enable Risk mitigation Clear up blind spots Help with quick response times

Eelinktech Asset Management – Operations Center has the potential to track your inbound supply chain component’s movement, location and the condition. It can also set the thresholds for humidity, temperature, impact, and ambient light intensity. You can establish geo fencing to determine if your supply chain components are outside of established boundaries.

By attaching an asset tracker to your supply chain shipments, you can manage and monitor your connected assets via Eelinktech Asset Management – Operations Center. The three important uses of sensors are measuring the speed, temperature and asset security.

Eelinktech Supply Chain Asset Management

Eelinktech’s Supply chain tracking solution helps various businesses to monitor a wide range of supply chain assets. By using our Supply chain tracker, you can track, monitor and manage your products. You can also gain visibility about where they are, what they are doing and what is their condition, by realizing eciencies in your supply chain and optimizing your assets’ usage.

Features Benets

Compatible with multiple LTE/LTE-M/NB-IOT/satellite/Wi-Fi/BLE Extensive battery life up to 5 years of one battery charge. devices 

View historical trends of sensor data Respond in near real-time to critical issues  

Devices are available to support the monitoring of location, Use geo fencing to quickly determine if assets are where they temperature, humidity, motion detection, and ambient light intensity should be located

WhatsApp us  https://www.eelinktech.com/gps-tracking-solutions/supply-chain-visibility-solutions/ 1/3 1/12/2021 Supply Chain Tracking Systems | Benefits of Supply Chain Tracking OPPOSER'S EXHIBIT F.1

Sampling of available supply chain tracking devices

Available devices LTE Type GPS Global Wi-Fi BT Rechargeable Motion Impact Vibration Enclosure Temperature Humidity Light Battery Lifetimemessages Battery size

GPT29 Supply Chain Tracker M IP66 4600mAh -3500 Battery Bluetooth Tail Temperature M Repl IP67 5400mAh -2200 Sensor

GPT19 3G Magnetic Tracker M IP66 -1080

Find more devices below

GPT29 LTE Cat-M1 Global supply TK418 CAT-M1/NB-IOT GPS asset GPT12-L NB-IOT/LTE-M GPS Vehicle BT01 Smart Temperature Sensor chain Visibility Tracker For Logging tracking device with Bluetooth low tracking devices For innovative IoT Beacon BLE Bluetooth Low Energy Data on Environmental Conditions energy vehicle and connectivity solutions version 5.0 and Location

The next generation of data as a service, Parameters to be monitored with track and trace

 

GEO LOCATION TEMPERATURE HUMIDITY

Monitor the location of your shipments with GPS We monitor and record the temperature inside a Monitor and verify relative humidity between 0- accuracy. container and notify users whenever the 100% We track the location of air, sea, road and rail temperature surpasses a pre-dened Measure humidity with +/- 3.5 RH accuracy shipments. This lowers security risks as well as it threshold.Track temperature from -15c up to enables organizations to reduce lead times. +50c Measure temperature with +/- 1 degree accuracy .

TILT & Orientation Intrusion detection BOX OPENED

Receive a default tilt alert if a parcel is subject to (Warehouse, Facility) (Cargo, package tracking) a tilt of more than 30 degrees in any direction. By monitoring unauthorised intrusions, theft of Verify that a shipment has not been opened. An Orientation is triggered when the device is inventory can be preventedeliminating the alert is triggered when the tracker is exposed to subject to a rotation greater than 45 degrees. eects of inventory delays and decreasing costs. more than 5.0 LUX

Shock and movement Door opening SHIPMENT MISHANDLED

detection (Containers and Trailers) An Alert triggered if box subject to 0.4 seconds, freefall.. By tracking and recording all shock events We detect and report every door opening, during the journey of a product quality issues alerting organisation about customs clearance can be accounted for and claim management or unauthorised intrusion. becomes easier .

Industries we serve WhatsApp us  https://www.eelinktech.com/gps-tracking-solutions/supply-chain-visibility-solutions/ 2/3 1/12/2021 Supply Chain Tracking Systems | Benefits of Supply Chain Tracking OPPOSER'S EXHIBIT F.1 Eelinktech’s tailored supply chain visibility solutions help to address the supply chain challenges faced by dierent industry sectors:

Air Cargo Monitoring Cold Chain Solutions Industrial Asset Management for Visibility & Security, for Quality & Manufacturing Mixed-Use Resources Risk Management Compliance

Ship condently by air adding Log in-transit environmental The need for timely and Save time and money by Mitigate cargo theft and a one-use smart sensor to conditions continuously for complete deliveries, quality monitoring and managing nancial loss with real-time your cargo. It continuously regulatory compliance with issues, new industry mixed-use equipment and alerts.Honing supply chain logs data throughout real-time monitoring and standards, rising costs – resources, such as pallets, operations by providing transport, across all modes, triggered excursion alerts for they’re all impacting the hand trucks or ladders, that greater visibility insights and transmits the information variations in temperature, supply chains of industrial are onsite and remote in the through real-time data and when there is a cellular humidity, light, shock and manufacturers across the eld. monitoring to eliminate connection. movement down to the globe tracking blind spots across pallet- and package-level. providers and modes.

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From humidity and temperature levels to light and vibration sensitivity, most products need careful regulation. Beyond tracking location, the GPT29 monitoring device senses and reports on the environmental requirements of your cargo. Since regulations are diverse, the GPT29 is customizable for your needs. Thanks to this smart technology, improving supply chain visibility using IoT (internet of things), reporting is easier than ever.

https://www.eelinktech.com/blog/improve-supply-chain-management-with-tracking-device/ 1/3 1/20/2021 Improve Supply Chain Management with Tracking Device - OPPOSER'S EXHIBIT F.2

 +86-15889393211  [email protected]  eelinktech       Why Use Monitoring Devices? Home Products  About Us  Solutions  Support  Tracking Software  Blog Contact Us Overseeing a supply chain company requires attention to detail. Anything can go wrong from one destination to the next. Without a monitoring system, problems persist.This is why you need a supply chain IOT device.

A monitoring system allows you to see what causes an issue. Are products breaking from vibrations or because they aren’t adequately secured during transit? Are packages maintaining the necessary temperature regulations throughout the entire trip?

With a monitoring system in place, you and your employees actively manage problems as they arise. Condition 23 sensors alert you when temperatures are out of their proper range when humidity levels rise, or a sudden drop occurs, and the like. Immediate alerts can prevent irreparable damage. Monitoring systems help ensure product quality, happier customer satisfaction, and accountability with your employees, saving you both time and money.

With the data you collect across your company, you can devise better solutions and improve the efciency and quality of your supply chain. 27

Features of the GPT29 Monitoring Device

Designed to track shipments by road, ight, and sea, the GPT29 device increases the visibility of your supply chain through these features:

Active Management

The GPS device keeps track of its location within 3-5 meters to monitor your products. Along with 4G LTE support and Wi-Fi, your shipments remain secure with near real-time coverage. With this remote access, you can actively manage your assets and collect data to improve operational efciency. Adjust the reporting rate you desire from every minute to every 24 hours.

Condition Monitoring

Many things can happen during transit. Active condition monitoring is essential for supply chain companies to prevent potential damage and improve quality control. With the diverse regulations and specic needs of products, GPT29 allows you to customize alerts for a variety of conditions. Condition sensors include:

Humidity

Temperature

Light

Shock

Vibrations

Tilt & Orientation

Drops

Multiple Device Compatibility

https://www.eelinktech.com/blog/improve-supply-chain-management-with-tracking-device/ 2/3 1/20/2021 Improve Supply Chain Management with Tracking Device - OPPOSER'S EXHIBIT F.2

With the eelinktech platform, you control and manage +86-15889393211 all your devices. [email protected] this single platform, eelinktech you maintain      communications with your entire team and with customers. Home Products  About Us  Solutions  Support  Tracking Software  Blog Contact Us

Security

With a supply chain IoT device, your products are protected from pickup to delivery anywhere across the globe. With a fallback to 2G when 4G is not supported, and with accurate real-time GPS location monitoring, you can rest assured knowing where your products are and their condition. The GPT29 also noties you when the door opens or when an intrusion is detected.

Conclusion

23 Equipping your company with effective monitoring devices saves you time and money by preventing product loss and dissatisfaction from customers. With active management, you reassure your customers, employees, and suppliers that you are doing everything you can to implement and maintain the best possible service.