Deal Timeline

Plotted by close date where disclosed, otherwise announcement. Select any marker to jump to the deal entry.

The Acquisition Playbook.

Three patterns run through PLEXUS's acquisitions — what it looks for, how it pays, and how it folds in what it buys.

01
Acquisition criteria
A geographic build-out, not a roll-up.
Between 1999 and 2002 Plexus assembled a global manufacturing and design footprint through acquisition - Elamex gave it Juarez, Mexico; Keltek added Kelso, Scotland and Maldon, England; and the MCMS asset purchase established its initial manufacturing presence in Asia with facilities in Penang, Malaysia and Xiamen, China. Each deal extended where Plexus could build rather than simply consolidating a competitor.
SeaMED CorporationPrinted circuit board operations of Shure, IncorporatedPrinted circuit board operations of Intermec Technologies CorporationAgility, IncorporatedTurnkey electronic contract manufacturing operations of Elamex, S.A. de C.V.
02
Capital deployment
Buying capability as much as capacity.
Several deals targeted the front and high-value end of electronics manufacturing services. SeaMED added medical engineering and regulatory expertise; e2E brought more than 100 engineers and designers across seven domestic design centers, deepening Plexus's product realization services; and Agility added complex printed circuit board assembly with full box and system build capability.
SeaMED CorporationPrinted circuit board operations of Shure, IncorporatedPrinted circuit board operations of Intermec Technologies CorporationAgility, IncorporatedTurnkey electronic contract manufacturing operations of Elamex, S.A. de C.V.
03
Integration approach
Stock for capability, cash for capacity.
Plexus repeatedly used pooling-of-interests stock mergers for capability-led targets (SeaMED, Agility, e2E) while paying cash for capacity and physical plants (Elamex at $53.7 million, Keltek at $29.4 million, Qtron at about $29 million, and the $45 million MCMS asset purchase out of Chapter 11). The cash deals were funded from working capital and existing bank facilities.
SeaMED CorporationPrinted circuit board operations of Shure, IncorporatedPrinted circuit board operations of Intermec Technologies CorporationAgility, IncorporatedTurnkey electronic contract manufacturing operations of Elamex, S.A. de C.V.

The Full Deal Book

9 acquisitions — each with the deal value, financing structure, target revenue, and executive commentary where disclosed.

01 SeaMED Corporation · Bothell, Washington (Seattle area), United States Not disclosed
Announced Mar 1999 Closed Jul 1999 All stock
Medical instrument designdurable electronic medical device manufacturingregulatory expertiseintegrated product development

SeaMED Corporation of Bothell, Washington, which designs and manufactures advanced durable electronic medical instruments for established and emerging medical technology companies, combining engineering, manufacturing and regulatory expertise to develop and commercialize advanced medical instruments. SeaMED merged with a wholly-owned subsidiary of Plexus and became a wholly-owned subsidiary. Stock merger; Plexus issued approximately 2,265,822 shares of common stock (0.4-for-1 exchange ratio) plus assumed options for ~171,804 shares.

Why it was attractive
  • Medical engineering and regulatory knowledge plus complex higher-level assembly capabilities that broadened Plexus's design and manufacturing services
SeaMED designs and manufactures advanced durable electronic medical instruments for both established and emerging medical technology companies. With its combination of engineering, manufacturing and regulatory expertise, SeaMED provides integrated solutions to the challenges of developing and commercializing advanced medical instruments.Plexus Corp Form 8-K (period of report July 23 — 1999), Item 2
02 Printed circuit board operations of Shure, Incorporated · Wheeling, Illinois (Chicago area), United States Not disclosed
Closed Sep 1999 All cash
Printed circuit board assemblycontract electronics manufacturing

Certain printed circuit board assembly manufacturing assets located in the Chicago, Illinois area, purchased from Shure Incorporated, an unrelated party. The manufacturing assets consisted principally of inventories and equipment. Operations were in Wheeling, Illinois. Cash, at approximately fair market value (amount not separately disclosed).

Why it was attractive
  • Added circuit-board assembly capacity in the Chicago market
In September 1999, the Company purchased certain printed circuit board assembly manufacturing assets, located in the Chicago, Illinois area, from Shure Incorporated, an unrelated party. The manufacturing assets, consisting principally of inventories and equipment, were purchased at approximately fair market value for cash.Plexus Corp FY1999 Form 10-K405 — Item 1 Business
03 Printed circuit board operations of Intermec Technologies Corporation · Everett, Washington, United States Not disclosed
Closed Dec 1999
Printed circuit board manufacturing

Printed circuit board operations of Intermec Technologies Corporation located in Everett, Washington, acquired in December 1999 and combined with Plexus's existing Bothell, Washington operations.

Why it was attractive
  • Adjacent Pacific Northwest capacity combinable with the existing Bothell operations
December 1999 Printed circuit board operations -- 45 Everett, Washington of Intermec Technologies Corporation (Combined with our existing Bothell, Washington, operations).Plexus Corp FY2001 Form 10-K405 — Item 1 Business (acquisitions table)
04 Agility, Incorporated · Ayer, Massachusetts, United States Not disclosed
Announced Mar 2000 Closed Apr 2000 All stock
Complex printed circuit board assemblybox buildsystem build

Agility, Incorporated of Ayer, Massachusetts, which specializes in the manufacture of complex printed circuit board assemblies along with complete box and system build capabilities. For its fiscal year ended December 31, 1999, Agility had net sales of $21.3 million. Agility merged with a wholly-owned subsidiary of Plexus and became a wholly-owned subsidiary. Stock merger; Plexus issued an aggregate of 374,997 shares of common stock.

Why it was attractive
  • Complex PCB assembly with full box and system build capability and net sales of about $21 million
Agility, of Ayer, Massachusetts, specializes in the manufacture of complex printed circuit board assemblies along with complete box and system build capabilities. For its fiscal year ended December 31, 1999, Agility had net sales of $21.3 million.Plexus Corp Form 8-K (period of report April 28 — 2000), Item 2
05 Turnkey electronic contract manufacturing operations of Elamex, S.A. de C.V. · Juarez, Mexico $53.7M
Announced Mar 2000 Closed May 2000 All cash
Turnkey electronic contract manufacturingMexico-based low-cost production

The turnkey electronic contract manufacturing operations of Elamex, S.A. de C.V. in Juarez, Mexico. Elamex formed two corporations to which it transferred specified assets, operations and liabilities of its turnkey electronic contract manufacturing operations, and Plexus purchased the stock of those acquired companies. The purchase was financed from working capital and Plexus's pre-existing bank lending facility. US $53.7 million (cash), subject to net-book-value adjustment.

Why it was attractive
  • Established a sizable low-cost Mexican manufacturing footprint via a turnkey EMS carve-out
On May 23, 2000, Plexus Corp. completed its previously announced acquisition of the turnkey electronic contract manufacturing operations of Elamex, S.A. de C.V. ... Plexus then purchased the stock of the Acquired Companies for US $53.7 million, subject to adjustment upon the final determination of the net book value of the Acquired Companies. The purchase price was paid in cash.Plexus Corp Form 8-K (period of report May 23 — 2000), Item 2
06 Keltek (Holdings) Limited · Kelso, Scotland and Maldon, England, United Kingdom $29.4M
Announced Jun 2000 Closed Jul 2000 Combination
Electronics manufacturing servicesUK/European contract manufacturing

Keltek (Holdings) Limited, a UK electronics manufacturing services provider, acquired through Plexus Corp. Limited, a wholly-owned Plexus subsidiary, becoming an indirect wholly-owned subsidiary. Operations were located in Kelso, Scotland and Maldon, England. US $29.4 million aggregate (US $18.7M cash to shareholders + ~US $3.6M assumed obligations + US $7.1M loan notes due Dec 31, 2005).

Why it was attractive
  • Established UK/European manufacturing capacity expanding Plexus's geographic reach
On July 14, 2000, Plexus Corp. completed its previously announced acquisition of Keltek (Holdings) Limited ... In the transaction, Plexus paid an aggregate of US $29.4 million. Of that amount, US $18.7 million was paid to Keltek shareholders in cash, Plexus assumed Keltek obligations of approximately US $3.6 million, and Plexus issued (through the subsidiary) loan notes with a principal balance of US $7.1 million.Plexus Corp Form 8-K (period of report July 14 — 2000), Item 2
07 e2E Corporation · Hillsboro/Portland, Oregon; Nashua, New Hampshire; San Diego; and other domestic design centers, United States $1.0M
Closed Dec 2000 All stock
Printed circuit board designengineering servicesproduct realization / design centers

e2E Corporation, a privately held printed circuit board design and engineering service provider for electronic OEMs. The acquisition added more than 100 engineers/designers across seven domestic design centers, including Hillsboro, Oregon; Nashua, New Hampshire; and San Diego. Stock merger; Plexus issued 462,625 shares of common stock; ~$1.0 million merger costs expensed.

Why it was attractive
  • More than 100 engineers/designers across seven domestic design centers
  • deepening front-end product realization services
On December 21, 2000, the Company acquired e2E Corporation through the issuance of 462,625 shares of its common stock. The transaction is being accounted for as a pooling of interests. Costs associated with this merger in the amount of $1.0 million have been expensed as required.Plexus Corp Q1 FY2001 Form 10-Q — Note 5 - Merger
08 Qtron, Inc. · San Diego, California, United States $29.0M
Closed May 2001 All cash
Electronics manufacturing servicescontract electronics assembly

Qtron, Inc., a privately held electronic manufacturing service provider located in San Diego, California. Plexus acquired all of the outstanding shares of Qtron, accounted for using the purchase method of accounting. Approximately $29.0 million in cash; repaid $3.6 million Qtron notes payable to shareholders; assumed liabilities of $28.6 million.

Why it was attractive
  • Added a San Diego EMS operation and ~279 employees
On May 23, 2001, the Company completed its acquisition of Qtron, Inc., a privately held electronic manufacturing service provider located in San Diego, California. The Company acquired all of the outstanding shares of Qtron for approximately $29.0 million in cash, repaid outstanding Qtron notes payable of $3.6 million to Qtron shareholders and assumed liabilities of $28.6 million.Plexus Corp Q3 FY2001 Form 10-Q — Note 5 - Merger and Acquisition
09 MCMS, Inc. (specified assets) · Penang, Malaysia; Xiamen, China; Nampa, Idaho $45M
Announced Nov 2001 Closed Jan 2002 All cash
Electronics manufacturing servicesAsian (China/Malaysia) manufacturing capacity

Specified assets of MCMS, Inc., an EMS provider that had filed for reorganization under Chapter 11; the purchase was approved by the bankruptcy court. The acquired assets included the stock of MCMS's Chinese and Malaysian subsidiaries (facilities in Penang, Malaysia; Xiamen, China; and Nampa, Idaho), establishing Plexus's initial manufacturing presence in Asia. Base purchase price of $45 million plus specified assumed liabilities (cash), subject to working-capital adjustments.

Why it was attractive
  • Established Plexus's initial Asian manufacturing presence (Malaysia and China) plus a Nampa
  • Idaho facility
  • acquired out of Chapter 11 without interest-bearing debt
On January 8, 2002, Plexus Corp. completed its previously announced acquisition of specified assets of MCMS, Inc. pursuant to an Asset Purchase Agreement dated as of November 28, 2001 ... the base purchase price was $45 million, plus the specified assumed liabilities, subject to verifications and future adjustments ... The purchase price was paid in cash.Plexus Corp Form 8-K (period of report January 8 — 2002), Item 2

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