M&A Acquirer Playbook

PLEXUS CORP acquisition history.

Every deal, price, and strategic rationale.

Company PLEXUS CORP

SEC CIK 0000785786

Tracked filings EDGAR · 8-K

Total deals tracked

Disclosed 8-K acquisitions, 1999 — present.

Aggregate disclosed value

$156M

Over $156 million of disclosed cash consideration across 9 acquisitions (1999-2002) — plus three all-stock mergers (SeaMED, Agility, e2E).

Active acquisition years

1999 · 2000 · 2001 · 2002

a concentrated turn-of-the-century build-out, with little disclosed M&A since.

Primary sectors

Electronics manufacturing services (EMS) and product realization

medical electronics (SeaMED), complex PCB assembly and box build (Agility, Shure, Intermec), PCB design/engineering (e2E), and global EMS capacity in Mexico (Elamex), the UK (Keltek), San Diego (Qtron) and Asia (MCMS).

Verified 9 deals on this page · sourced from SEC filings

All cross-references covered.

Timeline

9 deals, $156M deployed.

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

The playbook

The rationale that repeats.

Three patterns show up across PLEXUS's deal book — what the team buys, how it pays, and how it integrates. The patterns are the throughline; the individual deals below are the evidence.

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.

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.

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.

Deal book · 9 acquisitions

The full deal book.

9 acquisitions. Click any row to see the deal value, financing structure, target revenue, executive commentary, and the original SEC filing — the evidence behind the patterns above.

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.

Why it was attractive

01 Medical engineering and regulatory knowledge plus complex higher-level assembly capabilities that broadened Plexus's design and manufacturing services

Capabilities acquired

Medical instrument designdurable electronic medical device manufacturingregulatory expertiseintegrated product development

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

Deal value

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

Terms

AnnouncedMar 1999

ClosedJul 1999

StructureMerger (acquisition)

Considerationall stock

Deal facts

GeographyBothell, Washington (Seattle area), United States

SegmentMedical electronics design & manufacturing services

Integration unitBecame a wholly-owned subsidiary of Plexus; ~162,000 sq ft and ~301 employees in Bothell, Washington at acquisition date

Integration timelineMerger agreement dated March 16, 1999; completed July 23, 1999

Not disclosed in filing Target revenue / EBITDA · Cash impact / synergies

Fundingall stock (pooling of interests).

SEC 8-K · SeaMED Corporation

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.

Why it was attractive

01 Added circuit-board assembly capacity in the Chicago market

Capabilities acquired

Printed circuit board assemblycontract electronics manufacturing

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

Deal value

Cash, at approximately fair market value (amount not separately disclosed)

Terms

Disclosed in 8-KSep 1999

StructureAsset purchase

Considerationall cash

Deal facts

GeographyWheeling, Illinois (Chicago area), United States

SegmentPrinted circuit board assembly manufacturing

Integration unit~25,000 sq ft and ~125 employees in Wheeling, Illinois at acquisition date

Integration timelinePurchased September 1999

Not disclosed in filing Target revenue / EBITDA · Cash impact / synergies

Fundingall cash.

SEC 8-K · Printed circuit board operations of Shure

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

01 Adjacent Pacific Northwest capacity combinable with the existing Bothell operations

Capabilities acquired

Printed circuit board manufacturing

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)

Deal value

Not disclosed

Terms

Disclosed in 8-KDec 1999

StructureAsset purchase

ConsiderationNot disclosed

Financials

Cash impact / synergiesCombined with Plexus's existing Bothell, Washington operations

Deal facts

GeographyEverett, Washington, United States

SegmentPrinted circuit board operations

Integration unit~45 employees in Everett, Washington; combined into existing Bothell, Washington operations

Integration timelineAcquired December 1999

Not disclosed in filing Target revenue / EBITDA

Funding(not disclosed).

SEC 8-K · Printed circuit board operations of Intermec Technologies Corporation

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.

Why it was attractive

01 Complex PCB assembly with full box and system build capability and net sales of about $21 million

Capabilities acquired

Complex printed circuit board assemblybox buildsystem build

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

Deal value

Stock merger; Plexus issued an aggregate of 374,997 shares of common stock

Terms

AnnouncedMar 2000

ClosedApr 2000

StructureMerger (acquisition)

Considerationall stock

Financials

Target revenue / EBITDANet sales of $21.3 million for fiscal year ended December 31, 1999

Deal facts

GeographyAyer, Massachusetts, United States

SegmentComplex printed circuit board assembly / box & system build

Integration unitBecame a wholly-owned subsidiary; ~25,000 sq ft and ~98 employees in Ayer, Massachusetts at acquisition date

Integration timelineMerger agreement dated March 3, 2000; completed April 28, 2000; prior period statements not restated (immaterial)

Not disclosed in filing Cash impact / synergies

Fundingall stock (pooling of interests).

SEC 8-K · Agility

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.

Why it was attractive

01 Established a sizable low-cost Mexican manufacturing footprint via a turnkey EMS carve-out

Capabilities acquired

Turnkey electronic contract manufacturingMexico-based low-cost production

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

Deal value

$53.7M

US $53.7 million (cash), subject to net-book-value adjustment

Terms

AnnouncedMar 2000

ClosedMay 2000

StructureAsset/stock purchase (carve-out)

Considerationall cash

Deal facts

GeographyJuarez, Mexico

SegmentTurnkey electronic contract manufacturing

Integration unit~250,000 sq ft and ~1,394 employees in Juarez, Mexico at acquisition date; accounted for using the purchase method

Integration timelineStock Purchase Agreement dated March 30, 2000; completed May 23, 2000

Not disclosed in filing Target revenue / EBITDA · Cash impact / synergies

Fundingall cash.

SEC 8-K · Turnkey electronic contract manufacturing operations of Elamex

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.

Why it was attractive

01 Established UK/European manufacturing capacity expanding Plexus's geographic reach

Capabilities acquired

Electronics manufacturing servicesUK/European contract manufacturing

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

Deal value

$29.4M

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)

Terms

AnnouncedJun 2000

ClosedJul 2000

StructureFull acquisition (share purchase)

Considerationcombination

Deal facts

GeographyKelso, Scotland and Maldon, England, United Kingdom

SegmentElectronics manufacturing services (EMS)

Integration unitBecame an indirect wholly-owned subsidiary via Plexus Corp. Limited; ~77,000 sq ft and ~461 employees in Kelso, Scotland and Maldon, England

Integration timelineShare Purchase Agreement dated June 26, 2000; completed July 14, 2000; loan notes due December 31, 2005

Not disclosed in filing Target revenue / EBITDA · Cash impact / synergies

Fundingcombination (cash + assumed obligations + loan notes).

SEC 8-K · Keltek (Holdings) Limited

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.

Why it was attractive

01 More than 100 engineers/designers across seven domestic design centers
02 deepening front-end product realization services

Capabilities acquired

Printed circuit board designengineering servicesproduct realization / design centers

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

Deal value

$1.0M

Stock merger; Plexus issued 462,625 shares of common stock; ~$1.0 million merger costs expensed

Terms

Disclosed in 8-KDec 2000

StructureMerger (acquisition)

Considerationall stock

Deal facts

GeographyHillsboro/Portland, Oregon; Nashua, New Hampshire; San Diego; and other domestic design centers, United States

SegmentPrinted circuit board design & engineering services

Integration unit~33,000 sq ft and ~127 employees; design centers in Portland, Oregon, Nashua, New Hampshire and 8 other small offices

Integration timelineCompleted December 21, 2000; pooling of interests, prior results not restated (immaterial)

Not disclosed in filing Target revenue / EBITDA · Cash impact / synergies

Fundingall stock (pooling of interests).

SEC 8-K · e2E Corporation

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.

Why it was attractive

01 Added a San Diego EMS operation and ~279 employees

Capabilities acquired

Electronics manufacturing servicescontract electronics assembly

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

Deal value

$29.0M

Approximately $29.0 million in cash; repaid $3.6 million Qtron notes payable to shareholders; assumed liabilities of $28.6 million

Terms

Disclosed in 8-KMay 2001

StructureFull acquisition (stock purchase)

Considerationall cash

Deal facts

GeographySan Diego, California, United States

SegmentElectronics manufacturing services (EMS)

Integration unit~163,000 sq ft and ~279 employees in San Diego, California at acquisition date; purchase method of accounting

Integration timelineCompleted May 23, 2001

Not disclosed in filing Target revenue / EBITDA · Cash impact / synergies

Fundingall cash.

SEC 8-K · Qtron

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.

Why it was attractive

01 Established Plexus's initial Asian manufacturing presence (Malaysia and China) plus a Nampa
02 Idaho facility
03 acquired out of Chapter 11 without interest-bearing debt

Capabilities acquired

Electronics manufacturing servicesAsian (China/Malaysia) manufacturing capacity

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

Deal value

$45M

Base purchase price of $45 million plus specified assumed liabilities (cash), subject to working-capital adjustments

Terms

AnnouncedNov 2001

ClosedJan 2002

StructureAsset purchase (chapter 11 / section 363 sale)

Considerationall cash

Deal facts

GeographyPenang, Malaysia; Xiamen, China; Nampa, Idaho

SegmentElectronics manufacturing services (EMS) - Asia entry

Integration unitIncludes the stock of MCMS's Chinese and Malaysian subsidiaries; established initial Asian manufacturing presence

Integration timelineAsset Purchase Agreement dated November 28, 2001; bankruptcy-court approved; completed January 8, 2002

Not disclosed in filing Target revenue / EBITDA · Cash impact / synergies

Fundingall cash.

SEC 8-K · MCMS

End of deal book

9 acquisitions · $156M deployed ·1999 — present

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9 deals, $156M deployed.

The rationale that repeats.

A geographic build-out, not a roll-up.

Buying capability as much as capacity.

Stock for capability, cash for capacity.

The full deal book.

Put VectorShift to workon every deal.

Put VectorShift to work
on every deal.