Q2 FY24 Earnings Presentation
Other Cautionary Statements
No Offer or Solicitation
This communication is neither an offer to purchase, nor a solicitation of an offer to sell, subscribe for or buy any securities or the solicitation of any vote in any jurisdiction,
nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of
a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or an exemption therefrom, and otherwise in accordance with
applicable law.
Important Additional Information
Flex and Nextracker have prepared, and Nextracker has filed, a registration statement on Form S-4, that includes a preliminary proxy statement of Flex and also
constitutes a preliminary prospectus of Nextracker. Flex and Nextracker will also file other documents with SEC regarding the Transactions, including the definitive proxy
statement/prospectus. The information in the preliminary proxy statement/prospectus is not complete and may be changed. When available, Flex will mail the definitive
proxy statement/prospectus and other relevant documents to its shareholders as of a record date to be established for voting on the Transactions. This communication is
not a substitute for the definitive proxy statement/prospectus or any other document that Flex will send to its shareholders in connection with the Transactions. INVESTORS
AND SECURITY HOLDERS OF FLEX ARE URGED TO READ THE REGISTRATION STATEMENT, THE PRELIMINARY PROXY STATEMENT/PROSPECTUS, THE DEFINITIVE PROXY
STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE, AND ALL OTHER RELEVANT DOCUMENTS THAT ARE FILED OR WILL BE FILED WITH THE SEC, AS WELL AS ANY
AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT
THE TRANSACTIONS AND RELATED MATTERS.
Copies of the registration statement, the preliminary proxy statement/prospectus, the definitive proxy statement/prospectus and other documents filed by Flex or
Nextracker with the SEC may be obtained, once available, free of charge at the SEC's website at www.sec.gov.
Participants in the Solicitation
Flex, Nextracker and their respective directors, executive officers, other members of management, and employees, under SEC rules, may be deemed to be participants
in the solicitation of proxies of Flex's shareholders in connection with the Transactions. Information regarding the persons who may, under SEC rules, be deemed
participants in the solicitation of Flex's shareholders in connection with the Transactions will be in the registration statement, including the proxy statement/prospectus,
when it is filed with the SEC. Investors and security holders may obtain more detailed information regarding the names and interests in the Transactions of Flex's and
Nextracker's directors and officers in Flex's and Nextracker's filings with the SEC and such information will also be in the registration statement, including the proxy
statement/prospectus, when it is filed with the SEC. These documents can be obtained free of charge at the SEC's website at www.sec.gov.
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