-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Ml/44+2riGQdEbL5WZaG9/Fomts1E1tERUwUTZO5IG0y/y8pKe2xN2Z0KBKf8kE5 0J4jLWdeWsxPKIW6nICDxw== 0000891618-99-002960.txt : 19990701 0000891618-99-002960.hdr.sgml : 19990701 ACCESSION NUMBER: 0000891618-99-002960 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990630 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOLECTRON CORP CENTRAL INDEX KEY: 0000835541 STANDARD INDUSTRIAL CLASSIFICATION: PRINTED CIRCUIT BOARDS [3672] IRS NUMBER: 942447045 STATE OF INCORPORATION: DE FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 424B3 SEC ACT: SEC FILE NUMBER: 333-75865 FILM NUMBER: 99656596 BUSINESS ADDRESS: STREET 1: 777 GIBRALTAR DR CITY: MILPITAS STATE: CA ZIP: 95035 BUSINESS PHONE: 4089578500 MAIL ADDRESS: STREET 1: 777 GIBRALTAR DR CITY: MILPITAS STATE: CA ZIP: 95035 424B3 1 FILED PURSUANT TO RULE 424(B)(3) 1 PROSPECTUS SUPPLEMENT FILED PURSUANT TO RULE 424(b)(3) TO PROSPECTUS DATED JUNE 14, 1999 REGISTRATION NO. 333-75865 SOLECTRON CORPORATION $1,656,000,000 LIQUID YIELD OPTION(TM) NOTES (ZERO COUPON - SENIOR) DUE 2019 AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THE LYONs This Prospectus Supplement relates to the resale by the holders (the "Selling Securityholders") of Liquid Yield Option(TM) Notes (Zero Coupon - Senior) due 2019 (the "LYONs") of Solectron Corporation (the "Company") and the shares of Common Stock, par value of $.001 per share (the "Common Stock"), of the Company issuable upon the conversion thereof (the "Conversion Shares"). This Prospectus Supplement should be read in conjunction with the Prospectus dated June 14, 1999, which is to be delivered with this Prospectus Supplement. All capitalized terms used but not defined in the Prospectus Supplement shall have the meanings given them in the Prospectus. The table below sets forth information as of the date hereof about the principal amount at maturity of the LYONs and the underlying common stock beneficially owned by each Selling Securityholder of the LYONs that may be offered using this prospectus. All information concerning beneficial ownership has been furnished by the Selling Securityholders.
Principal Amount at Maturity of LYONs Number of Beneficially Percentage of Shares of Percentage of Owned LYONs Common Stock Common Stock Name That May Be Sold Outstanding That May Be Sold(1) Outstanding(2) ---- ---------------- ------------- ------------------- -------------- American Fidelity Assurance Company $280,000 * 2,092 * Associated Electric & Gas Insurance Services Ltd. $495,000 * 3,699 * Banque Nationale de Paris Georgetown Branch by Banque Nationale de Paris New York Branch $5,000,000 * 37,360 * Blue Cross Blue Shield of Florida $2,150,000 * 16,065 * Calamos Convertible Portfolio--Calamos Advisor Trust $6,000 * 45 * Calamos Strategic Income Fund $130,000 * 971 * CapitalCare, Inc. $155,000 * 1,158 * CareFirst of Maryland, Inc. $1,050,000 * 7,846 * CGCM Market Neutral Fund $300,000 * 2,242 * Chrysleter Corporation Mater Retirement Trust $12,450,000 * 93,026 * City of Birmingham Retirement & Relief System $900,000 * 6,725 * D.E. Shaw $2,500,000 * 18,680 * Delphi Foundation $136,000 * 1,016 * Delta Air Lines Master Trust $5,010,000 * 37,435 * Freestate Health Plan, Inc. $400,000 * 2,989 * General Electric Mortgage Insurance Corporation $525,000 * 3,923 * General Motors Employees Global Group Pension Trust $28,389,000 1.6% 197,179 * Geneal Motors Foundation, Inc. $1,015,000 * 7,584 * Group Hospitalization Medical Services, Inc. $1,000,000 * 7,472 * JP Morgan Securities Inc. $9,600,000 * 71,731 * Lincoln Mutual Life Insurance Company $90,000 * 672 * Lions Club International Foundation $300,000 * 2,242 * Motion Picture Industry Health Plan - Active Member Fund $1,475,000 * 11,021 * Motion Picture Industry Health Plan - Retiree Member Fund $735,000 * 5,492 * Motors Insurance Corporation $6,460,000 * 48,269 * National Union Fire Insurance Co. of Pittsburgh $3,700,000 * 27,646 * OCM Convertible Limited Partnership $365,000 * 2,727 * OCM Convertible Trust $13,730,000 * 102,591 * Partner Reinsurance Company, Ltd. $1,360,000 * 10,182 * Physicians Reciprocal Insurers Account #7 $500,000 * 3,736 * Raytheon Company Master Retirement Trust $6,200,000 * 46,326 * Salomon Smith Barney, Inc. $3,000,000 * 22,416 * SG Cowen Securities $2,000,000 * 14,944 * Southern Farm Bureau Life Insurance Company $550,000 * 4,110 * State Employees' Retirement Fund of the State of Delaware $4,345,000 * 32,466 * State of Connecticut Combined Investment Funds $14,660,000 * 109,540 * The Northwestern Mutual Life Insurance Company $43,500,000 2.6% 325,032 * The Northwestern Mutual Life Insurance Company Group Annuity Separate Account $3,500,000 * 26,152 * Warburg Dillon Read LLC $42,717,000 2.6% 319,181 *
- ------------ * Less than 1% (1) Assumes conversion of all of the holder's LYONs at a conversion rate of 7.472 shares of common stock per $1,000 principal amount at maturity of the LYONs. However, this conversion rate will be subject to adjustment as described under "Description of LYONs - Conversion Right." As a result, the amount of common stock issuable upon conversion of the LYONs may increase or decrease in the future. (2) Calculated based on Rule 13d-3(d)(1) of the Exchange Act using 253,032,261 shares of common stock outstanding as of June 9, 1999. In calculating this amount, we treated as outstanding the number of shares of common stock issuable upon conversion of all of that particular holder's LYONs. However, we did not assume the conversion of any other holder's LYONs. ----------- FOR A DISCUSSION OF CERTAIN FACTORS THAT SHOULD BE CONSIDERED IN CONNECTION WITH AN INVESTMENT IN THE SECURITIES OFFERED HEREBY, SEE "RISK FACTORS" BEGINNING ON PAGE 6 OF THE PROSPECTUS. ----------- THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMIS- SION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. ----------- The date of this Prospectus Supplement is June 30, 1999. - ------------ (TM) Trademark of Merrill Lynch & Co. -----END PRIVACY-ENHANCED MESSAGE-----