EXHIBIT 99.2
NOTICE OF GUARANTEED DELIVERY
SANMINA-SCI CORPORATION
OFFER FOR ALL OUTSTANDING
10.375% SENIOR SECURED NOTES DUE JANUARY 15, 2010 AND ASSOCIATED GUARANTEES
IN EXCHANGE FOR
10.375% SENIOR SECURED NOTES DUE JANUARY 15, 2010 AND ASSOCIATED GUARANTEES,
WHICH HAVE BEEN REGISTERED
UNDER THE SECURITIES ACT OF 1933, AS AMENDED
PURSUANT TO THE PROSPECTUS, DATED ____________, 2003
- --------------------------------------------------------------------------------
THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON
_________________, 2003, UNLESS EXTENDED. TENDERS OF ORIGINAL NOTES MAY BE
WITHDRAWN AT ANY TIME PRIOR TO 5:00 P.M., NEW YORK CITY TIME, ON THE EXPIRATION
DATE.
- --------------------------------------------------------------------------------
This form or one substantially equivalent hereto must be used to accept
the exchange offer of Sanmina-SCI Corporation, which we refer to as Sanmina-SCI
in this notice, made pursuant to the prospectus, dated ____________, 2003, if
certificates for the outstanding 10.375% Senior Secured Notes due January 15,
2010 of Sanmina-SCI and associated guarantees, which we collectively refer to as
the original notes in this notice, are not immediately available or if the
procedure for book-entry transfer cannot be completed on a timely basis or time
will not permit all required documents to reach U.S. Bank National Association,
as exchange agent, prior to 5:00 p.m., New York City time, on ____________,
2003, unless extended, which we refer to as the expiration date in this notice.
Such form may be delivered or transmitted by facsimile transmission, mail or
hand delivery to the exchange agent as set forth below. In addition, in order to
utilize the guaranteed delivery procedure to tender original notes pursuant to
the exchange offer, a completed, signed and dated letter of transmittal for
original notes held in certificated form (or a facsimile of the letter of
transmittal) or an agent's message instead of a letter of transmittal for
original notes held in book-entry form must also be received by the exchange
agent prior to 5:00 p.m., New York City time, on the expiration date.
Capitalized terms not defined herein shall have the respective meanings ascribed
to them in the prospectus.
The exchange agent for the exchange offer is:
U.S. BANK NATIONAL ASSOCIATION
By Hand and Overnight Delivery or By Facsimile (for eligible
Certified Mail: institutions only):
U.S. Bank (213) 362-7357
Corporate Trust Service
180 East Fifth Street To Confirm by Telephone
St. Paul, MN 55101
Attn: Specialized Finance (213) 362-7338
Sanmina-SCI Corporation
10.375% Senior Secured Notes due January
15, 2010
DELIVERY OF THIS NOTICE TO AN ADDRESS OTHER THAN AS SET FORTH ABOVE OR
TRANSMISSION OF THIS NOTICE VIA FACSIMILE TO A NUMBER OTHER THAN AS SET FORTH
ABOVE WILL NOT CONSTITUTE A VALID DELIVERY.
This notice is not to be used to guarantee signatures. If a signature
on a letter of transmittal is required to be guaranteed by a "Medallion
Signature Guarantor" under the instructions thereto, such signature guarantee
must appear in the applicable space provided in the signature box on the letter
of transmittal.
Ladies and Gentlemen:
The undersigned hereby tenders to Sanmina-SCI, upon the terms and
subject to the conditions set forth in the prospectus and the related letter of
transmittal, receipt of each of which the undersigned hereby acknowledges, the
aggregate principal amount of original notes set forth below, pursuant to the
guaranteed delivery procedures described in the letter of transmittal and under
the caption "The Exchange Offer--Guaranteed Delivery Procedures" in the
prospectus.
________________________________________________________________________________
Aggregate principal amount of original notes tendered (must be in integral
multiples of $1,000)
________________________________________________________________________________
Name(s) of holders
________________________________________________________________________________
Name of eligible guarantor institution guaranteeing delivery
Provide the following information for original notes certificates to be
delivered to the exchange agent:
________________________________________________________________________________
Certificate numbers for original notes tendered
Provide the following information for original notes to be tendered by
book-entry delivery:
________________________________________________________________________________
Name of tendering institution
________________________________________________________________________________
DTC account number
All authority herein conferred or agreed to be conferred shall survive the
death or incapacity of the undersigned, and every obligation of the undersigned
hereunder shall be binding upon the heirs, personal representatives, successors
and assigns of the undersigned.
PLEASE SIGN HERE
x_______________________________________________________________________________
x_______________________________________________________________________________
Signature(s) of owners or Date
authorized signatory
________________________________________________________________________________
Area code and telephone number
Must be signed by the holder(s) of the original notes being tendered as the
name(s) appear(s) on the certificates evidencing such original notes or on a
security position listing, or by person(s) authorized to become registered
holder(s) by endorsement and documents transmitted with this notice of
guaranteed delivery. If signature is by a trustee, executor, administrator,
guardian, attorney-in-fact, officer or other person acting in a fiduciary or
representative capacity, such person must set forth his or her full title below.
Please print name(s) and address(es).
________________________________________________________________________________
________________________________________________________________________________
Name(s):
________________________________________________________________________________
Capacity:
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
Address(es):
GUARANTEE
(not to be used for signature guarantees)
The undersigned, a firm or other entity identified in Rule l7Ad-15
under the United States Securities Exchange Act of 1934, as amended, as an
"Eligible Guarantor Institution," which definition includes: (i) banks (as that
term is defined in Section 3(a) of the Federal Deposit Insurance Act); (ii)
brokers, dealers, municipal securities dealers, municipal securities brokers,
government securities dealers, and government securities brokers, as those terms
are defined under the Act; (iii) credit unions (as that term is defined in
Section 19(b)(1)(A) of the Federal Reserve Act); (iv) national securities
exchanges, registered securities associations, and clearing agencies, as those
terms are used under the Act; and (v) savings associations (as that term is
defined in Section 3(b) of the Federal Deposit Insurance Act), hereby guarantees
to deliver to the exchange agent, within three New York Stock Exchange trading
days after the date of execution of this notice, the original notes tendered
hereby, either: (a) by book-entry transfer, to the account of the exchange agent
at DTC, pursuant to the procedures for book-entry delivery set forth in the
prospectus, together with an agent's message, with any required signature
guarantees, and any other required documents, or (b) by delivering certificates
representing the original notes tendered hereby, together with the properly
completed, dated and duly executed letter of transmittal (or a manually signed
facsimile of the letter of transmittal), with any required signature guarantees,
and any other required documents.
The undersigned acknowledges that it must deliver the original notes
tendered hereby, either (i) in the case of original notes held in book-entry
form, by book-entry transfer into the account of the exchange agent at DTC,
together with an agent's message, and any required signature guarantees and
other required documents, or (ii) in the case of original notes held in
certificated form, by delivering to the exchange agent certificates representing
the original notes tendered hereby, together with the letter of transmittal (or
a manually signed facsimile copy of the letter of transmittal), and any required
signature guarantees and other required documents, in either case, within the
time period set forth above and that failure to do so could result in a
financial loss to the undersigned.
(Please Type or Print)
______________________________________ ______________________________________
(Firm Name) (Authorized Signature)
______________________________________ ______________________________________
(Print or Type Name of Signatory)
______________________________________
(Firm Address) ______________________________________
(Title)
______________________________________ ______________________________________
(Area Code and Telephone Number and (Date)
Fax Number)
DO NOT SEND PHYSICAL CERTIFICATES REPRESENTING ORIGINAL NOTES WITH THIS NOTICE.
SUCH PHYSICAL CERTIFICATES SHOULD BE SENT TO THE EXCHANGE AGENT, TOGETHER WITH A
PROPERLY COMPLETED AND EXECUTED LETTER OF TRANSMITTAL.