1 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------ FORM 10-Q/A ------------------------ (MARK ONE) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 27, 1998 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ______________ TO ______________ COMMISSION FILE NUMBER: 0-21272 ------------------------ SANMINA CORPORATION (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE 77-0228183 (STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER INCORPORATION OR ORGANIZATION) IDENTIFICATION NUMBER) 355 EAST TRIMBLE ROAD, SAN JOSE, CA 95131 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) 408/954-5500 (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE) ------------------------ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] As of July 27, 1998, there were 42,110,192 shares outstanding of the issuer's common stock, $0.01 par value. - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 2 SANMINA CORPORATION INDEX PAGE ------ PART I. FINANCIAL INFORMATION Item 1. Interim Financial Statements Condensed Consolidated Statements of Operations............. 3 Condensed Consolidated Balance Sheets....................... 4 Condensed Consolidated Statements of Cash Flows............. 5 Notes to Interim Condensed Consolidated Financial Statements.................................................. 6 - 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.................................................. 8 - 11 PART II. OTHER INFORMATION Item 1. Legal Proceedings........................................... 12 Item 6. Exhibits and Reports on Form 8-K............................ 12 Signature................................................... 13 2 3 SANMINA CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS IN THOUSANDS, EXCEPT PER SHARE DATA (UNAUDITED) THREE MONTHS ENDED NINE MONTHS ENDED -------------------- -------------------- JUNE 27, JUNE 28, JUNE 27, JUNE 28, 1998 1997 1998 1997 -------- -------- -------- -------- Net sales....................................... $197,139 $150,198 $528,392 $409,195 Cost of sales................................... 153,708 117,304 412,658 320,414 -------- -------- -------- -------- Gross profit.......................... 43,431 32,894 115,734 88,781 -------- -------- -------- -------- Operating expenses: Selling, general and administrative........... 11,786 11,244 32,340 29,921 Amortization of goodwill...................... 825 501 2,026 1,504 Merger costs.................................. -- -- 3,945 -- -------- -------- -------- -------- Total operating expenses.............. 12,611 11,745 38,311 31,425 -------- -------- -------- -------- Operating income................................ 30,820 21,149 77,423 57,356 Interest income (expense), net.................. (298) (681) (615) (1,956) -------- -------- -------- -------- Income before provision for income taxes........ 30,522 20,468 76,808 55,400 Provision for income taxes...................... 11,141 7,049 28,046 19,487 -------- -------- -------- -------- Net income...................................... $ 19,381 $ 13,419 $ 48,762 $ 35,913 ======== ======== ======== ======== Earnings per share: Basic......................................... $ 0.46 $ 0.33 $ 1.17 $ 0.89 Diluted....................................... $ 0.40 $ 0.29 $ 1.02 $ 0.78 Shares used in computing per share amounts: Basic......................................... 41,859 40,556 41,508 40,226 Diluted....................................... 50,727 49,348 50,287 49,104 See accompanying notes. 3 4 SANMINA CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS IN THOUSANDS ASSETS JUNE 27, SEPTEMBER 30, 1998 1997 ----------- ------------- (UNAUDITED) Current assets: Cash and cash equivalents................................. $ 25,357 $ 42,345 Short-term investments.................................... 109,522 80,804 Accounts receivable, net.................................. 95,058 77,333 Inventories............................................... 70,874 61,173 Deferred income taxes..................................... 9,115 9,115 Prepaid expenses and other................................ 3,399 6,344 -------- -------- Total current assets.............................. 313,325 277,114 Property, plant and equipment, net.......................... 111,111 89,174 Deposits and other.......................................... 18,927 9,566 -------- -------- $443,363 $375,854 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable.......................................... $ 73,510 $ 56,329 Accrued liabilities....................................... 39,029 36,597 Income taxes payable...................................... 4,737 2,217 -------- -------- Total current liabilities......................... 117,276 95,143 -------- -------- Long-term liabilities: Convertible subordinated notes............................ 95,607 98,250 Other liabilities......................................... 2,961 10,684 -------- -------- Total long-term liabilities....................... 98,568 108,934 -------- -------- Stockholders' equity: Common stock.............................................. 421 410 Additional paid-in capital................................ 97,703 90,805 Unrealized gain on investments............................ 152 81 Retained earnings......................................... 129,243 80,481 -------- -------- Total stockholders' equity........................ 227,519 171,777 -------- -------- $443,363 $375,854 ======== ======== See accompanying notes. 4 5 SANMINA CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS IN THOUSANDS (UNAUDITED) NINE MONTHS ENDED -------------------- JUNE 27, JUNE 28, 1998 1997 -------- -------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income................................................ $ 48,762 $ 35,913 Adjustments to reconcile net income to cash provided by operating activities: Depreciation and amortization.......................... 19,238 14,642 Changes in operating assets and liabilities, net of acquisitions: Accounts receivable.................................. (12,755) (19,186) Inventories.......................................... (5,755) (14,316) Prepaid expenses, deposits and other................. 1,811 311 Accounts payable and accrued liabilities............. 4,578 22,886 Income tax accounts.................................. 2,519 (2,688) -------- -------- Cash provided by operating activities............. 58,398 37,562 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Maturities (purchases) of short-term investments.......... (28,634) 17,333 Purchases of property and equipment, net of acquisitions........................................... (24,162) (30,451) Cash paid for businesses acquired......................... (5,666) (28,988) Proceeds from sale of property and equipment.............. 1,636 102 -------- -------- Cash used for investing activities................ (56,826) (42,004) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Payments on line of credit................................ (7,498) (677) Proceeds from issuance of debt............................ -- 8,032 Repurchase of convertible debt............................ (2,371) -- Payments of long-term liabilities......................... (15,601) (2,425) Proceeds from sale of common stock........................ 6,910 4,686 -------- -------- Cash provided by (used for) financing activities...................................... (18,560) 9,616 -------- -------- Increase (decrease) in cash and cash equivalents............ (16,988) 5,174 Cash and cash equivalents at beginning of period............ 42,345 30,643 -------- -------- Cash and cash equivalents at end of period.................. $ 25,357 $ 35,817 ======== ======== See accompanying notes. 5 6 SANMINA CORPORATION NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 1 -- BASIS OF PRESENTATION The accompanying condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to those rules or regulations. The interim financial statements are unaudited, but reflect all adjustments which are, in the opinion of management, necessary for a fair presentation. All adjustments are of a normal recurring nature. The results of operations for the three or nine months ended June 27, 1998 are not necessarily indicative of the results that may be expected for the year ending September 30, 1998. These condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto for the year ended September 30, 1997 included in the Company's annual report on Form 10-K. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. Actual results could differ from those estimates. NOTE 2 -- ACQUISITIONS In November 1997, the Company acquired Elexsys International, Inc. ("Elexsys") in a merger transaction. Under the terms of the merger agreement, the Company's common stock was exchanged for all of Elexsys' outstanding common stock and employee stock options. Approximately 3.3 million shares of common stock were issued to acquire Elexsys. The merger was accounted for as a pooling of interests, and therefore, all prior periods presented were restated to combine the results of the two companies. A reconciliation of the financial statements for the nine months ended June 28, 1997, to previously reported information is as follows (in thousands): Revenue: Sanmina................................................. $290,974 Elexsys................................................. 118,221 -------- Combined........................................ $409,195 ======== Net Income: Sanmina................................................. $ 29,907 Elexsys................................................. 6,006 -------- Combined........................................ $ 35,913 ======== In February 1998, the Company acquired Pragmatech, Inc. ("Pragmatech") in a stock purchase transaction. The purchase price was approximately $5.7 million. The acquisition, which was accounted for as a purchase, included the payment of cash and the assumption of liabilities. Pro forma statements of operations reflecting the acquisition of Pragmatech are not shown, as they would not differ materially from reported results. NOTE 3 -- PRINCIPLES OF CONSOLIDATION The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated. 6 7 SANMINA CORPORATION NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED) NOTE 4 -- INVENTORIES Inventories, stated at the lower of cost (first-in, first-out method) or market, consist of: (in thousands) JUNE 27, SEPTEMBER 30, 1998 1997 -------- ------------- Raw materials........................................ $38,011 $35,253 Work-in-process...................................... 18,102 13,503 Finished goods....................................... 14,761 12,417 ------- ------- $70,874 $61,173 ======= ======= NOTE 5 -- EARNINGS PER SHARE In the first quarter of fiscal 1998, the Company adopted the provisions of Statement of Financial Accounting Standards (SFAS) No. 128, "Earnings Per Share." SFAS 128 requires the replacement of previously reported primary and fully diluted earnings per share (EPS) as required by Accounting Principles Board Opinion No. 15 (APB 15) with basic earnings per share and diluted earnings per share. Basic EPS was computed by dividing net income by the weighted average number of shares of common stock outstanding during the third quarters and the first nine months of fiscal 1998 and 1997. Diluted EPS for the third quarters and the first nine months of 1997 and 1998 includes dilutive common stock equivalents, using the treasury stock method, and assumes that the convertible debt instruments were converted into common stock, if dilutive. As a result of the adoption of SFAS No. 128, the Company's reported earnings per share for 1997 were restated. NOTE 6 -- STOCK SPLIT On June 10, 1998, the Company effected a two-for-one stock split in the form of a 100 percent stock dividend. Shareholders of record as of May 20, 1998 received one additional share of common stock for every share owned. Share and per share data for all periods presented herein have been adjusted to give effect to the stock split. NOTE 7 -- DERIVATIVES AND HEDGING In June 1998, the Company adopted the provisions of Statement of Financial Accounting Standards (SFAS) No. 133, "Accounting for Derivative Instruments and Hedging Activities." SFAS 133 requires certain accounting and reporting standards for derivative instruments and hedging activities. Because the Company does not engage in derivative or hedging activities, the impact of adopting this standard is considered immaterial. NOTE 8 -- SUBSEQUENT EVENT On July 17, 1998, the Company called for the redemption of its 5 1/2 percent convertible subordinated notes, due 2002. Prior to the redemption, which is expected to occur on August 19, 1998, holders may convert the notes into the Company's common stock at a price of $14.096 per share, or about 70.94 shares per $1,000 principal amount of notes. 7 8 ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS GENERAL Sanmina Corporation ("Sanmina" or the "Company") is a leading independent provider of customized integrated electronics manufacturing services ("EMS"), including turnkey electronic assembly and manufacturing management services, to original equipment manufacturers ("OEM") in the electronics industry. Sanmina's electronics manufacturing services consist primarily of the manufacture of complex printed circuit board assemblies using surface mount ("SMT") and pin through-hole ("PTH") interconnection technologies, the manufacture of custom designed backplane assemblies, fabrication of complex multi-layer printed circuit boards, and testing and assembly of completed systems. In addition to assembly, turnkey manufacturing management also involves procurement and materials management, as well as consultation on printed circuit board design and manufacturability. Sanmina, through its Sanmina Cable Systems (formerly known as "Golden Eagle Systems") subsidiary, also manufactures custom cable assemblies for electronics industry OEMs. Sanmina's manufacturing and assembly plants are located in Northern California, Richardson, Texas, Manchester, New Hampshire, Durham, North Carolina, Guntersville, Alabama, and Dublin, Ireland. Golden Eagle's manufacturing facility is located in Carrollton, Texas. In addition, as a result of the Elexsys merger, Sanmina has added new fabrication and assembly plants in Northern California, Southern California, Nashua, New Hampshire, and Peterborough, England. As a result of the Pragmatech acquisition, Sanmina added new assembly plants in Northern California. Sanmina's operating results are affected by a number of factors, including timing of orders from major customers, mix of products ordered by and shipped to major customers, the volume of orders as related to the Company's capacity, ability to effectively manage inventory and fixed assets, timing of expenditures in anticipation of future sales and the economic conditions in the electronics industry. Operating results can also be significantly influenced by development and introduction of new products by the Company's customers. From time to time, the Company experiences changes in the volume of sales to each of its principal customers, and operating results may be affected on a period-to-period basis by these changes. The Company's customers generally require short delivery cycles, and a substantial portion of the Company's backlog is typically scheduled for delivery within 120 days. Quarterly sales and operating results therefore depend in large part on the volume and timing of bookings received during the quarter, which are difficult to forecast. The Company's backlog also affects its ability to plan production and inventory levels, which could lead to fluctuations in operating results. In addition, a significant portion of the Company's operating expenses is relatively fixed in nature and planned expenditures are based in part on anticipated orders. Any inability to adjust spending quickly enough to compensate for any revenue shortfall may magnify the adverse impact of such revenue shortfall on the Company's results of operations. Results of operations in any period should not be considered indicative of the results to be expected for any future period, and fluctuations in operating results may also result in fluctuations in the price of the Company's common stock. Sanmina's customers are manufacturers in the telecommunications, networking (data communications), industrial and medical instrumentation and computer systems segments of the electronics industry. These industry segments, and the electronics industry as a whole, are subject to rapid technological change and product obsolescence. Discontinuance or modification of products being manufactured by the Company could adversely affect the Company's results of operations. The electronics industry is also subject to economic cycles and has in the past experienced, and is likely in the future to experience, recessionary periods. A general recession in the electronics industry could have a material adverse effect on Sanmina's business, financial condition and results of operations. In addition, the Company has no firm long-term volume commitments from its customers and over the last few years has experienced reduced lead-time in customer orders. In addition, customer orders can be canceled and volume levels can be changed or delayed. The timely replacement of canceled, delayed or reduced orders with new business cannot be assured. There can be no assurance that any of the Company's current customers will continue to use the Company's manufacturing services. The loss of one or more of the Company's principal customers, or reductions in sales to any of such 8 9 customers, could have a material adverse effect on the Company's business, financial condition and results of operations. Sanmina has pursued, and intends to continue to pursue, business acquisition opportunities, particularly when these opportunities have the potential to enable Sanmina to increase its net sales while maintaining operating margin, access new geographic markets, implement Sanmina's vertical integration strategy and/or obtain facilities and equipment on terms more favorable than those generally available in the market. Acquisitions of companies and businesses and expansion of operations involves certain risks, including (i) the potential inability to successfully integrate acquired operations and businesses or to realize anticipated synergies, economies of scale or other value, (ii) diversion of management's attention, (iii) difficulties in scaling up productions at new sites and coordinating management of operations at new sites and (iv) loss of key employees of acquired operations. No assurance can be given that the Company will not incur problems with integrating acquired operations, and there can be no assurance that the Company's recent acquisitions, or any future acquisition will result in a positive contribution to the Company's results of operations. Furthermore, there can be no assurance that the Company will realize value from any such acquisition which equals or exceeds the consideration paid. In addition, there can be no assurance that the Company will realize anticipated strategic and other benefits from expansion of existing operations to new sites. Any such problems could have a material adverse effect on the Company's business, financial condition and results of operations. In addition, future acquisitions may result in dilutive issuances of equity securities, the incurrence of additional debt, large one-time write-offs and the creation of goodwill or other intangible assets that could result in amortization expense. This report contains forward-looking statements within the meaning of Section 72A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The Company's future results from operations could vary significantly from these contemplated by such forward-looking statements as a result of the factors described herein. The financial and other information contained herein should be read in conjunction with the Company's annual report on Form 10-K for the fiscal year ended September 30, 1997. RESULTS OF OPERATIONS In November 1997, the Company completed its acquisition of Elexsys in a transaction that was accounted for as a pooling of interests. Accordingly, results for the third quarter and first nine months of fiscal 1997 have been restated to combine the results of operations of both Sanmina and Elexsys. The following table sets forth, for the three and nine months ended June 27, 1998 and June 28, 1997, certain items as a percentage of net sales. The table and the discussion below should be read in connection with the condensed consolidated financial statements and the notes thereto, which appear elsewhere in this report. THREE MONTHS ENDED NINE MONTHS ENDED ------------------ ------------------ 6/27/98 6/28/97 6/27/98 6/28/97 ------- ------- ------- ------- Net sales...................................... 100.0% 100.0% 100.0% 100.0% Cost of sales.................................. 78.0 78.1 78.1 78.3 Gross Profit................................. 22.0 21.9 21.9 21.7 Selling, general and administrative............ 6.0 7.5 6.1 7.3 Amortization................................... .4 .3 .4 .4 Merger costs................................... -- -- .8 -- Operating income............................. 15.6 14.1 14.6 14.0 Interest income (expense)...................... (.1) (.5) (.1) (.5) Income before income taxes................... 15.5 13.6 14.5 13.5 Provision for income taxes..................... 5.7 4.7 5.3 4.8 Net income..................................... 9.8 8.9 9.2 8.7 9 10 Sales for the third quarter of fiscal 1998 ended June 27, 1998 increased by 31% to $197.1 million from $150.2 million in the corresponding quarter of the prior year. Sales for the nine months ended June 27, 1998 increased by 29% to $528.4 million from $409.2 million in the same period of the prior year. The increase in net sales was due primarily to increased shipments of EMS assemblies to both existing and new customers. The Company experienced growth across the customer base and the four key target markets of telecommunications, data communications, industrial and medical instrumentation and high performance computer systems. The overall increase in net sales reflects the continuing trend toward outsourcing within the electronics industry. For the third quarter of fiscal 1998, and the nine months ended June 27, 1998, approximately 87% of the Company's net sales represented value-added EMS assembly shipments with the remaining portion consisting of printed circuit board fabrication shipments. For fiscal 1997, EMS assembly revenues comprised 78% of Sanmina's revenues. The increase in the percentage of revenues represented by EMS assembly revenues was mainly due to the increased shipments of EMS assemblies to both existing and new customers. Gross margin increased from 21.9% in the third quarter of fiscal 1997 to 22.0% in the third quarter of the current year. Gross margin increased from 21.7% for the first nine months of fiscal 1997 to 21.9% for the first nine months of the current year. The increase in gross margins for the third quarter and the first nine months of fiscal 1998 is a result of normal changes in the mix of products shipped to certain customers and normal changes in customer mix. Due to increased competition, product and customer mix, the Company may experience decreases in gross margins. In addition, synergies achieved through integration of acquired operations, including the former operations of Elexsys have contributed to the increase in gross margins. As the integration of these operations is substantially complete, the Company does not anticipate achieving incremental gross margin improvements as a result of synergies achieved in connection with these acquisitions. In absolute dollars, operating expenses increased from $11.7 million in the third quarter of fiscal 1997 to $12.6 million in the third quarter of fiscal 1998. As a percentage of sales, operating expenses decreased from 7.8% in the third quarter of 1997 to 6.4% in the third quarter of the current year. For the nine months, operating expenses in absolute dollars increased from $31.4 million in fiscal 1997 to $38.3 million in fiscal 1998 and operating expenses as a percentage of sales decreased from 7.7% for the first nine months of fiscal 1997 to 7.3% for the first nine months of fiscal 1998. The first quarter of fiscal 1998 includes a merger charge of $3.9 million. Operating margins increased from 14.1% in the third quarter of 1997 to 15.6% in the third quarter of the current year. The increase in operating margins is primarily attributable to the Company's ability to grow revenues at a faster rate than operating expenses. The relatively constant operating margins reflect the Company's strategy of seeking to grow revenues while maintaining operating margins at relatively constant levels. The dollar increase in selling and general and administrative expenses was primarily the result of increased expenditures to support higher sales volume. The Company anticipates that operating expenses will increase in absolute dollars during the next few quarters due to projected additions to the sales force and other administrative expenditures to support higher sales volume. However, operating expenses as a percentage of sales are anticipated to remain relatively constant or decrease depending upon sales volume and the Company's ability to achieve expected operating efficiencies as a result of the integration of the acquired Elexsys operations. For the third quarter of fiscal 1998, the Company reported net interest expense of $298,000 compared to net interest expense of $681,000 for the corresponding quarter of last year. For the first nine months of fiscal 1998, the Company reported net interest expense of $615,000 compared to a net interest expense of $1,956,000 for the first nine months of fiscal 1997. In the first quarter of fiscal 1998, the Company paid approximately $12.8 million of outstanding Elexsys debt. The decrease in outstanding debt resulted in the reduction in interest expense for the first nine months of fiscal 1998. The Company's provision for income taxes for the three and nine month period ended June 27, 1998 is based upon the Company's estimate of the effective tax rate for fiscal 1998 of 36.5%. For the quarter ended June 28, 1997, the Company's effective tax rate was 34.4% which reflects the utilization of Elexsys' net operating loss carryforwards. 10 11 LIQUIDITY AND CAPITAL RESOURCES Cash, cash equivalents, and short-term investments as of June 27, 1998 were $134.9 million as compared to $123.1 million at September 30, 1997. The increase was mainly attributable to the cash generated from operations. For the nine months ending June 27, 1998, cash generated from operations was $58.4 million compared to $37.6 million for the same period of fiscal 1997. The increase between years primarily relates to the timing of cash flows for receivables and payables. Working capital increased to $196.0 million as of June 27, 1998 compared to $182.0 million at September 30, 1997. Net cash used for investing activities for the first nine months of fiscal 1998 primarily related to the purchase of short-term investments and equipment for which the Company paid a total of approximately $52.8 million in cash. Additionally, on February 23, 1998, the Company paid approximately $5.7 million in cash to acquire Pragmatech. Net cash used for financing activities for the first nine months of fiscal year 1998 related to the repayment of approximately $23.1 million in outstanding debt. The proceeds from the sale of common stock, $10.5 million, were offset by $15.6 million paid for other long-term liabilities. The Company anticipates that its working capital requirements will increase in order to support anticipated volumes of business. Additionally, the Company expects to make additional capital expenditures relating to facility and equipment enhancements as well as information systems upgrades in existing facilities. Future liquidity needs will be dependent upon, among other factors, the extent of capital investments made by the Company in plant and equipment, working capital needs of acquired businesses, levels of shipments by the Company and changes in volumes of business and other factors. The Company believes that its existing cash resources, together with cash generated from operations, will be sufficient to meet the Company's liquidity and working capital requirements through at least the end of the current fiscal year. The Company is in the process of addressing internal and external year 2000 issues. Based on its review of these matters to date, the Company does not believe that these issues will have a material adverse effect on either the business, financial condition, or results of operations of the Company. In particular, the Company does not anticipate material expenditures for upgrading information systems to address year 2000 concerns. 11 12 PART II. OTHER INFORMATION ITEM 1: LEGAL PROCEEDINGS The Company is not currently a party to any material pending legal proceedings. ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K a) Exhibits EXHIBIT NUMBER DESCRIPTION ------- ----------- 27.4 Financial Data Schedule -- September 30, 1997 b) Reports on Form 8-K The Company did not file any reports on Form 8-K for the quarter ended June 27, 1998. 12 13 SIGNATURE Pursuant to the Requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Sanmina Corporation (Registrant) Date: August 6, 1998 By: /s/ RANDY W. FURR ------------------------------------ Randy W. Furr President and Chief Operating Officer By: /s/ BERNARD J. WHITNEY ------------------------------------ Bernard J. Whitney Chief Financial Officer 13 14 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION ------- ----------- 27.4 Financial Data Schedule -- September 30, 1997 14