8-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) April 21, 2003

SANMINA-SCI CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

Delaware	000-21272	77-0228183
(State or Other Jurisdiction of Incorporation)	(Commission File No.)	(IRS Employer Identification No.)

2700 NORTH FIRST STREET
SAN JOSE, CALIFORNIA 95134

(Address of Principal Executive Offices) (Zip Code)

(408) 964-3500

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

TABLE OF CONTENTS

	ITEM 9. REGULATION FD DISCLOSURE
	ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
SIGNATURE
EXHIBIT INDEX
EXHIBIT 99

ITEM 9. REGULATION FD DISCLOSURE

     The following information is furnished pursuant to Item 9, “Regulation FD Disclosure” and Item 12, “Disclosure of Results of Operations and Financial Condition.”

     On April 21, 2003, Sanmina-SCI Corporation issued a press release announcing financial results for its second fiscal quarter. The press release is attached as Exhibit 99 to this Form 8-K.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

     (c)  Exhibits.

Exhibit No.	Description
Exhibit 99	Press Release issued by Sanmina-SCI Corporation on April 21, 2003

SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

	SANMINA-SCI CORPORATION
	By:
		/s/ Rick R. Ackel
		Rick R. Ackel Executive Vice President and Chief Financial Officer
Date: April 21, 2003

EXHIBIT INDEX

Exhibit No.	Description
Exhibit 99	Press Release issued by Sanmina-SCI Corporation on April 21, 2003

EX-99 3 f89378exv99.htm EXHIBIT 99

Exhibit 99

CONTACTS:
Rick Ackel
EVP, Chief Financial Officer
Paige Bombino
Investor Relations
(408) 964-3610

FOR IMMEDIATE RELEASE

SANMINA-SCI ANNOUNCES SECOND QUARTER 2003 RESULTS

SAN JOSE, CA (April 21, 2003) — Sanmina-SCI Corporation (NASDAQ NM: SANM), a leading supplier of integrated design and electronics manufacturing solutions (EMS), today reported financial results for its second quarter and six months ended March 29, 2003. The corresponding GAAP financial information and a reconciliation from pro forma to GAAP is contained in the attached financials, and available on the Investor Relations section of our website at www.sanmina-sci.com.

Second quarter fiscal 2003 highlights include:

• REVENUES OF $2.44 BILLION AND CASH EPS OF $0.00, IN LINE WITH COMPANY GUIDANCE

• SG&A EXPENSE OF $77 MILLION, A DECREASE OF 7% VERSUS Q1:03

• CASH FLOW FROM OPERATIONS APPROXIMATELY $136 MILLION

• SANMINA-SCI AND IBM SUCCESSFULLY COMPLETE TRANSACTION

Summary of Proforma Financial Results
(Excluding merger and integration, restructuring and other infrequent or unusual charges. The six months ended March 30, 2002 include Q1:02 results of operations from SCI Systems as if combined as of the beginning of the period beginning with the close of merger on December 6, 2001.)

(Thousands, except per share data)	Q2:03			Q2:02			6MOS03			6MOS02
Revenues	$	2,443,553		$	2,411,241		$	4,980,514		$	4,817,468
Operating margin		1.1	%		0.9	%		1.0	%		1.2	%
Operating income	$	25,870		$	22,324		$	49,926		$	57,986
Net income (loss)		($3,997	)	$	132			($2,617	)	$	7,434
Cash Net Income		1,119			6,074			7,892			20,124
Cash EPS – basic	$	0.00		$	0.01		$	0.02		$	0.04
Cash EPS – diluted	$	0.00		$	0.01		$	0.02		$	0.04

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Sanmina-SCI Corporation
April 21, 2003
Page 2

Summary of Financial Results on a GAAP Basis
(Includes merger and integration, restructuring and other infrequent or unusual charges. The six months ended March 30, 2002 include Q1:02 results of operations from SCI Systems beginning with the close of merger on December 6, 2001.)

(Thousands, except per share data)	Q2:03			Q2:02			6MOS03			6MOS02
Revenues	$	2,443,553		$	2,411,241		$	4,980,514		$	3,541,702
Operating margin		(0.7	%)		(1.2	%)		(0.6	%)		(2.6	%)
Operating income (loss)		($18,042	)		($29,573	)		($30,475	)		($92,622	)
Net income (loss)		($31,821	)		($39,314	)		($39,330	)		($84,537	)
EPS – basic		($0.06	)		($0.08	)		($0.08	)		($0.19	)
EPS – diluted		($0.06	)		($0.08	)		($0.08	)		($0.19	)

Results in Line with Guidance
For the second quarter ended March 29, 2003, Sanmina-SCI reported pro forma revenues of $2.44 billion, compared to pro forma revenues of $2.41 billion in the second quarter last year. Reflecting management’s ongoing cost control program, selling, general and administrative expense of $77.2 million decreased 7% from the prior quarter ended December 28, 2002.

On a pro forma basis, the company reported cash net income of $1.12 million and $0.00 cash earnings per share for the second quarter ended March 29, 2003. This compares to cash net income of $6.07 million and earnings per share of $0.01 in the same period last year. Pro forma financial results do not include merger, restructuring or other infrequent or unusual charges.

During the quarter, the company repurchased at a discount approximately $26 million of its Zero Coupon Convertible Subordinated Notes. After taking into account interest accruals associated with the Zero Coupon Subordinated Notes, upon exercise of redemption rights by Zero Coupon Note holders, the debt reduction of the convertible debt was approximately $28 million and since the beginning of September the company has reduced its shorter term bond debt coming due in 2004 and 2005 by approximately $366 million, or approximately 29%.

Cash provided by operations was approximately $136 million. At March 29, 2003, the company reported $1.4 billion in cash and short-term investments. At quarter-end, the company reported a current ratio of 2.4, working capital of $2.6 billion and stockholders’ equity of $3.4 billion.

Management Underscores Commitment to Growth and Profitability
Jure Sola, Chairman and Chief Executive Officer of Sanmina-SCI, said, “This was a challenging quarter primarily due to seasonality and the uncertainty of current world affairs, however, we believe that our key markets are showing signs of stability. Our focus throughout this challenging period has been to diversify and expand our customer partnerships, strengthening our foundation for growth. The entire Sanmina-SCI team is committed to growing our base business, aligning capacity with demand, and improving our operating performance. The significant reduction in our selling, general and administrative expenses this quarter underscores the company’s commitment to rationalizing our cost structure.

“We believe Sanmina-SCI is well positioned to capitalize on improvements in our customer end markets. Our leadership is built upon world-class technology, an entrepreneurial culture, and a disciplined, highly talented management team. We are unyielding in our focus on the fundamentals that drive our business – flexibility, customer responsiveness, quality products delivered on time, and excellence in manufacturing. With our market-focused strategy, which

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Sanmina-SCI Corporation
April 21, 2003
Page 3

leverages our expertise in manufacturing systems for specific key markets, we have created a world-class infrastructure of support services and successfully realigned our operations to provide customers improved efficiencies. As a result, we are successfully expanding our customer base and increasing our market share.”

Company Outlook
Sanmina-SCI projects third quarter fiscal 2003 revenue to be approximately $2.55 billion to $2.70 billion, and cash earnings per share to be between $0.00 to $0.02 before merger, restructuring and other infrequent or unusual charges.

Company Conference Call Information
Sanmina-SCI will be holding a conference call regarding this announcement today at 5:00 p.m. EDT (2:00 p.m. PDT). The access numbers are: domestic 877-273-6760 and international: 706-634-6605. The conference will be broadcast live over the Internet. Log onto the live webcast at http://www.firstcallevents.com/service/ajwz378550571gf12.html. Replay of today’s conference call will be available for 48-hours. The access numbers are: domestic 800-642-1687 and international: 706-645-9291, access code: 9567156.

About Sanmina-SCI
Sanmina-SCI Corporation is a leading electronics contract manufacturer serving the fastest-growing segments of the global electronics manufacturing services (EMS) market. Recognized as a technology leader, Sanmina-SCI provides end-to-end manufacturing solutions, delivering unsurpassed quality and support to large OEMs primarily in the communications, defense and aerospace, industrial and medical instrumentation, computer technology and multimedia sectors of the market. Sanmina-SCI has facilities strategically located in key regions throughout the world. More information regarding the company is available at www.sanmina-sci.com.

Sanmina-SCI Safe Harbor Statement
The foregoing, including the discussion regarding the company’s future prospects, contains certain forward-looking statements that involve risks and uncertainties, including uncertainties associated with economic conditions in the electronics industry, particularly in the principal industry sectors served by the company, changes in customer requirements and in the volume of sales to principal customers, the ability of Sanmina-SCI to effectively assimilate acquired businesses and achieve the anticipated benefits of its acquisitions, and competition and technological change. The company’s actual results of operations may differ significantly from those contemplated by such forward-looking statements as a result of these and other factors, including factors set forth in the company’s 2002 Annual Report on Form 10-K filed on December 4, 2002 and 10-Q filed with the Securities Exchange Commission on February 11, 2003.

- FINANCIAL TABLES FOLLOW -

Sanmina — SCI Corporation
Pro forma Consolidated Statements of Operations
(Excluding merger, restructuring and other infrequent or unusual charges)
(in thousands, except per share data)
(unaudited)

		Three Months Ended						Six Months Ended
		March 29,			March 30,			March 29,			March 30,
		2003			2002			2003			2002
Net sales		$	2,443,553		$	2,411,241		$	4,980,514		$	4,817,468
Cost of sales			2,338,830			2,309,059			4,766,834			4,605,958
Gross profit			104,723			102,182			213,680			211,510
Operating expenses:
Selling, general and administrative			77,225			78,607			160,517			149,795
Amortization of intangibles			1,628			1,251			3,237			3,729
Total operating expenses			78,853			79,858			163,754			153,524
Operating income			25,870			22,324			49,926			57,986
Other income (expense), net			(31,836	)		(22,117	)		(53,832	)		(46,370	)
Income (loss) before provision for income taxes			(5,966	)		207			(3,906	)		11,616
Provision (benefit) for income taxes			(1,969	)		75			(1,289	)		4,182
Pro forma net income (loss)		$	(3,997	)	$	132		$	(2,617	)	$	7,434
Non-cash charges, net of tax			5,116			5,942			10,509			12,690
Pro forma cash net income		$	1,119		$	6,074		$	7,892		$	20,124
Pro forma earnings (loss) per share:
	Basic earnings (loss) per share	$	(0.01	)	$	0.00		$	(0.01	)	$	0.01
	Diluted earnings (loss) per share	$	(0.01	)	$	0.00		$	(0.01	)	$	0.01
Cash pro forma earnings per share:
	Cash basic EPS	$	0.00		$	0.01		$	0.02		$	0.04
	Cash diluted EPS	$	0.00		$	0.01		$	0.02		$	0.04
Shares used in computing pro forma and cash per share amounts:
	Basic shares		509,735			521,762			509,651			521,692
	Diluted shares		509,735			530,056			509,651			531,600
	Cash Basic shares		509,735			521,762			509,651			521,692
	Cash Diluted shares		511,726			530,056			511,191			531,600

Sanmina — SCI Corporation
Consolidated Statements of Operations
(GAAP)
(in thousands, except for per share data)
(unaudited)

		Three Months Ended						Six Months Ended
		March 29,			March 30,			March 29,			March 30,
		2003			2002			2003			2002
Net sales		$	2,443,553		$	2,411,241		$	4,980,514		$	3,541,702
Cost of sales			2,338,830			2,309,059			4,766,834			3,386,412
Gross profit			104,723			102,182			213,680			155,290
Operating expenses:
Selling, general and administrative			77,225			78,607			160,517			130,595
Amortization of intangibles			1,628			1,251			3,237			2,729
Integration costs			3,963			—			6,359			—
Restructuring costs			39,949			51,897			74,042			114,588
Total operating expenses			122,765			131,755			244,155			247,912
Operating income (loss)			(18,042	)		(29,573	)		(30,475	)		(92,622	)
Other income (expense), net			(29,452	)		(22,117	)		(28,226	)		(31,188	)
Income (loss) before provision for income taxes			(47,494	)		(51,690	)		(58,701	)		(123,810	)
Provision (benefit) for income taxes			(15,673	)		(12,376	)		(19,371	)		(39,273	)
Net income (loss)		$	(31,821	)	$	(39,314	)	$	(39,330	)	$	(84,537	)
Earnings (loss) per share:
	Basic EPS	$	(0.06	)	$	(0.08	)	$	(0.08	)	$	(0.19	)
	Diluted EPS	$	(0.06	)	$	(0.08	)	$	(0.08	)	$	(0.19	)
Shares used in computing per share amounts:
	Basic		509,735			521,762			509,651			448,323
	Diluted		509,735			521,762			509,651			448,323

Sanmina-SCI Corporation
Reconciliation of GAAP net income (loss) to pro forma net income (loss)
and to cash net income
(in thousands)
(unaudited)

	Three Months Ended						Six Months Ended
	March 29,			March 30,			March 29,			March 30,
	2003			2002			2003			2002
Net income (loss) — GAAP basis	$	(31,821	)	$	(39,314	)	$	(39,330	)	$	(84,537	)
Net income (loss) related to SCI for Oct-Nov 2001		—			—			—			(146,010	)
Net income (loss) including SCI for entire period in 2002		(31,821	)		(39,314	)		(39,330	)		(230,547	)
Reconciling items, net of tax:
Losses on operations in process of being closed or pending		—			—			—			10,420
Gain on early extinguishment of debt		(1,597	)		—			(17,156	)
Merger and Integration costs		2,655			—			4,261			19,073
Restructuring and other costs		26,766			39,446			49,608			208,488
Pro forma net income without charges		(3,997	)		132			(2,617	)		7,434
Amortization, net of tax		1,091			798			2,169			2,386
Non-cash interest charges, net of tax		4,025			5,144			8,340			10,304
Pro forma cash net income	$	1,119		$	6,074		$	7,892		$	20,124

Sanmina — SCI Corporation
Condensed Consolidated Balance Sheets
(in thousands)
(GAAP)

			March 29,		September 28,
			2003		2002
			(unaudited)
ASSETS
Current assets:
	Cash and short-term investments		$	1,394,882	$	1,163,674
	Accounts receivable, net			1,509,512		1,394,515
	Inventories, net			1,092,057		1,123,016
	Deferred income taxes			317,139		312,184
	Prepaid and other			130,104		165,649
		Total current assets		4,443,694		4,159,038
Property, plant and equipment, net				1,082,083		1,084,454
Goodwill and intangibles, net				2,188,952		2,148,827
Long-term investments				18,492		73,955
Deposits and other				80,605		51,783
		Total assets	$	7,813,826	$	7,518,057
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
	Current portion of long-term debt		$	10,312	$	265,899
	Accounts payable			1,330,248		1,279,451
	Accrued liabilities and other			401,684		366,500
	Accrued payroll and related benefits			147,877		142,139
		Total current liabilities		1,890,121		2,053,989
Long-term liabilities:
	Convertible subordinated debentures			1,359,816		1,523,010
	Long-term debt			1,080,348		452,321
	Deferred income taxes			21,536		17,184
	Other			61,302		56,838
Total stockholders’ equity				3,400,703		3,414,715
		Total liabilities and stockholders’ equity	$	7,813,826	$	7,518,057

Sanmina-SCI Corporation
Forward Looking Guidance
Three Months Ended June 28, 2003
(in billions, except per share amounts)

Net sales		$2.55 - $2.70
Pro forma cash earnings per share (1)	$	0.00 - $0.02

(1) Forward looking guidance for the third quarter ended June 28, 2003 is provided only on a pro forma cash basis. The comparable GAAP earnings or loss per share amount is not accessible due to inherent difficulties in predicting certain expenses and gains affecting GAAP earnings or loss, such as the amount and timing of Sanmina-SCI’s restructuring costs, as well as debt security repurchases, if any, that could result in gains or losses reported in GAAP earnings.

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