株探米国株
日本語 英語
エドガーで原本を確認する
0000897723false00008977232024-11-042024-11-04

UNITED STATES
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

(November 4, 2024)
Date of Report (date of earliest event reported)

SANMINA CORPORATION
(Exact name of registrant as specified in its charter)
DE
0-21272
77-0228183
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
2700 North First Street
San Jose,
CA
95134
(Address of principal executive offices, including zip code)
(408) 964-3500
(Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading symbol(s)
Name of each exchange on which registered
Common Stock
SANM
NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐







ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On November 4, 2024, Sanmina Corporation (the “Company”) issued the press release attached as Exhibit 99.1 announcing unaudited financial results for its fiscal quarter and year ended September 28, 2024.
The information set forth in this Item 2.02, including the exhibit hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. In addition, the information in this Item 2.02 shall not be incorporated by reference into any registration statement filed under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits.

Exhibit No
Description
104
Cover Page Interactive Data File (embedded within the inline XBRL document)

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
   
  By: /s/ JONATHAN FAUST
    Jonathan Faust
    Executive Vice President and Chief Financial Officer
Date: November 4, 2024  

EX-99.1 2 sanmina_exx991xsep282024.htm EX-99.1 Document
Exhibit 99.1

image_0a.jpg







FINANCIAL NEWS
Sanmina Reports Fourth Quarter and Fiscal 2024 Financial Results

San Jose, CA – November 4, 2024. Sanmina Corporation (“Sanmina” or the “Company”) (NASDAQ: SANM), a leading integrated manufacturing solutions company, today reported financial results for the fourth quarter and fiscal year ended September 28, 2024 and outlook for its fiscal first quarter ending December 28, 2024.

Fourth Quarter Fiscal 2024 Financial Highlights
•Revenue: $2.02 billion
•GAAP operating margin: 4.4%
•GAAP diluted EPS: $1.09
•Non-GAAP(1) operating margin: 5.3%
•Non-GAAP(1) diluted EPS: $1.43
Fiscal Year 2024 Financial Highlights
•Revenue: $7.57 billion
•GAAP operating margin: 4.4%
•GAAP diluted EPS: $3.91
•Non-GAAP(1) operating margin: 5.4%
•Non-GAAP(1) diluted EPS: $5.28
Additional Highlights
•Cash flow from operations: Q4 $52 million and FY’24 $340 million
•Free cash flow(2): $29 million in Q4 and $231 million in FY’24
•Share repurchases: 0.9 million shares for $65 million in Q4 and approximately 4.0 million shares for $227 million in FY’24
•Q4 ending cash and cash equivalents: $626 million
(1)See Schedule 1 below for information regarding the items excluded from and our use of non-GAAP financial measures. A reconciliation of the non-GAAP financial information contained in this release to their most directly comparable GAAP measures is included in the financial statements furnished with this release.
(2)See Condensed Consolidated Cash Flow Statement included in the financial statements furnished with this release.

“We finished the year with solid momentum. Our fourth quarter revenue was up 9.6 percent sequentially, and non-GAAP diluted earnings per share was up 14.3 percent over the prior quarter and exceeded our outlook. We saw growth in the majority of our end-markets, primarily with strength from the communications networks and cloud infrastructure,” stated Jure Sola, Chairman and Chief Executive Officer of Sanmina Corporation.

“Our fiscal year 2024 results were in line with our expectations as we managed a challenging first half with improvements in the second half of the year. While our revenue was impacted for the year, we delivered another solid year of cash flow from operations. Furthermore, we demonstrated our commitment to return value to our shareholders by repurchasing 4 million shares for $227 million in fiscal 2024.”

“The team has done an excellent job navigating the market dynamics and the Company continues to demonstrate resilience. Based on the forecasts from our customers and currently healthy demand levels, we expect fiscal 2025 to be a growth year,” concluded Sola.
First Quarter Fiscal 2025 Outlook
The following outlook is for the fiscal first quarter ending December 28, 2024. These statements are forward-looking and actual results may differ materially.



•Revenue between $1.925 billion to $2.025 billion
•GAAP diluted earnings per share between $1.03 to $1.13
•Non-GAAP diluted earnings per share between $1.30 to $1.40
Safe Harbor Statement
The statements above including our financial outlook for the first quarter fiscal 2025 and expectations for growth in fiscal 2025 generally, constitute forward-looking statements within the meaning of the safe harbor provisions of Section 21E of the Securities Exchange Act of 1934. Actual results could differ materially from those projected in these statements as a result of a number of factors, including adverse changes to the key markets we target; significant uncertainties that can cause our future sales and net income to be variable; reliance on a small number of customers for a substantial portion of our sales; risks arising from our international operations; geopolitical uncertainty, including from the war in Ukraine and conflict in the Middle East; and the other risk factors set forth in the Company's annual and quarterly reports filed with the Securities Exchange Commission.

The Company is under no obligation to (and expressly disclaims any such obligation to) update or alter any of the forward-looking statements made in this earnings release, the conference call or the Investor Relations section of our website whether as a result of new information, future events or otherwise, unless otherwise required by law.
Company Conference Call Information
Sanmina will hold a conference call to review its financial results for the fourth quarter and fiscal year 2024 and outlook for the first quarter of fiscal 2025 on Monday, November 4, 2024 at 4:30 p.m. ET (1:30 p.m. PT). The access numbers are: domestic 800-836-8184 and international 646-357-8785. The conference will also be webcast live over the Internet. You can log on to the live webcast at Q4'24 Earnings. Additional information in the form of a slide presentation is available on Sanmina’s website at www.sanmina.com. A replay of the conference call will be available for 48-hours. The access numbers are: domestic 888-660-6345 and international 646-517-4150, access code is 88946#.
About Sanmina
Sanmina Corporation, a Fortune 500 company, is a leading integrated manufacturing solutions provider serving the fastest growing segments of the global Electronics Manufacturing Services (EMS) market. Recognized as a technology leader, Sanmina provides end-to-end manufacturing solutions, delivering superior quality and support to Original Equipment Manufacturers (OEMs) primarily in the industrial, medical, defense and aerospace, automotive, communications networks and cloud infrastructure markets. Sanmina has facilities strategically located in key regions throughout the world. More information about the Company is available at www.sanmina.com.
Sanmina Contact
Paige Melching
SVP, Investor Communications
408-964-3610



Sanmina Corporation
Condensed Consolidated Balance Sheets
(in thousands)
(GAAP)
(Unaudited)
September 28,
2024
September 30,
2023
ASSETS
Current assets:
Cash and cash equivalents $ 625,860 $ 667,570
Accounts receivable, net 1,337,562 1,230,771
Contract assets 384,077 445,757
Inventories 1,335,744 1,477,223
Prepaid expenses and other current assets 79,301  58,249 
Total current assets 3,762,544  3,879,570 
Property, plant and equipment, net 616,067 632,836
Deferred tax assets 160,703 177,597
Other 175,646  183,965 
Total assets $ 4,714,960  $ 4,873,968 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 1,485,484 $ 1,612,833
Accrued liabilities 196,681 267,148
Accrued payroll and related benefits 133,129 127,406
Short-term debt, including current portion of long-term debt 17,500  25,945 
Total current liabilities 1,832,794  2,033,332 
Long-term liabilities:
Long-term debt 299,823 312,327
Other 220,835  209,684 
Total long-term liabilities 520,658  522,011 
Stockholders' equity 2,361,508  2,318,625 
Total liabilities and stockholders' equity $ 4,714,960  $ 4,873,968 



Sanmina Corporation
Condensed Consolidated Statements of Income
(in thousands, except per share amounts)
(GAAP)
(Unaudited)
Three Months Ended Twelve Months Ended
September 28,
2024
September 30,
2023
September 28,
2024
September 30,
2023
Net sales $ 2,017,505  $ 2,052,019  $ 7,568,328  $ 8,935,048 
Cost of sales 1,846,212  1,878,591  6,927,899  8,191,837 
Gross profit 171,293  173,428  640,429  743,211 
Operating expenses:
Selling, general and administrative 70,490  62,124  266,194  255,072 
Research and development 8,243  7,715  28,514  26,427 
Restructuring 2,970  4,323  10,227  6,054 
Total operating expenses 81,703  74,162  304,935  287,553 
Operating income 89,590  99,266  335,494  455,658 
Interest income 2,799  3,910  12,440  13,595 
Interest expense (5,047) (8,257) (29,183) (36,290)
Other expense (564) (8,168) (1,216) (20,156)
Interest and other, net (2,812) (12,515) (17,959) (42,851)
Income before income taxes 86,778  86,751  317,535  412,807 
Provision for income taxes 19,438  21,396  79,784  85,294 
Net income before noncontrolling interest 67,340  65,355  237,751  327,513 
     Less: Net income attributable to noncontrolling interest 5,959  3,514  15,215  17,543 
Net income attributable to common shareholders $ 61,381 $ 61,841 $ 222,536 $ 309,970
Net income attributable to common shareholders per share:
Basic $ 1.12  $ 1.08  $ 4.00  $ 5.36 
Diluted $ 1.09  $ 1.04  $ 3.91  $ 5.18 
Weighted-average shares used in computing per share amounts:
Basic 54,783  57,406  55,592  57,847 
Diluted 56,235  59,178  56,970  59,815 



Sanmina Corporation
Reconciliation of GAAP to Non-GAAP Measures
(in thousands, except per share amounts)
(Unaudited)
Three Months Ended Twelve Months Ended
September 28,
2024
June 29,
2024
September 30,
2023
September 28,
2024
September 30,
2023
GAAP Operating income $ 89,590  $ 82,367  $ 99,266  $ 335,494  $ 455,658 
GAAP Operating margin 4.4  % 4.5  % 4.8  % 4.4  % 5.1  %
Adjustments:
Stock compensation expense (1) 15,489  14,682  12,942  57,407  50,402 
Amortization of intangible assets —  —  1,342  —  2,493 
Distressed customer charges (recoveries) (2) —  (2,500) —  1,799  — 
Legal and other (3) (720) 500  —  1,130  5,170 
Restructuring 2,970  1,793  4,323  10,227  6,054 
Non-GAAP Operating income $ 107,329  $ 96,842  $ 117,873  $ 406,057  $ 519,777 
Non-GAAP Operating margin 5.3  % 5.3  % 5.7  % 5.4  % 5.8  %
GAAP Net income attributable to common shareholders $ 61,381  $ 51,602  $ 61,841  $ 222,536  $ 309,970 
Adjustments:
Operating income adjustments (see above) 17,739  14,475  18,607  70,563  64,119 
Legal and other (3) —  —  —  (4,967) (3,630)
Adjustments for taxes (4) 1,175  4,751  3,526  12,736  3,771 
Non-GAAP Net income attributable to common shareholders $ 80,295  $ 70,828  $ 83,974  $ 300,868  $ 374,230 
GAAP Net income attributable to common shareholders per share:
Basic $ 1.12  $ 0.93  $ 1.08  $ 4.00  $ 5.36 
Diluted $ 1.09  $ 0.91  $ 1.04  $ 3.91  $ 5.18 
Non-GAAP Net income attributable to common shareholders per share:
Basic $ 1.47  $ 1.28  $ 1.46  $ 5.41  $ 6.47 
Diluted $ 1.43  $ 1.25  $ 1.42  $ 5.28  $ 6.26 
Weighted-average shares used in computing per share amounts:
Basic 54,783  55,466  57,406  55,592  57,847 
Diluted 56,235  56,711  59,178  56,970  59,815 
(1) Stock compensation expense
Cost of sales $ 4,700  $ 4,327  $ 3,978  $ 17,493  $ 16,763 
Selling, general and administrative 10,461  10,082  8,747  38,867  32,781 
Research and development 328  273  217  1,047  858 
Total $ 15,489  $ 14,682  $ 12,942  $ 57,407  $ 50,402 
(2) Relates to accounts receivable and inventory write-downs (recoveries) associated with distressed customers.
(3) Represents expenses, charges and recoveries associated with certain legal and other matters.
(4) GAAP provision for income taxes $ 19,438  $ 19,900  $ 21,396  $ 79,784  $ 85,294 
Adjustments:
Tax impact of operating income adjustments 1,550  1,303  2,645  7,415  7,736 
Discrete tax items 2,925  1,462  1,210  3,425  12,930 
Deferred tax adjustments (5,650) (7,516) (7,381) (23,576) (24,437)
Subtotal - adjustments for taxes (1,175) (4,751) (3,526) (12,736) (3,771)
Non-GAAP provision for income taxes $ 18,263  $ 15,149  $ 17,870  $ 67,048  $ 81,523 




Q1 FY25 Earnings Per Share Outlook*: Q1 FY25 EPS Range
Low High
GAAP diluted earnings per share $ 1.03  $ 1.13 
Stock compensation expense $ 0.27  $ 0.27 
Non-GAAP diluted earnings per share $ 1.30  $ 1.40 
* Due to uncertainty regarding the timing of recognition of restructuring charges, impairment charges and other unusual or infrequent items, if any, that could be incurred during the first quarter of FY25, an estimate of such items is not included in the outlook for Q1 FY25 GAAP EPS.



Sanmina Corporation
Condensed Consolidated Cash Flow
(in thousands)
(GAAP)
(Unaudited)

Three Month Periods Twelve Month Periods
Q4'24 Q3'24 Q2'24 Q1'24 Q4'23 FY24 FY23
Net income before noncontrolling interest $ 67,340  $ 54,738  $ 55,309  $ 60,364  $ 65,355  $ 237,751  $ 327,513 
Depreciation and amortization 31,654  29,764  30,274  30,726  30,521  122,418  118,237 
Other, net 30,110  19,708  18,634  18,185  21,947  86,637  80,923 
Net change in net working capital (77,229) (14,211) (31,900) 16,750  (40,966) (106,590) (291,505)
Cash provided by operating activities 51,875  89,999  72,317  126,025  76,857  340,216  235,168 
Purchases of long-term investments (3,300) (600) (700) (600) (500) (5,200) (2,500)
Net purchases of property & equipment (22,597) (22,772) (29,611) (34,216) (37,803) (109,196) (189,958)
Cash used in investing activities (25,897) (23,372) (30,311) (34,816) (38,303) (114,396) (192,458)
Holdback paid in connection with previous business combination —  —  —  —  —  —  (8,558)
Net share repurchases (60,412) (54,629) (17,477) (115,619) (30,397) (248,137) (103,681)
Net borrowing activities —  (4,375) (4,375) (12,820) 4,070  (21,570) (9,055)
Proceeds from sale of non-controlling interest —  —  —  —  —  —  215,799 
Cash used for financing activities (60,412) (59,004) (21,852) (128,439) (26,327) (269,707) 94,505 
Effect of exchange rate changes 2,585  (772) (886) 1,250  (1,245) 2,177  498 
Net change in cash & cash equivalents $ (31,849) $ 6,851  $ 19,268  $ (35,980) $ 10,982  $ (41,710) $ 137,713 
Free cash flow:
Cash provided by operating activities $ 51,875  $ 89,999  $ 72,317  $ 126,025  $ 76,857  $ 340,216  $ 235,168 
Net purchases of property & equipment (22,597) (22,772) (29,611) (34,216) (37,803) (109,196) (189,958)
$ 29,278  $ 67,227  $ 42,706  $ 91,809  $ 39,054  $ 231,020  $ 45,210 



Schedule 1

The statements above and financial information provided in this earnings release include non-GAAP measures of operating income, operating margin, net income and earnings per share. Management excludes from these measures stock-based compensation, restructuring, acquisition and integration expenses, impairment charges, amortization charges and other unusual or infrequent items, as adjusted for taxes, as more fully described below.

Management excludes these items principally because such charges or benefits are not directly related to the Company’s ongoing core business operations. We use such non-GAAP measures in order to (1) make more meaningful period-to-period comparisons of the Company’s operations, both internally and externally, (2) guide management in assessing the performance of the business, internally allocating resources and making decisions in furtherance of Company’s strategic plan, (3) provide investors with a better understanding of how management plans and measures the business and (4) provide investors with a better understanding of our ongoing, core business. The material limitations to management’s approach include the fact that the charges, benefits and expenses excluded are nonetheless charges, benefits and expenses required to be recognized under GAAP and, in some cases, consume cash which reduces the Company’s liquidity. Management compensates for these limitations primarily by reviewing GAAP results to obtain a complete picture of the Company’s performance and by including a reconciliation of non-GAAP results to GAAP results in its earnings releases.

Additional information regarding the economic substance of each exclusion, management’s use of the resultant non-GAAP measures, the material limitations of management’s approach and management’s methods for compensating for such limitations is provided below.

Stock-based Compensation Expense, which consists of non-cash charges for the estimated fair value of equity awards granted to employees and directors, is excluded in order to permit more meaningful period-to-period comparisons of the Company’s results since the Company grants different amounts and value of equity awards each quarter. In addition, given the fact that competitors grant different amounts and types of equity awards and may use different valuation assumptions, excluding stock-based compensation permits more accurate comparisons of the Company’s core results with those of its competitors.

Restructuring, Acquisition and Integration Expenses, which consist of employee severance, lease termination costs, exit costs, environmental investigation, remediation and related employee costs and other charges primarily related to closing and consolidating manufacturing facilities and those associated with the acquisition and integration of acquired businesses, are excluded because such charges (1) can be driven by the timing of acquisitions and exit activities which are difficult to predict, (2) are not directly related to ongoing business results and (3) generally do not reflect expected future operating expenses. In addition, given the fact that the Company’s competitors complete acquisitions and adopt restructuring plans at different times and in different amounts than the Company, excluding these charges or benefits permits more accurate comparisons of the Company’s core results with those of its competitors. Items excluded by the Company may be different from those excluded by the Company’s competitors and restructuring and integration expenses include both cash and non-cash expenses. Cash expenses reduce the Company’s liquidity. Therefore, management also reviews GAAP results including these amounts.

Impairment Charges for Goodwill and Other Assets, which consist of non-cash charges, are excluded because such charges are non-recurring and do not reduce the Company’s liquidity. In addition, given the fact that the Company’s competitors may record impairment charges at different times, excluding these charges permits more accurate comparisons of the Company’s core results with those of its competitors.

Amortization Charges, which consist of non-cash charges impacted by the timing and magnitude of acquisitions of businesses or assets, are also excluded because such charges do not reduce the Company’s liquidity. In addition, such charges can be driven by the timing of acquisitions, which is difficult to predict. Excluding these charges permits more accurate comparisons of the Company’s core results with those of its competitors because the Company’s competitors complete acquisitions at different times and for different amounts than the Company.

Other Unusual or Infrequent Items, such as charges or benefits associated with distressed customers, expenses, charges and recoveries relating to certain legal matters, and gains and losses on sales of assets, are excluded because such items are typically non-recurring, difficult to predict or not directly related to the Company’s ongoing or core operations and are therefore not considered by management in assessing the current operating performance of the Company and forecasting earnings trends.



However, items excluded by the Company may be different from those excluded by the Company’s competitors. In addition, these items include both cash and non-cash expenses. Cash expenses reduce the Company’s liquidity. Management compensates for these limitations by reviewing GAAP results including these amounts.

Adjustments for Taxes, which consist of the tax effects of the various adjustments that we exclude from our non-GAAP measures, and adjustments related to deferred tax and discrete tax items. Including these adjustments permits more accurate comparisons of the Company's core results with those of its competitors. We determine the tax adjustments based upon the various applicable effective tax rates. In those jurisdictions in which we do not expect to realize a tax cost or benefit (due to a history of operating losses or other factors), a reduced tax rate is applied.