Amendment: Sanmina Corporation filed SEC Form 8-K: Completion of Acquisition or Disposition of Assets, Financial Statements and Exhibits
$SANM
Electrical Products
Technology
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
the Securities Exchange Act of 1934
(October 27, 2025 )
Date of Report (date of earliest event reported)
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | |||||||||
(Address of principal executive offices, including zip code) | ||||||||||||||||||||
(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):
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||||||
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 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS
As previously reported, on October 27, 2025 (the "Closing Date"), Sanmina Corporation ("Sanmina") completed the acquisition of ZT Group Int’l, Inc., a New Jersey corporation (“ZT”) (such acquisition, "the Acquisition"), pursuant to the Equity Purchase Agreement, dated May 18, 2025 (the “Purchase Agreement”), by and among Sanmina, ZT, AMD Design, LLC, a Delaware limited liability company and wholly owned subsidiary of AMD (the “Seller”), and Advanced Micro Devices, Inc., a Delaware corporation (“AMD”). On the Closing Date, pursuant to the Purchase Agreement, Sanmina purchased all of the shares of common stock of ZT held by the Seller.
The unaudited pro forma condensed combined financial information included in this Amendment No. 1 has been presented for informational purposes only. It does not purport to represent the actual results of operations that Sanmina would have achieved had Sanmina acquired ZT during the periods presented in the pro forma financial information and is not intended to project the future results of operations that Sanmina may achieve following the Acquisition. Except as described above, all other information in the Initial Report remains unchanged and is incorporated by reference herein.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Business Acquired
The audited consolidated financial statements of ZT as of and for the years ended July 31, 2025 and July 31, 2024, including the notes related thereto and the report of KPMG LLP thereon, are filed as Exhibit 99.1 to this Amendment No. 1 and incorporated by reference herein.
(b) Pro Forma Financial Information
Sanmina's unaudited pro forma condensed combined balance sheet as of September 27, 2025 and unaudited pro forma condensed combined statement of income for the year ended September 27, 2025, giving effect to the Acquisition, including the notes related thereto, are filed as Exhibit 99.2 to this Amendment No. 1 and incorporated by reference herein.
(d) Exhibits.
Exhibit No | Description | |||||||
The unaudited pro forma condensed combined financial information of Sanmina Corporation as of and for the year ended September 27, 2025, giving effect to the Acquisition, including the unaudited pro forma condensed combined balance sheet as of September 27, 2025 and the unaudited pro forma condensed combined statement of income for the year ended September 27, 2025 | ||||||||
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: | January 12, 2026 | ||||||||||