sanm-20230701

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q


(Mark one)
☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July 1, 2023


☐			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)

77-0228183

(State or other jurisdiction of

(I.R.S. Employer

incorporation or organization)

Identification Number)

2700 N. First St.,

San Jose,

95134

(Address of principal executive offices)

(Zip Code)

(408)

964-3500

(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 [ ]

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes [x] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Large Accelerated Filer

[x]

Accelerated filer [ ]

Non-accelerated filer [ ]

Smaller reporting company

☐

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. [ ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

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

As of July 26, 2023, there were 57,226,949 shares outstanding of the issuer’s common stock, $0.01 par value per share.

SANMINA CORPORATION

INDEX


		Page
	PART I. FINANCIAL INFORMATION
Item 1.	Interim Financial Statements (Unaudited)	3
	Condensed Consolidated Balance Sheets	3
	Condensed Consolidated Statements of Income	4
	Condensed Consolidated Statements of Comprehensive Income	5
	Condensed Consolidated Statements of Stockholders’ Equity	6
	Condensed Consolidated Statements of Cash Flows	7
	Notes to Condensed Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	25
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	33
Item 4.	Controls and Procedures	34
	PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	35
Item 1A.	Risk Factors	36
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	47
Item 5.	Other Information	47
Item 6.	Exhibits	48
Signatures		49

SANMINA CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS


	As of
	July 1, 2023		October 1, 2022
			(Restated)
	(Unaudited)
	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	656,588	$	529,857
Accounts receivable, net of allowances of approximately $8 million as of July 1, 2023 and October 1, 2022	1,279,966		1,138,894
Contract assets	459,145		475,721
Inventories	1,489,200		1,684,099
Prepaid expenses and other current assets	68,121		62,044
Total current assets	3,953,020		3,890,615
Property, plant and equipment, net	631,744		575,170
Deferred tax assets	187,434		209,554
Other	185,694		160,192
Total assets	$	4,957,892	$	4,835,531
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	1,724,034	$	2,041,434
Accrued liabilities	277,515		281,599
Accrued payroll and related benefits	138,815		130,892
Short-term debt, including current portion of long-term debt	17,500		17,500
Total current liabilities	2,157,864		2,471,425
Long-term liabilities:
Long-term debt	316,552		329,237
Other	217,748		215,333
Total long-term liabilities	534,300		544,570
Contingencies (Note 8)
Stockholders’ equity	2,265,728		1,819,536
Total liabilities and stockholders’ equity	$	4,957,892	$	4,835,531

See accompanying notes to condensed consolidated financial statements.

SANMINA CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF INCOME


	Three Months Ended				Nine Months Ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
			(Restated)				(Restated)
	(Unaudited)
	(In thousands, except per share data)
Net sales	$	2,207,118	$	2,023,361	$	6,883,029	$	5,694,757
Cost of sales	2,023,910		1,861,176		6,313,246		5,244,780
Gross profit	183,208		162,185		569,783		449,977

Operating expenses:
Selling, general and administrative	68,828		61,506		192,948		184,798
Research and development	6,719		5,071		18,712		15,320
Restructuring and other	296		3,994		1,731		3,730
Total operating expenses	75,843		70,571		213,391		203,848

Operating income	107,365		91,614		356,392		246,129

Interest income	4,213		540		9,685		1,198
Interest expense	(10,066)		(5,615)		(28,033)		(15,362)
Other expense	(2,508)		(7,774)		(11,988)		(7,110)
Interest and other, net	(8,361)		(12,849)		(30,336)		(21,274)

Income before income taxes	99,004		78,765		326,056		224,855
Provision for income taxes	17,267		1,543		63,898		42,835
Net income before noncontrolling interest	81,737		77,222		$	262,158	$	182,020
Less: Net income attributable to noncontrolling interest	5,243		—		14,029		—
Net income attributable to common shareholders	$	76,494	$	77,222	$	248,129	$	182,020

Net income attributable to common shareholders per share:
Basic	$	1.32	$	1.29	$	4.28	$	2.92
Diluted	$	1.28	$	1.25	$	4.14	$	2.83

Weighted average shares used in computing per share amounts:
Basic	57,987		59,970		57,995		62,404
Diluted	59,592		61,702		59,996		64,292

See accompanying notes to condensed consolidated financial statements.

SANMINA CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME


	Three Months Ended				Nine Months Ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
			(Restated)				(Restated)
	(Unaudited)
	(In thousands)
Net income before noncontrolling interest	$	81,737	$	77,222	$	262,158	$	182,020
Other comprehensive income (loss), net of tax:
Change in foreign currency translation adjustments	(436)		(3,819)		6,807		(6,935)
Derivative financial instruments:
Change in net unrealized amount	6,856		(2,497)		14,263		7,243
Amount reclassified into net income before noncontrolling interest	(1,832)		5,351		(11,331)		7,751
Defined benefit plans:
Changes in unrecognized net actuarial losses and unrecognized transition costs	(58)		719		(966)		1,380
Amortization of actuarial losses and transition costs	222		228		784		708
Total other comprehensive income (loss), net of tax	4,752		(18)		9,557		10,147
Comprehensive income before noncontrolling interest	$	86,489	$	77,204	$	271,715	$	192,167
Less: Net income attributable to noncontrolling interest	5,243		—		14,029		—
Comprehensive income attributable to common shareholders	$	81,246	$	77,204	$	257,686	$	192,167

See accompanying notes to condensed consolidated financial statements.

SANMINA CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY


	Three Months Ended				Nine Months Ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
			(Restated)				(Restated)
	(Unaudited)
	(In thousands)
Common Stock and Additional Paid-in Capital
Balance, beginning of period	$	6,483,955	$	6,359,270	$	6,381,348	$	6,339,506

SEC Form 10-Q filed by Sanmina Corporation