SANMINA CORP/DE
10-Q, 1997-05-13
PRINTED CIRCUIT BOARDS
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<PAGE>   1


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   ----------

                                    FORM 10-Q

                                   (Mark One)

[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
                                   Act of 1934

                  For the quarterly period ended March 29, 1997

                                       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)

                                  408/435-8444
              (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. [X] Yes [ ] No

     Number of shares outstanding of the issuer's common stock, $0.01 par value,
as of April 26, 1997: 17,077,365.



                                       1
<PAGE>   2

                               SANMINA CORPORATION


                                      INDEX




<TABLE>
<S>      <C>                                                           <C>
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
</TABLE>




                                       2
<PAGE>   3
                               SANMINA CORPORATION
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                       in thousands, except per share data
                                   (unaudited)

<TABLE>
<CAPTION>
                                                Three Months Ended          Six Months Ended
                                             -------------------------  ---------------------- 
                                              March 29,      March 30,  March 29,    March 30,
                                                1997            1996       1997        1996
                                             ----------    -----------  ---------    ---------
<S>                                           <C>          <C>          <C>          <C>      
Net sales                                     $  96,700    $  63,222    $ 185,568    $ 115,392
Cost of sales                                    73,995       48,042      141,800       87,586
                                              ---------    ---------    ---------    ---------
     Gross profit                                22,705       15,180       43,768       27,806
                                              ---------    ---------    ---------    ---------
Operating expenses
     Selling, general and administrative          5,795        3,991       11,196        7,376
     Amortization of goodwill                       502          501        1,003          720
                                              ---------    ---------    ---------    ---------
     Total operating expenses                     6,297        4,492       12,199        8,096
                                              ---------    ---------    ---------    ---------
Income from operations                           16,408       10,688       31,569       19,710
Interest income, net                               (159)         (34)        (281)         117
                                              ---------    ---------    ---------    ---------
Income before provision for income taxes         16,249       10,654       31,288       19,827
Provision for income taxes                        6,336        4,049       12,201        7,535
                                              ---------    ---------    ---------    ---------
Net income                                    $   9,913    $   6,605    $  19,087    $  12,292
                                              =========    =========    =========    =========
Earnings per share:
     Primary                                  $    0.54    $    0.38    $    1.05    $    0.71
     Fully Diluted                            $    0.50    $    0.36    $    0.97    $    0.68

Shares used in computing per share amounts:
     Primary                                     18,212       17,455       18,144       17,343
     Fully Diluted                               21,271       20,632       21,269       20,481
</TABLE>

See accompanying notes

                                       3
<PAGE>   4
                               SANMINA CORPORATION
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                  in thousands

<TABLE>
<CAPTION>
                                                  March 29,   September 30,
                                                    1997          1996
                                                 -----------   ----------
        Assets                                   (unaudited)
<S>                                               <C>          <C>      
Current assets:
        Cash and cash equivalents                 $  30,968    $  29,568
        Short-term investments                       66,899       85,374
        Accounts receivable, net                     45,336       30,421
        Inventories                                  45,998       32,109
        Deferred income taxes                         6,852        6,852
        Prepaid expenses and other                    1,433          999
                                                  ---------    ---------
        Total current assets                        197,486      185,323

Property, plant and equipment, net                   54,625       34,868
Deposits and other                                    9,171       10,350
                                                  ---------    ---------
                                                  $ 261,282    $ 230,541
                                                  =========    =========

Liabilities and Stockholders' Equity

Current liabilities:
        Accounts payable                          $  34,104    $  24,401
        Accrued liabilities                          12,511       10,209
        Income taxes payable                          3,791        5,404
                                                  ---------    ---------
        Total current liabilities                    50,406       40,014
                                                  ---------    ---------
Long-term liabilities
        Convertible subordinated notes               86,250       86,250
        Other liabilities                               514          592
                                                  ---------    ---------
        Total long-term liabilities                  86,764       86,842
                                                  ---------    ---------
Stockholders' equity:
        Common stock                                    170          169
        Additional paid-in capital                   62,952       61,520
        Unrealized gain (loss)                          (74)          19
        Retained earnings (accumulated deficit)      61,064       41,977
                                                  ---------    ---------
        Total stockholders' equity                  124,112      103,685
                                                  ---------    ---------
                                                  $ 261,282    $ 230,541
                                                  =========    =========
</TABLE>

See accompanying notes

                                       4
<PAGE>   5
                               SANMINA CORPORATION
                       CONDENSED STATEMENTS OF CASH FLOWS
                                  in thousands
                                   (unaudited)

<TABLE>
<CAPTION>
                                                                                     Six Months Ended
                                                                                 -----------------------
                                                                                  March 29,    March 30,
                                                                                    1997        1996
                                                                                 -----------  --------- 
<S>                                                                              <C>          <C>      
Cash flows from operating activities:
         Net income                                                              $  19,087    $  12,292
         Adjustments to reconcile net income
          to cash provided by operating activities:
             Depreciation and amortization                                           5,978        3,656
             Loss on disposal of assets                                               --             24
             Changes in operating assets and liabilities, net of acquisitions:
                 Accounts receivable                                                (9,885)      (3,351)
                 Inventories                                                        (4,046)      (8,835)
                 Prepaid expenses, deposits and other                                 (258)         245
                 Accounts payable and accrued liabilities                           12,005        4,129
                 Income tax accounts                                                (1,612)         (98)
                                                                                 ---------    ---------
                           Cash provided by operating activities                    21,269        8,062
                                                                                 ---------    ---------
Cash flows from investing activities:
         Proceeds from maturities(purchases) of short-term investments              18,381      (42,860)
         Purchases of property and equipment                                       (11,851)     (12,572)
         Purchase of Golden Eagle Systems, Inc. net of cash acquired                  --         (5,287)
         Purchase of certain assets of  Comptronix Corporation                     (17,645)        --
         Purchase of certain assets of  Lucent Technologies'
           Custom Manufacturing Operations                                         (10,109)        --
                                                                                 ---------    ---------
                           Cash used for investing activities                      (21,224)     (60,719)
                                                                                 ---------    ---------
Cash flows from financing activities:
         Payment of long-term liabilities                                              (78)        (146)
         Proceeds from sale of common stock                                          1,433        1,308
                                                                                 ---------    ---------
                           Cash provided by  financing activities                    1,355        1,162
                                                                                 ---------    ---------
Increase in cash and cash equivalents                                                1,400      (51,495)
Cash and cash equivalents at beginning of period                                    29,568      107,290
                                                                                 ---------    ---------
Cash and cash equivalents at end of period                                       $  30,968    $  55,795
                                                                                 ---------    ---------
</TABLE>


See accompanying notes


                                       5
<PAGE>   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 six months ended March 29,
1997 are not necessarily indicative of the results that may be expected for the
year ending September 30, 1997.

         These condensed consolidated financial statements should be read in
conjunction with the financial statements and notes thereto for the year ended
September 30, 1996 included in the Company's Annual Report to Shareholders.

Note 2 - Principles of Consolidation

         The consolidated financial statements include the accounts of the
Company and its wholly-owned subsidiary in Texas. All intercompany accounts and
transactions have been eliminated.

Note 3 - Inventories

         The components of inventories are as follows (in thousands):

<TABLE>
<CAPTION>
                                           March 29,   September 30,
                                             1997         1996
                                          ----------   -------------  
<S>                                        <C>          <C>         
     Raw materials                           $26,022      $13,797     
     Work-in-process                          10,744       10,986    
     Finished goods                            9,232        7,326    
                                             -------      -------    
                                             $45,998      $32,109    
                                             =======      =======    
</TABLE>
 
Note 4 - Earnings per Share

         Primary earnings per share are computed using the weighted average
number of shares of common and dilutive common stock equivalent shares from
stock options (using the treasury stock method). Fully diluted earnings per
share include the dilutive effect from the assumed conversion of the Company's
outstanding convertible subordinated notes.

         In February 1997, the Financial Accounting Standards Board issued
Statement on Financial Accounting Standards No. 128 (SFAS 128), "Earnings Per
Share," which is required to be adopted by the Company in its first quarter of
fiscal 1998. At that time, the Company will be required to change the method
currently used to compute earnings per share and to restate all prior periods.
Under the new requirements for calculating earnings per share, primary earnings
per share will be replaced with basic earnings per share and fully diluted
earnings will be replaced with diluted earnings per share. Under basic earnings
per share, the dilutive effect of stock options will be excluded. The Company
has not yet quantified the effect of adopting SFAS 128.



                                       6
<PAGE>   7
Note 5 - Acquisitions

         On November 1, 1996, the Company purchased the assets of Comptronix
Corporation, a contract manufacturing company based in Guntersville, Alabama,
for cash consideration of $17.6 million. The transaction was accounted for as a
purchase. The assets include Comptronix' plant and equipment located in
Guntersville, its Guaymas, Mexico operations, customer contracts, inventories
and accounts receivable. The acquisition was accounted for as a purchase.
Accordingly, the results of operations for the three and six months ended March
29, 1997 include the results of operations of this business from the date of
acquisition forward.

         The unaudited pro forma financial information for the six months ended
March 29, 1997 and March 30, 1996 is presented below and assume the acquisition
occurred as of the beginning of each of the periods presented (in thousands):

<TABLE>
<CAPTION>
                                       Six Months Ended
                                   -----------------------
                                   March 29,     March 30,
                                     1997          1996
                                   --------      ---------
     <S>                           <C>           <C>     
     Revenue                       $188,913      $161,578
     Net income                    $ 17,688      $ 10,161
     Net income per share:
          Primary                  $   0.97      $   0.59
          Fully diluted            $   0.91      $   0.57
      Weighted average common
      shares outstanding:
          Primary                    18,144        17,343
          Fully diluted              21,269        20,481
</TABLE>

         Also in November 1996, Sanmina entered into an agreement to purchase
substantially all of the inventory and fixed assets of the Lucent Technologies'
Custom Manufacturing Services operation in Greensboro, North Carolina. The total
purchase price of this transaction was $10.1 million and was paid in cash. The
acquisition was accounted for as a purchase. Pro forma financial information has
not been presented as the results of operations of the acquired business are not
material to the Company's consolidated financial statements.





                                       7
<PAGE>   8




                               SANMINA CORPORATION

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 Golden Eagle Systems
("Golden Eagle") subsidiary, which was acquired in January 1996, 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, Raleigh, North
Carolina, Guntersville, Alabama and Guaymas, Mexico. Golden Eagle's
manufacturing facility is located in Carrollton, Texas. Sanmina is in the
process of expanding its operations internationally with the planned opening of
a new facility in Dublin, Ireland. The scheduled opening date for the Dublin,
Ireland facility is May 1997.

         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 are 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
in operations. In addition, 




                                       8
<PAGE>   9

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 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
in integrating acquired operations, and there can be no assurance that the
Company's recent acquisitions or any other 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
by the Company 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
to stockholders annual report on Form 10-K for the fiscal year ended September
30, 1996.

RESULTS OF OPERATIONS

         The following table sets forth, for the three and six months ended
March 29, 1997 and March 30, 1996, 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.

<TABLE>
<CAPTION>
                                          Three Months Ended          Six Months Ended
                                         ---------------------     --------------------- 
                                         3/29/97      3/30/96      3/29/97      3/30/96
                                          -------      -------     --------      -------
<S>                                        <C>          <C>          <C>          <C>   
Net sales                                  100.0%       100.0%       100.0%       100.0%
Cost of sales                               76.5         76.0         76.4         75.9
     Gross Profit                           23.5         24.0         23.6         24.1
Selling, general and administrative          6.0          6.3          6.0          6.4
Amortization                                  .5           .8           .6           .6
     Operating income                       17.0         16.9         17.0         17.1
Interest income (expense)                    (.2)         (.1)         (.1)          .1
     Income before income taxes             16.8         16.8         16.9         17.2
Provision for income taxes                   6.5          6.4          6.6          6.5
Net income                                  10.3         10.4         10.3         10.7
</TABLE>



                                       9
<PAGE>   10
        Sales for the second quarter ended March 29, 1997 increased by 53% to
$96.7 million from $63.2 million in the corresponding quarter of the prior
year. Sales for the six months ended March 29, 1997 increased by 61% to $185.6
million from $115.4 million in the same period of the prior year. The increase
in net sales were due primarily to increased shipments of EMS assemblies to
both existing and new customers. The overall increase in net sales reflects the
continuing trend toward outsourcing within the electronics industry.  Also
contributing to the increase in sales for the second quarter and the first six
months ended March 29, 1997, were revenues from customers obtained as a result
of the Comptronix and Lucent Technologies' CMS acquisitions, both of which
occurred in November 1996. For the second quarter of fiscal 1997, and the six
months ended March 29, 1997, approximately 94% and 95%, respectively, of the
Company's net sales represented value-added assembly shipments with the
remaining portion consisting of printed circuit board fabrication shipments.

         Gross margin decreased from 24.0% in the second quarter of fiscal 1996
to 23.5% in the second quarter of the current year. Gross margin decreased from
24.1% for the first six months of fiscal 1996 to 23.6% for the first six months
of the current year. The decrease in gross margin for the second quarter and the
first six months of fiscal 1997 are a result of normal changes in the mix of
products shipped to certain customers, normal changes in customer mix, and the
timing of expenditures for start-up operations for the Company's new facility in
the Dublin, Ireland area. The Company expects gross margins to fluctuate based
on product mix and customer mix.

         In absolute dollars, operating expenses increased from $4.5 million in
the second quarter of fiscal 1996 to $6.3 million in the second quarter of
fiscal 1997. However, as a percentage of sales, operating expenses decreased
from 7.1% in the second quarter of 1996 to 6.5% in the second quarter of the
current year. For the six months, operating expenses in absolute dollars
increased from $8.1 million in fiscal 1996 to $12.2 million in fiscal 1997 and
operating expenses as a percentage of sales decreased from 7.0% for the first
six months of fiscal 1996 to 6.6% for the first six months of fiscal 1997.
Operating margin increased as a percentage of sales from 16.9% in the second
quarter of fiscal 1996 to 17.0% in the second quarter of the current year, and
operating margin decreased as a percentage of sales from 17.1% for the first six
months of fiscal 1996 to 17.0% for the first six months of fiscal 1997. The
dollar increase in selling and general and administrative expenses was primarily
the result of increased expenditures to support higher sales volume. Further
contributing to the absolute dollar increase in operating expenses for the first
six months of the current year is the amortization of goodwill incurred in the
Golden Eagle acquisition. The first six months of fiscal 1996 reflects goodwill
amortization expense related to the Assembly Solution, Inc. ("ASI") acquisition
and three months of goodwill amortization relating to Golden Eagle, whereas, the
first six months of the current year reflects six months of amortization of
goodwill for both the ASI and Golden Eagle acquisitions. 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.

        For the second quarter of fiscal 1997 the Company reported net interest
expense of $159,000 compared to net interest expense of $34,000 for the
corresponding quarter of last year. For the first six months of fiscal 1997 the
Company reported net interest expense of $281,000 compared to a net interest
income of $117,000 for the first six months of fiscal 1996.  The additional net
interest expense during the current quarter and the change from net interest
income to net interest expense for the six month period was a result of a
decrease in cash investments due primarily to the two acquisitions the Company
made in November 1996 and, to a lesser extent, to the investment made by the
Company during fiscal 1997 in manufacturing and assembly equipment and
facilities.

         The Company's effective tax rates for the second quarter and first six
months of fiscal 1997 increased to 39% from 38% for the corresponding periods of
the prior year. This increase primarily results from the smaller impact that the
Company's tax credits have on taxable income as a result of the overall absolute
dollar increase in the Company's pretax income.


                                       10
<PAGE>   11
LIQUIDITY AND CAPITAL RESOURCES

         Cash generated from operations for the six months ending March 29, 1997
was $21.3 million compared to $8.1 million for the same period of fiscal 1996.
The increase between years primarily relates to an increase in net income
between periods. Investing activities for the first six months of the fiscal
year 1997 primarily related to the November, 1996 acquisitions of certain assets
of Lucent Technologies' Custom Manufacturing Services operation, as well as, the
assets of Comptronix Corporation for which it paid a total of approximately
$27.8 million in cash. Additionally, the Company purchased $11.9 million in
equipment and leasehold improvements in the first six months of fiscal 1997.
Working capital increased to $147.1 million as of March 29, 1997, compared to
$145.3 million at September 30, 1996.

         The Company anticipates that its working capital requirements will
increase in order to support the anticipated higher volume of business.
Additionally, the Company expects to make additional capital expenditures
relating to facility and equipment enhancements in existing facilities. The
Company has and will continue to evaluate potential acquisition opportunities.
The Company currently has no pending agreements, commitments or understandings
regarding any specific acquisition.

         The Company believes that existing cash resources and cash generated
from operations will be sufficient to satisfy its working capital requirements
through at least the end of the current fiscal year.




                                       11
<PAGE>   12




                               SANMINA CORPORATION


Part II.          OTHER INFORMATION

         Item 1:  Legal Proceedings

                  The Company is not currently a party to any material pending
                  legal proceedings.

         Item 4:  Submission of Matters to a Vote of Security Holders

                  On January 31, 1997, the Company held its 1997 Annual Meeting
                  of Stockholders. The matters voted upon at the meeting and the
                  vote with respect to each such matter are set forth below:

                  1.  Election of Jure Sola, John Bolger, Neil Bonke, Bernard
                      Vonderschmitt and Mario Rosati as Directors of the
                      Company:
                  
<TABLE>
<CAPTION>
                                                        For           Withheld
                                                        ---           --------
                      <S>                            <C>               <C>   
                      Jure Sola                      14,823,588        14,334
                      John Bolger                    14,823,588        14,334
                      Neil Bonke                     14,823,588        14,334
                      Bernard Vonderschmitt          14,823,588        14,334
                      Mario Rosati                   14,823,588        14,334
</TABLE>

                  2.  Approval of an amendment to the Company's 1990 Incentive
                      Stock Plan to increase the number of shares reserved for
                      issuance thereunder:

                      For: 12,638,497    Against: 744,377   Abstain: 16,779

                  3.  Ratification of the appointment of Arthur Andersen LLP as
                      the independent public accountants of the Company for the
                      fiscal year ending September 30, 1997:

                      For: 14,830,273    Against: 2,968     Abstain: 4,681


         Item 6:  Exhibits and Reports on Form 8-K

                  a)       Exhibits

                       Exhibit
                       Number           Description
                       ------           -----------

                        27.1      Financial Data Schedule


                  b)       Reports on Form 8-K

                           None



                                       12
<PAGE>   13

                               SANMINA CORPORATION

                                    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:   May 12, 1997


                                            Randy Furr
                                       By:  _____________________________
                                            Randy Furr
                                            President,
                                            Chief Operating Officer and
                                            Acting Chief Financial Officer



                                       13
<PAGE>   14
                                 EXHIBIT INDEX


Exhibit
Number           Description
- ------           -----------

 27.1      Financial Data Schedule




                                       14


<TABLE> <S> <C>

<ARTICLE> 5
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          SEP-30-1997
<PERIOD-START>                             JAN-01-1997
<PERIOD-END>                               MAR-29-1997
<EXCHANGE-RATE>                                      1
<CASH>                                          30,968
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