Sanmina
Annual Report 2017

Plain-text annual report

Table of Contents (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2017 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 incorporation or organization) (I.R.S. Employer Identification Number) 2700 N. First St., San Jose, CA (Address of principal executive offices) 95134 (Zip Code) Registrant's telephone number, including area code: (408) 964-3500 Securities registered pursuant to Section 12(b) of the Act: Common Stock, $0.01 Par Value Securities registered pursuant to Section 12(g) of the Act: None (Title of Class) Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [ x ] No [ ] Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Securities Act. Yes [ ] No [ x ] Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted 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 and post such files). Yes [ x ] No [ ] Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§232.405 of this chapter) is not contained herein, and will not be contained, to the best of the registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ] Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one): Large Accelerated Filer [X] Accelerated filer [ ] Non-accelerated filer [ ] (Do not check if a smaller reporting company) 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 [ x ] The aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant was approximately $2,966,474,443 as of March 31, 2017, based upon the last reported sale price of the common stock on the NASDAQ Global Select Market on March 31, 2017. As of November 6, 2017 , the number of shares outstanding of the registrant's common stock was 72,020,778 . Certain information is incorporated into Part III of this report by reference to the Proxy Statement for the registrant's 2018 annual meeting of stockholders to be filed with the Securities and Exchange Commission pursuant to Regulation 14A not later than 120 days after the end of the fiscal year covered by this Form 10-K. DOCUMENTS INCORPORATED BY REFERENCE Table of Contents SANMINA CORPORATION Item 1. Item 1A. Item 1B. Item 2. Item 3. Item 4. Item 5. Item 6. Item 7. Item 7A. Item 8. Item 9. Item 9A. Item 9B. Item 10. Item 11. Item 12. Item 13. Item 14. Item 15. Signatures Business Risk Factors Unresolved Staff Comments Properties Legal Proceedings Mine Safety Disclosures INDEX PART I PART II Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Selected Financial Data Management's Discussion and Analysis of Financial Condition and Results of Operations Quantitative and Qualitative Disclosures About Market Risk Financial Statements and Supplementary Data Changes In and Disagreements With Accountants on Accounting and Financial Disclosure Controls and Procedures Other Information Directors and Executive Officers of the Registrant Executive Compensation PART III Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Certain Relationships and Related Transactions Principal Accountant Fees and Services Exhibits and Financial Statement Schedules PART IV 2 3 17 27 28 29 30 31 34 35 48 48 80 80 80 81 81 81 81 81 82 87 Table of Contents Item 1. Business Overview Sanmina Corporation (“we” or “Sanmina”) is a leading global provider of integrated manufacturing solutions, components, products and repair, logistics and after-market services. We provide these comprehensive offerings primarily to original equipment manufacturers, or OEMs, in the following industries: communications networks, storage, industrial, defense and aerospace, medical, energy and industries that include embedded computing technologies such as point of sale devices, casino gaming and automotive. The combination of our advanced technologies, extensive manufacturing expertise and economies of scale enables us to meet the specialized needs of our customers. We were originally incorporated in Delaware in May 1989. Our end-to-end solutions, combined with our global expertise in supply chain management, enable us to manage our customers' products throughout their life cycles. These solutions include: • product design and engineering, including concept development, detailed design, prototyping, validation, preproduction services and manufacturing design release; • manufacturing of components, subassemblies and complete systems; • final system assembly and test; • direct order fulfillment and logistics services; • after-market product service and support; and • global supply chain management. We operate in the Electronics Manufacturing Services (EMS) industry and manage our operations as two businesses: 1) Integrated Manufacturing Solutions (IMS). Our IMS business consists of printed circuit board assembly and test, final system assembly and test, and direct-order-fulfillment. This segment generated approximately 80% of our total revenue in 2017. 2) Components, Products and Services (CPS). Components include interconnect systems (printed circuit board fabrication, backplane, cable assemblies and plastic injection molding) and mechanical systems (enclosures and precision machining). Products include memory, radio frequency (RF), optical and microelectronic solutions from our Viking Technology division, defense and aerospace products from SCI Technology, storage solutions from our Newisys division and cloud-based manufacturing execution software from our 42Q division. Services include design, engineering, logistics and repair services. CPS generated approximately 20% of our total revenue in 2017. We have manufacturing facilities in 23 countries on six continents. We locate our facilities near our customers and their end markets in major centers for the electronics industry or in lower cost locations. Many of our operations located near our customers and their end markets are focused primarily on new product introduction, lower-volume, higher-complexity component and subsystem manufacturing and assembly, and final system assembly and test. Our operations located in lower cost areas engage primarily in higher-volume component and subsystem manufacturing and assembly for products ranging in complexity from lower complexity products to highly complex products. We have become one of the largest global manufacturing solutions providers by capitalizing on our competitive strengths including our: • end-to-end solutions; • product design and engineering resources; • vertically integrated manufacturing solutions; • advanced component technologies; • global manufacturing capabilities, supported by robust IT systems and a global supplier base; • customer-focused organization; and • expertise in serving diverse end markets. 3 Table of Contents Industry Overview EMS companies are the principal beneficiaries of the increased use of outsourced manufacturing services by the electronics and other industries. Outsourced manufacturing refers to an OEM's use of EMS companies to manufacture their products, rather than using internal manufacturing resources. As the EMS industry has evolved, OEMs have increased their reliance on EMS companies for design services, core technology development and additional, more complex manufacturing services. Today, EMS companies manufacture and test complete systems and manage their customers' entire supply chains. Industry- leading EMS companies offer end-to-end services including product design and engineering, manufacturing, final system assembly and test, direct-order- fulfillment and logistics services, after-market product service and support, and global supply chain management. We believe OEMs will continue to outsource manufacturing because it allows them to: • focus on core competencies; • access leading design and engineering capabilities; • improve supply chain management and purchasing power; • reduce operating costs and capital investment; • access global manufacturing services; and • accelerate time to market. Our Business Strategy Our vision is to be the trusted leader in providing products, services and supply chain solutions to accelerate customer success. Key elements to deliver this vision include: Capitalizing on Our Comprehensive Solutions. We intend to capitalize on our end-to-end solutions which we believe will allow us to sell additional solutions to our existing customers and attract new customers. Our end-to-end solutions include product design and engineering, manufacturing, final system assembly and test, direct order fulfillment and logistics services, after-market product service and support, and global supply chain management. Our vertically integrated manufacturing solutions enable us to manufacture additional system components and subassemblies for our customers. When we provide a customer with a number of services, such as component manufacturing or higher value-added solutions, we are often able to improve our margins and profitability. Consequently, our goal is to increase the number of manufacturing programs for which we provide multiple solutions. To achieve this goal, our sales and marketing organization seeks to cross-sell our solutions to customers. Extending Our Technology Capabilities. We rely on advanced processes and technologies to provide our products, components and vertically integrated manufacturing solutions. We continually improve our manufacturing processes and develop more advanced technologies, providing competitive advantage to our customers. We work with our customers to anticipate their future product and manufacturing requirements and align our technology investment activities with their needs. We use our design expertise to develop product technology platforms that we can customize by incorporating other components and subassemblies to meet the needs of particular OEMs. These technologies enhance our ability to manufacture complex, high-value added products, enhancing our ability to continue to win business from existing and new customers. Attracting and Retaining Long-Term Customer Partnerships. A core component of our strategy is to attract, build and retain long-term partnerships with companies in growth industries that will benefit from our global footprint and unique value proposition in advanced electronics manufacturing. As a result of this customer-centric approach, we have experienced business growth from both existing and new customers and will continue to cultivate these partnerships with additional products and value-added solutions. Promoting New Product Introduction (NPI) and Joint Design Manufacturing (JDM) Solutions. As a result of customer feedback, and our customers' desire to manage research and development expenses, we offer product design services to develop systems and components jointly with our customers. Our NPI services include quick-turn prototyping, supply chain readiness, functional test development and release-to-volume production. In a JDM model, our customers bring market knowledge and product requirements and we bring complete design engineering and NPI services. Our design engineering offerings include product architecture development, detailed design, simulation, test and validation, system integration, regulatory and qualification services. 4 Table of Contents Continuing to Penetrate Diverse End Markets. We focus our marketing and sales efforts on major end markets within the electronics technology industry. We target markets we believe offer significant growth opportunities and for which OEMs sell complex products that are subject to rapid technological change because the manufacturing of these products requires higher value-added services. We intend to continue to diversify our business across market segments and customers to reduce our dependence on any particular market or customer. Pursuing Strategic Transactions. We seek to undertake strategic transactions that give us the opportunity to access new customers' products, manufacturing solutions, repair service capabilities, intellectual property, technologies and geographic markets. In addition, we plan to continue to pursue OEM divestiture transactions that will augment existing strategic customer relationships or build new relationships with customers in attractive end markets. In an OEM divestiture transaction, we purchase manufacturing assets from a customer and enter into a long-term supply agreement with such customer to provide products previously manufactured by them. Potential future transactions may include a variety of different business arrangements, including acquisitions, asset purchases, spin-offs, strategic partnerships, restructurings and divestitures. Continuing to Seek Cost Savings and Efficiency Improvements. We seek to optimize our facilities to provide cost-effective services for our customers. We maintain extensive operations in lower cost locations, including Latin America, Eastern Europe, China, Southeast Asia and India, and we plan to expand our presence in these lower cost locations as appropriate to meet the needs of our customers. We believe we are well positioned to take advantage of future opportunities on a global basis as a result of our existing manufacturing footprint in 23 countries on six continents. Our Competitive Strengths We believe our competitive strengths differentiate us from our competitors and enable us to better serve the needs of OEMs. Our competitive strengths include: End-to-End Solutions. We provide solutions throughout the world to support our customers' products during their entire life cycle, from product design and engineering, through manufacturing, to direct order fulfillment, logistics and after-market product service and support. Our end-to-end solutions are among the most comprehensive in the industry because we focus on adding value before and after the actual manufacturing of our customers' products. These solutions also enable us to 1) provide our customers with a single source of supply for their design, supply chain and manufacturing needs, 2) reduce the time required to bring products to market, 3) lower product costs and 4) allow our customers to focus on those activities they expect to add the highest value to their business. We believe our end-to-end solutions allow us to develop closer relationships with our customers and more effectively compete for their future business. Product Design and Engineering Resources. We provide product design and engineering services for new product designs, cost reductions and Design- for-Manufacturability/Assembly/Test (DFx) reviews. Our engineers work with our customers during the complete product life cycle. Our design and NPI centers provide turnkey system design services including: electrical, mechanical, thermal, software, layout, simulation, test development, design verification, validation, regulatory compliance and testing services. We design high-speed digital, analog, radio frequency, mixed-signal, wired, wireless, optical and electro-mechanical modules and systems. Our engineering engagement models include Joint Design Manufacturing (JDM), Contract Design Manufacturing (CDM) and consulting engineering for DFx, Value Engineering (cost reduction re-design), and design for global environmental compliance regulations such as the European Union's Restrictions of Hazardous Substances (RoHS) and Waste Electrical and Electronic Equipment (WEEE). We focus on industry segments that include communications networks, embedded computing technology, storage, industrial, defense and aerospace, medical, and energy. System solutions for these industry segments are supported by our vertically integrated component technologies, namely printed circuit boards, backplanes, enclosures, cable assemblies, precision machining, plastics, memory modules, and optical, RF and microelectronics modules. In these engagement models, our customers bring market knowledge and product requirements. We provide complete design engineering and new product introductions (NPI) services. For JDM products, typically the intellectual property is jointly owned by us and the customer and we perform manufacturing and logistics services. For CDM projects, customers pay for all services and own the intellectual property. Vertically Integrated Manufacturing Solutions. We provide a range of vertically integrated manufacturing solutions including high-technology components, new product introduction and test development services. These solutions are provided in every major region worldwide, with design and prototyping close to our customer’s product development centers. Our customers benefit significantly from our experience in these areas, including product cost reduction, minimization of assets deployed for manufacturing, accelerated time-to-market and a simplified supply chain. Key system components we 5 Table of Contents manufacture include high-technology printed circuit boards and printed circuit board assemblies, backplanes and backplane assemblies, enclosures, cable assemblies, precision machined components, optical and RF modules and memory modules. These components and sub-assemblies are integrated into a final product or system, configured and tested to our customer’s or the end-customer’s specifications and delivered to the final point of use, with Sanmina managing the entire supply chain. By manufacturing system components and subassemblies ourselves, we enhance continuity of supply and reduce costs for our customers. In addition, we are able to have greater control over the supply chain of our customers' products. Customers also benefit from our combined design, technology and manufacturing experience with specific products and markets. For example, in communications networks, we have over 30 years of experience in developing high-speed printed circuit boards ("PCBs") and backplanes. Examples of products for which our experience and vertically integrated model provide competitive advantage include wireless base stations, network switches, routers and gateways, optical switches, servers and storage appliances, automotive products, set-top boxes, avionics and satellite systems, magnetic resonance imaging (MRI) and computer tomography (CT) scanners, and equipment used in semiconductor manufacturing processes, including equipment for photolithography, chemical mechanical polishing, vapor deposition and robotics for wafer transfer. For these and many other products, customers can gain competitive advantage with our manufacturing technology, while reducing the capital requirements associated with manufacturing and global supply chain management. Advanced Component Technologies. We provide advanced component technologies which we believe allow us to differentiate ourselves from our competitors. These advanced technologies include the fabrication of complex printed circuit boards, backplanes, enclosures, precision machining and plastic components. For example, we produce some of the most advanced printed circuit boards and backplanes in the world, with up to 70 layers and process capabilities including a range of low signal loss, high performance materials, buried capacitance and thin-film resistors, high-density interconnects and micro via technology. We also manufacture high-density flex and rigid-flex printed circuit boards with up to 32 layers and 8 transition layers in support of defense and aerospace markets and high-end medical electronics. Our printed circuit board assembly technologies include micro ball grid arrays, chip scale packages, fine-pitch discretes and small form factor radio frequency and optical components, chip on board, as well as advanced packaging technologies used in high pin count application for specific integrated circuits and network processors. We use innovative design solutions and advanced metal forming techniques to develop and fabricate high-performance indoor and outdoor chassis, enclosures, racks and frames. Our assembly services use advanced technologies including precision optical alignment, multi-axis precision stages and machine vision technologies. We use sophisticated procurement and production management tools to effectively manage inventories for our customers and ourselves. We have also developed build-to-order (BTO) and configure-to-order (CTO) systems and processes that enable us to manufacture and ship finished systems in as little as 8 hours after receipt of an order. We utilize a centralized Technology Council to coordinate the development and introduction of new technologies to meet our customers' needs in various locations and to increase technical collaboration among our facilities and divisions. Global Manufacturing Capabilities. Most of our customers compete and sell their products on a global basis. As such, they require global solutions that include regional manufacturing for selected end markets, especially when time to market, local manufacturing or content and low cost solutions are critical objectives. Our global network of manufacturing facilities in 23 countries provides our customers a combination of sites to maximize both the benefits of regional and low cost manufacturing solutions and repair services. Our repair partners are located in an additional 26 countries. We offer customers five regions in which all of our technology and components, integrated manufacturing and logistics solutions can be implemented and can serve both regional and global business needs. To manage and coordinate our global operations, we employ an enterprise-wide ERP system at substantially all of our manufacturing locations that operates on a single IT platform and provides us with company-wide information regarding component inventories and orders. This system enables us to standardize planning and purchasing at the facility level and to optimize inventory management and utilization worldwide. Our systems also enable our customers to receive key information regarding the status of their programs. We purchase large quantities of electronic components and other materials from a wide range of suppliers. Our primary supply chain goal is to consolidate our global spend to create the synergy and leverage to drive our supply base for better cost competitiveness, more favorable terms and leading-edge supply chain solutions. As a result, we often receive more favorable terms and supply chain solutions from suppliers, which generally enables us to provide our customers with greater total cost reductions than they could obtain themselves. Our strong supplier relationships often enable us to obtain electronic components and other materials that are in short supply and provide us the necessary support to optimize the use of our inventories. 6 Table of Contents Supply chain management also involves the planning, purchasing and warehousing of product components. A key objective of our supply chain management services is to reduce excess component inventory in the supply chain by scheduling deliveries of components at a competitive price and on a just-in- time basis. We use sophisticated production management systems to manage our procurement and manufacturing processes in an efficient and cost effective manner. We collaborate with our customers to enable us to respond to their changing component requirements and to reflect any changes in these requirements in our production management systems. These systems enable us to forecast future supply and demand imbalances and develop strategies to help our customers manage their component requirements. Our enterprise-wide ERP systems provide us with company-wide information regarding component inventories and orders to optimize inventories, planning and purchasing at the facility level. Customer-Focused Organization. We believe customer relationships are critical to our success and we are focused on providing a high level of customer service. Our key customer accounts are managed by dedicated account teams including a global account manager directly responsible for account management. Global account managers coordinate activities across divisions to effectively satisfy our customers' requirements and have direct access to our senior management to quickly address customer opportunities and needs. Local customer account teams further support the global teams. Expertise in Serving Diverse End Markets. We have experience in serving our customers in the communications networks, embedded computing (including automotive), storage, industrial, defense and aerospace, medical, and energy markets. Our diversification across end markets reduces our dependence upon any one customer or segment. In order to cater to the specialized needs of customers in particular market segments, we have dedicated personnel, and in some cases facilities, with industry-specific capabilities and expertise. We also maintain compliance with industry standards and regulatory requirements applicable to certain markets including, among others, medical, automotive, energy and defense and aerospace. Our Products and Solutions We offer our OEM customers a diverse set of products and solutions with a focus on wireless, wireline and optical communications and network infrastructure equipment, such as switches, routers and base stations, computing and storage systems, defense and commercial avionics and communications, medical imaging, diagnostic and patient monitoring systems, point-of-sale, gaming systems, semiconductor tools for metrology, lithography, dry and wet processing, industrial products including large format printers and automated teller machines, energy and clean technology products such as solar and wind products, oil and gas applications, LED lighting, smart meters and battery systems. These products may require us to use some or all of our end-to-end solutions including design, component technologies and logistics and repair services. Integrated Manufacturing Solutions includes: Printed Circuit Board Assembly and Test. Printed circuit board assembly involves attaching electronic components, such as integrated circuits, capacitors, microprocessors, resistors and memory modules, to printed circuit boards. The most common technologies used to attach components to printed circuit boards employ surface mount technology (SMT) and pin-through-hole assembly (PTH). SMT is an automated assembly system that places and solders components to the printed circuit board. In PTH, components are inserted into holes punched in the circuit board. Another method is press-fit- technology, in which components are pressed into holes on the printed circuit board. We use SMT, PTH, press-fit and other attachment technologies that are focused on miniaturization and increasing the density of component placement on printed circuit boards. These technologies, which support the needs of our customers to provide greater functionality in smaller products, include chip-scale packaging, ball grid array, direct chip attach and high density interconnect. We perform in-circuit and functional testing of printed circuit board assemblies. In-circuit testing verifies that all components are properly inserted and attached, and that electrical circuits are complete. We perform functional tests to confirm the board or assembly operates in accordance with its final design and manufacturing specifications. We either design and procure test fixtures and develop our own test software, or we use our customers' test fixtures and test software. In addition, we provide environmental stress tests of the board or assembly that are designed to confirm that the board or assembly will meet the environmental stresses, such as heat, to which it will be subjected. Final System Assembly and Test. We provide final system assembly and test in which assemblies and modules are combined to form complete, finished products. Products for which we currently provide final system assembly and test include wireless base stations, wireline communications switches, optical networking products, high-end servers, industrial and automotive products, LED lighting fixtures, diagnostic medical equipment, point of sale devices, set-top boxes and storage. We often integrate Sanmina-manufactured printed circuit board assemblies with enclosures, cables and memory modules. Our final assembly activities may also involve integrating components and modules that others manufacture. The complex, finished products we produce typically require extensive test protocols. We offer both 7 Table of Contents functional and environmental test services. We also test products for conformity to applicable industry, product integrity and regulatory standards. Our test engineering expertise enables us to design functional test processes that assess critical performance elements including hardware, software and reliability. By incorporating rigorous test processes into the manufacturing process, we can help assure our customers that their products will function as designed. Direct-Order-Fulfillment. We provide direct-order-fulfillment for our OEM customers. Direct-order-fulfillment involves receiving customer orders, configuring products to quickly fill the orders and delivering the products either to the OEM, a distribution channel such as a retail outlet, or directly to the end customer. We manage our direct-order-fulfillment processes using a core set of common systems and processes that receive order information from the customer and provide comprehensive supply chain management including procurement and production planning. These systems and processes enable us to process orders for multiple system configurations and varying production quantities including single units. Our direct-order-fulfillment services include BTO and CTO capabilities: in BTO, we build a system with the particular configuration ordered by the OEM customer; in CTO, we configure systems to an end customer's order, for example by installing software desired by the end customer. The end customer typically places this order by choosing from a variety of possible system configurations and options. Using advanced manufacturing processes and a real-time warehouse management and data control system on the manufacturing floor, we can meet a 48 to 72 hour turn-around-time for BTO and CTO requests. We support our direct-order-fulfillment services with logistics that include delivery of parts and assemblies to the final assembly site, distribution and shipment of finished systems and processing of customer returns. Our systems support direct-order-fulfillment for a variety of products, such as servers, workstations, set-top boxes and medical devices. Components, Products and Services includes: Product Design and Engineering. Our design and engineering groups provide customers with comprehensive services from initial product design and detailed product development to prototyping and validation, production launch and end-of-life support for a wide range of products covering all our market segments. These groups complement our vertically integrated manufacturing capabilities by providing component level design services for printed circuit boards, backplanes and a variety of electro-mechanical systems. Our offerings in design engineering include product architecture, detailed development, simulation, test and validation, integration and regulatory and qualification services, and our NPI services include quick-turn prototypes, functional test development and release-to-volume production. We also offer post-manufacturing and end-of-life support including repair and sustaining engineering support through our Global Services division. We can also complement our customer's design team with our unique skills and services which can be used to develop custom, high-performance products that are manufacturable and cost optimized to meet product and market requirements. Such engineering services can help in improving a customer’s time-to-market and cost-to-market objectives. Printed Circuit Boards. We have the ability to produce multilayer printed circuit boards on a global basis with high layer counts and fine line circuitry. We have also developed several proprietary technologies and processes which improve electrical performance, connection densities and reliability of printed circuit boards. Our ability to support NPI and quick-turn fabrication followed by manufacturing in both North America and Asia allows our customers to accelerate their time-to-market as well as their time-to-volume. Standardized processes and procedures make transitioning of products easier for our customers. Our technology roadmaps provide leading-edge capabilities and high yielding processes. Our engineering teams are available on a worldwide basis to support designers in Design for Manufacturability (DFM) analysis and assemblers with field applications support. Printed circuit boards are made of fiberglass/resin-laminated material layers and contain copper circuits which interconnect and transmit electrical signals among the components that make up electronic devices. Increasing the density of the circuitry in each layer is accomplished by reducing the width of the circuit traces and placing them closer together in the printed circuit board along with adding layers and via hole structures. We are currently capable of efficiently producing printed circuit boards with up to 70 layers and circuit trace widths as narrow as two mils (50 micron) in production volumes. Specialized production equipment along with an in-depth understanding of high performance laminate materials allow us to fabricate some of the largest form factor and highest speed (frequencies in excess of 25 gigahertz or GHz) backplanes available in the industry. Backplanes and Backplane Assemblies. Backplanes are very large printed circuit boards that serve as the backbones of sophisticated electronics products, such as internet routers. Backplanes provide interconnections for printed circuit board assemblies, integrated circuits and other electronic components. We fabricate backplanes in our printed circuit board plants. Backplane fabrication is significantly more complex than printed circuit board fabrication 8 Table of Contents due to the large size and thickness of the backplanes. We manufacture backplane assemblies by press-fitting high density connectors into plated through- holes in the bare backplane. In addition, many of the newer, advanced technology backplanes require SMT attachment of passive discrete components as well as high-pin count ball grid array packages. These advanced assembly processes require specialized equipment and a strong focus on quality and process control. We also perform in-circuit and functional tests on backplane assemblies. We have developed proprietary technology and “know-how” which enable backplanes to run at data rates in excess of 25 Gbps. We currently have capabilities to manufacture backplanes with greater than 60 layers in sizes up to 26x40 and 22x52 inches and up to 0.425 inches in thickness, using a wide variety of high performance laminate materials. These are among the largest and most complex commercially manufactured backplanes. We are one of a limited number of manufacturers with these capabilities. Cable Assemblies. Cable assemblies are used to connect modules, assemblies and subassemblies in electronic devices. We provide a broad range of cable assembly products and services, from cable assemblies and harnesses for automobiles, to complex harnesses for industrial products and semiconductor manufacturing equipment. We design and manufacture a broad range of high-speed data, radio frequency and fiber optic cabling products. Our cable assemblies are often used in large rack systems to interconnect subsystems and modules. Mechanical Systems. Mechanical systems are used across all major markets to house and protect complex and fragile electronic components, modules and sub-systems so that the system's functional performance is not compromised due to mechanical, environmental or any other usage conditions. Our mechanical systems manufacturing services are capable of fabricating mechanical components, such as cabinets, chassis (soft tool and hard progressive tools), frames, racks, and data storage cabinets integrated with various electronic components and sub-systems for power management, thermal management, sensing functions and control systems. We manufacture a broad range of enclosures for a wide range of products from set-top boxes, medical equipment, and storage, to large and highly complex mechanical systems, such as those used in indoor and outdoor wireless base station products and high precision vacuum chambers for the semiconductor industry. Our mechanical systems expertise is available at several of our state-of-the-art facilities worldwide. Our operations provide metal fabrication by soft tools, high-volume metal stamping and forging by hard tools with stage and progressive tools, plastic injection molding, robotic welding, powder coating, wet painting, plating and cleaning processes. We also offer a suite of world-class precision machining services in the U.S., Mexico and Israel. We use advanced numerically controlled machines enabling the manufacture of components to very tight tolerances and the assembly of these components in clean environments. Capabilities include complex medium and large format mill and lathe machining of aluminum, stainless steel, plastics, ferrous and nonferrous alloys and exotic alloys. We also have helium and hydrostatic leak-test capabilities. By leveraging our established supply chain, we do lapping, anodizing, electrical discharge machining (EDM), heat-treating, cleaning, laser inspection, painting and packaging. We have dedicated facilities supporting machining and complex integration with access to a range of state-of-the-art, computer-controlled machining equipment that can satisfy rigorous demands for production and quality. This includes fully automated “lights-out” machinery that continues production in the absence of human operators. With some of the largest horizontal milling machines in the U.S., we are a supplier of vacuum chamber systems for the semiconductor, flat-panel display, LED equipment, industrial, medical and AS9100-certified aerospace markets. In addition, we have a team dedicated to the oil and gas industry. Services provided include product design, American Petroleum Institute (API) certified manufacturing assembly, testing and precision machining. This group specializes in harsh environment applications and provides services to major oil and gas equipment and service providers. Product design capabilities include mechanical, electrical and software engineering. Manufacturing assembly and test capabilities include high temperature printed circuit board assembly as well as full turnkey electromechanical assembly. Viking Technology Optical and Memory Solutions . Viking is our high-end engineering and technology division that focuses on memory, RF, optical and microelectronics solutions for the OEM. Viking's mission and philosophy is to deliver leading-edge technology solutions that help optimize the value and performance of its customers’ applications. RF, Optical and Microelectronics . Optical and radio frequency (RF) components are key building blocks of many systems. Viking produces both passive and active components as well as modules that are built from a 9 Table of Contents combination of industry standard and/or custom components, interconnected using microelectronic and micro-optic technologies to achieve a unique function.. Based on its microelectronic design and manufacturing technologies, Viking provides RF and optical components, modules and systems for customers in the communications, networking, medical, industrial, military and aerospace markets. Viking’s experience in RF and optical communication and networking products spans long-haul/ultra-long-haul and metro regions for transport/transmission, as well as access and switching applications, including last-mile solutions. Viking is currently supplying product to the 10G, 40G, 100G, 200G and 400G optical communication marketplace based on Viking’s foundational IP within optical and RF technologies. In the medical market, Viking develops and manufactures components and subassemblies that support Sanmina’s medical operations for products such as blood analyzers, food contamination analyzers, and specialized optical spectrometers and fluorometers utilizing the latest optical technologies. Viking’s service offerings are designed to deliver end-to-end solutions with special focus on product design and industrialization, optical and RF components, module and blade manufacturing, as well as system integration and test. Memory Solutions . Viking supplies leading edge Non-Volatile DIMMs (NVDIMM), Solid State Drives (SSD) and DRAM solutions. With a range of products that spans both SSD and DRAM technologies, Viking provides storage solutions ranging from high-performance computing SSDs tailored for the enterprise market to small form factor flash and DRAM modules optimized for industrial, telecommunications, and military markets. To continue its leadership in the memory space, Viking Technology is investing in several advanced technologies such as NVDIMM and new storage class memory. These investments will enable Viking to support the large and growing server market with products that optimize performance, capacity, and persistence in enhancing its customer’s applications. In addition, Viking will continue to focus on the enterprise and embedded markets with a further emphasis on medical, military and automotive applications.. Viking's comprehensive product offerings include Enterprise Class & Industrial Grade SSDs available across a wide portfolio of standard and OEM customized form-factors (2.5”, 1.8” SlimSATA, mSATA, M.2, PCIe/NVMe SSDs, SATADIMM™, DFC and eUSB). Viking also supports the broadest range of DDR4, DDR3, DDR2, DDR and SDRAM modules; from High-Density to Small-Form Factor with Error Checking and Correction (ECC Memory). In addition to its broad DRAM offering, Viking specializes in DRAM and Flash chip stacking, allowing for higher density Modules and drives ordinarily unachievable through normal chip manufacturing. Viking’s custom build capabilities, extended temperature ranges, locked BOM support, test, manufacturing and logistics, creates a unique combination of value adds. These capabilities have enabled Viking to further differentiate itself in an industry that is becoming increasingly competitive. Newisys. Newisys designs and manufactures both standard and custom storage and server products, including high performance SSD arrays, high performance HDD (Hard Disk Drive) arrays, cold storage, and cloud solutions including software to manage and provision storage across multiple fabrics. Some products are customized for streaming video applications. Newisys provides complete rack scale solutions to customers. SCI Technology Inc. (SCI) - Defense and Aerospace. SCI has been providing engineering services, products, manufacturing, test, and depot and repair solutions to the global defense and aerospace industry for more than 55 years. SCI offers advanced products for aircraft systems and tactical communications and also provides products for nuclear and radiation detection and monitoring, as well as fiber optics capabilities for use in a variety of applications. SCI's customers include U.S. government agencies, U.S. allies and major defense and aerospace prime contractors. SCI has the infrastructure and facility security clearance to support the stringent certifications, regulations, processes and procedures required by these customers. 42Q. 42Q provides an innovative, world-class cloud-based manufacturing execution solution (MES) that is scalable, flexible, secure and easy to implement. Our solution provides customers advantages in efficiencies and costs relative to legacy systems and offers traceability and genealogy, multi- plant visibility, compliance management and on-demand work instructions. Logistics and Repair Services. Our logistics and repair services provide significant value to our customers while helping protect their brand name. It also improves customer experience through the deployment of enhanced tools and 10 Table of Contents the provision of real-time access to critical business information. Our solutions are designed to reduce the total cost of ownership and enable our customers to shift their services operations to a variable cost model that frees up cash, enabling them to focus on their core business initiatives. Focusing on highly complex and mission-critical products and processes, we support the logistics and repair needs of customers in the communications, defense, embedded computing and medical markets worldwide. Through our operational infrastructure of 34 Sanmina sites and 28 repair partner sites, we provide a wide range of services including direct-order-fulfillment, configure-to-order, supplier, inventory and warranty management, reverse logistics, repair, asset recovery, sustaining engineering, test development and end-of-life management to embrace the most unique needs of our customers. Drawing on a robust set of information systems, we offer configurable environments tailored to meet specific customer needs including customized web portals, order and serial number tracking, special routings and promotions. Local, regional and global solutions are supported by a robust set of business processes that focus on inventory reduction and risk mitigation. This can improve cycle times by leveraging infrastructure, people and technology to enable reliable shipments of products to end users worldwide generally within 24 to 72 hours, depending on our customer’s requirements. Logistics and repair services complement our end-to-end manufacturing strategy by integrating engineering, supply chain, manufacturing, logistics and repair into a seamless solution for customers around the world. Our End Markets We target markets that we believe offer significant growth opportunities and for which OEMs sell complex products that are subject to rapid technological change. We believe that markets involving complex, rapidly changing products offer opportunities to produce products with higher margins because they require higher value-added manufacturing services and may also include our advanced vertically integrated components. Our diversification across market segments and customers helps mitigate our dependence on any particular market or customer. Industrial/Medical/Defense Industrial. We utilize our end-to-end component, engineering and complex assembly services to support the industrial market. We support a wide range of segments including transportation, power management, industrial control, instrumentation and test equipment, inspection and public safety equipment, capital equipment, and self service solutions. We have significant experience in manufacturing high precision components that are utilized in highly complex systems such as vacuum chambers, photolithography tools, etch tools, wafer handling systems, flat panel display test and repair equipment, chem-mech planarization tools, optical inspection and x-ray equipment, explosive detection equipment, and large format printing machines. We have specialized and dedicated facilities for the assembly of large / complex electro-mechanical, thermal and liquid-management equipment for applications including ATMs, beverage dispensing, cash-counting and management systems, electro-mechanical patient transfer tables, industrial printers and semiconductor capital equipment. We also manufacture sub-assemblies for machine-control units, such as high-speed machining tools, liquid management equipment and complex hydraulic-electro-mechanical systems, for applications such as industrial-grade printing and liquid dispensing. We are committed to serving companies leading the energy and clean technology revolution in the oil and gas, solar, wind, battery systems, LED lighting fixtures (including indoor, outdoor, industrial-grade and construction lighting products), as well as smart infrastructure industries. We leverage traditional EMS for clean technology customers in areas related to power electronics, control and distribution, smart meters and full-system integration. Beyond traditional EMS, our extensive range of electro-mechanical design and complex system manufacturing capabilities are an excellent fit across all clean technology segments. Our design and manufacturing operations are strategically located in close proximity to clean technology business hubs. Medical. We provide comprehensive manufacturing and related services to the medical industry including design, logistics and regulatory services. The manufacturing of products for the medical industry often requires compliance with domestic and foreign regulations including the Food and Drug Administration's (FDA's) quality system regulations and the European Union's medical device directive. In addition to complying with these standards, our medical manufacturing facilities comply with ISO 13485 (formerly EN 46002) and ISO 9001. We manufacture a broad range of medical devices including 11 Table of Contents blood glucose meters, computed tomography scanner assemblies, respiration systems, blood analyzers, cosmetic surgery systems, ultrasound imaging systems and a variety of patient monitoring equipment. Defense . We offer our end-to-end services to the defense, aerospace and high-reliability electronics industry. We design, manufacture and support a comprehensive range of defense and aerospace products including avionics systems and processors, cockpit and wireless communications systems, tactical and secure network communications systems, radar subsystems, nuclear and radiation detection and monitoring systems for homeland defense and fiber-optic systems. We believe our experience in serving the defense, aerospace and high-reliability electronics industry, as well as our product design and engineering capabilities, are our key competitive strengths. Communications Networks In the communications sector, we focus on infrastructure equipment including wireless and wireline access, RF filters, switching, routing and transmission systems, optical networking and transmission and enterprise networking systems. Our product design and engineering team has extensive experience designing and industrializing advanced communications products and components for these markets. Products we manufacture include wireless base stations, remote radio heads, point-to-point microwave systems and other backhaul solutions, satellite receivers and various radio frequency appliances, optical switches and transmission hardware as well as switches, along with core, service and edge routers among others. We also design and manufacture optical, RF and microelectronic components which are key elements in many of these products. Embedded Computing and Storage We provide comprehensive design and manufacturing solutions, as well as BTO and CTO services, to the embedded computing and storage market. We tightly couple our vertically integrated supply chain with manufacturing and logistics allowing for assembly and distribution of products all over the world. In addition, we manufacture a broad range of products with embedded processor capability including set-top boxes, point of sale equipment, casino gaming equipment, digital home gateways, professional audio-video equipment, a variety of touch-screen-operated equipment and internet connected entertainment devices. Our vertical integration capabilities include racks, enclosures, cables, complex multi-layer printed circuit boards, printed circuit assemblies and backplanes, fiber optics and final system assembly and test, direct order fulfillment and repair services. In addition, we have designed and developed some of the most compact and powerful storage modules available in the market today which we have coupled with our global, vertically integrated supply chain to deliver some of the most compelling embedded computing and storage solutions to the data storage industry. Automotive. We provide services to the automotive industry in which we manufacture sensors, controllers, engine control units, radios, heating ventilation and air-conditioning (HVAC) control heads and blower modules, a wide array of LED (Light Emitting Diode) interior and exterior light assemblies, audio/video entertainment systems, as well as cables for entertainment solutions. We also provide design support, product and process qualification, manufacturing, supply chain management, supplier quality assurance and end-of-life services. Substantially all of our automotive facilities are ISO/TS 16949 certified and produce printed circuit boards, printed circuit board assemblies, cable assemblies and higher level electronic assemblies. Customers A small number of customers have historically generated a significant portion of our net sales. Sales to our ten largest customers typically represent approximately 50% of our net sales. In 2017, Nokia and Motorola Solutions, Inc. each represented 10% or more of our net sales. Nokia represented 10% or more of our net sales in 2016 and no customer represented 10% or more of our net sales in 2015. We seek to establish and maintain long-term relationships with our customers. Historically, we have had substantial recurring sales from existing customers. We seek to expand our customer base through our marketing and sales efforts as well as acquisitions. We have been successful in broadening relationships with customers by providing vertically integrated products and services as well as multiple products and services in multiple locations. We typically enter into supply agreements with our major OEM customers with terms ranging from three to five years. Our supply agreements generally do not obligate the customer to purchase minimum quantities of products. However, the customer is typically liable for the cost of the materials and components we have ordered to meet their production forecast but which are not used, provided that the material was ordered in accordance with an agreed-upon procurement plan. In some cases, the procurement plan contains provisions regarding the types of materials for which our customers will assume responsibility. Our supply agreements generally contain provisions permitting cancellation and rescheduling of orders upon 12 Table of Contents notice and, in some cases, are subject to cancellation and rescheduling charges. Order cancellation charges vary by product type, depending how far in advance of shipment a customer notifies us of an order cancellation. In some circumstances, our supply agreements with customers include provisions for cost reduction objectives during the term of the agreement, which can have the effect of reducing revenue and profitability from these arrangements. We generally do not obtain firm, long-term commitments from our customers under supply agreements. As a result, customers can cancel their orders, change production quantities or delay orders. Even in those cases in which customers are contractually obligated to purchase products from us or purchase unused inventory from us that we have ordered for them, we may elect not to immediately enforce our contractual rights because of the long-term nature of our customer relationships or for other business reasons and may instead negotiate accommodations with customers regarding particular situations. Seasonality With the continued diversification of our customer base, we generally have not experienced significant seasonality in our business in recent years. Backlog We generally do not obtain firm, long-term commitments from our customers. Instead, our procurement of inventory and our manufacturing activities are based primarily on forecasts provided by our customers. This enables us to minimize the time lapse between receipt of a customer's order and delivery of product to the customer. Customers usually do not make firm orders for product delivery more than thirty to ninety days in advance. Additionally, customers may cancel or postpone scheduled deliveries, generally without significant penalty. Therefore, we do not believe the backlog of expected product sales covered by firm orders is a meaningful measure of future sales. Marketing and Sales Our sales efforts are organized and managed on a regional basis with regional sales managers in geographic regions throughout the world. We develop relationships with our customers and market our vertically integrated manufacturing solutions through our direct sales force and marketing and sales staff. Our sales resources are directed at multiple management and staff levels within target accounts. Our direct sales personnel work closely with the customers' engineering and technical personnel to better understand their requirements. Our marketing and sales staff supports our business strategy of providing end-to-end solutions by encouraging cross-selling of vertically integrated manufacturing solutions and component manufacturing across a broad range of major OEM products. To achieve this objective, our marketing and sales staff works closely with our various manufacturing and design and engineering groups and engages in marketing and sales activities targeted at key customer opportunities. Each of our key customer accounts is managed by a dedicated account team including a global account manager directly responsible for account management. Global account managers coordinate activities across divisions to effectively satisfy customer requirements and have direct access to our senior management to quickly address customer concerns. Local customer account teams further support the global teams. Business Segment Data and our Foreign Operations We have one reportable segment - Integrated Manufacturing Solutions (IMS). Financial information for segments can be found in Note 12 to our consolidated financial statements. Information concerning revenues, results of operations, assets and revenues by geographic area is set forth in Item 7, “Management's Discussion and Analysis of Financial Condition and Results of Operations” and in Note 12, “Business Segment, Geographic and Customer Information”, to our consolidated financial statements. Risks attendant to our foreign operations can be found in Item 1A. “Risk Factors”. Competition For our integrated manufacturing solutions business, we face competition from other major global EMS companies such as Benchmark Electronics, Inc., Celestica, Inc., Flex Ltd., Hon Hai Precision Industry Co., Ltd. (Foxconn), Jabil Circuits, Inc. and Plexus Corp. Our components, products and services business faces competition from EMS and non-EMS companies that often have a regional product, service or industry-specific focus. In addition, our potential customers may also compare the benefits of outsourcing their manufacturing to us with the merits of manufacturing products themselves. 13 Table of Contents We compete with different companies depending on the type of solution or geographic area. We believe the primary competitive factors in our industry include manufacturing technology, quality, global footprint, delivery, responsiveness, provision of value-added solutions and price. We believe our primary competitive strengths include our ability to provide global end-to-end solutions, product design and engineering resources, vertically integrated manufacturing solutions, advanced technologies, global manufacturing capabilities, global supplier base, customer focus and responsiveness, and expertise in serving diverse end markets. Intellectual Property We hold U.S. and foreign patents and patent applications relating to, among other things, printed circuit board manufacturing technology, enclosures, cables, memory modules, optical technology and computing and storage. For other proprietary processes, we rely primarily on trade secret protection. A number of our patents have expired or will expire in the near term. The expiration and abandonment of patents reduces our ability to assert claims against competitors or others who use similar technologies and to license such patents to third parties. We have registered certain trademarks and pending trademark applications in both the U.S. and internationally. Environmental Matters We are subject to a variety of local, state, federal and foreign environmental laws and regulations relating to the storage and use of hazardous materials used in our manufacturing processes, as well as the storage, treatment, discharge, emission and disposal of hazardous waste that are by-products of these processes. We are also subject to occupational safety and health laws, product labeling and product content requirements, either directly or as required by our customers. Proper waste disposal is a major consideration for printed circuit board manufacturers due to the metals and chemicals used in the manufacturing process. Water used in the printed circuit board manufacturing process must be treated to remove metal particles and other contaminants before it can be discharged into municipal sanitary sewer systems. We operate on-site wastewater treatment systems at our printed circuit board manufacturing plants in order to treat wastewater generated in the fabrication process. Additionally, the electronics assembly process can generate lead dust. Upon vacating a facility, we are responsible for remediating lead dust from the interior of the manufacturing facility. Although there are no applicable standards for lead dust remediation in manufacturing facilities, we endeavor to remove the residues. To date, lead dust remediation costs have not been material to our results of operations. We also monitor for airborne concentrations of lead in our buildings and are unaware of any significant lead concentrations in excess of the applicable OSHA or other local standards. We have a range of corporate programs that aim to reduce the use of hazardous materials in manufacturing. We developed corporate-wide standardized environmental management systems, auditing programs and policies to enable better management of environmental compliance activities. For example, almost all of our manufacturing facilities are also certified under ISO 14001, a set of standards and procedures relating to environmental compliance management. In addition, the electronics industry must adhere to the European Union's Restrictions of Hazardous Substances (RoHS) and Waste Electrical and Electronic Equipment (WEEE). Parallel initiatives have been adopted in other jurisdictions throughout the world, including several states in the U.S. and the Peoples' Republic of China. RoHS limits the use of lead, mercury and other specified substances in electronics products. WEEE requires producers to assume responsibility for the collection, recycling and management of waste electronic products and components. We implemented procedures intended to ensure our manufacturing processes are compliant with RoHS and the European Union's Registration, Evaluation and Authorization of Chemicals (REACH) legislation, when required. WEEE compliance is primarily the responsibility of OEMs. Asbestos containing materials, or ACM, are present at several of our manufacturing facilities. Although ACM is being managed and controls have been put in place pursuant to ACM operations and maintenance plans, the presence of ACM could give rise to remediation obligations and other liabilities. Our facilities generally operate under environmental permits issued by governmental authorities. For the most part, these permits must be renewed periodically and are subject to revocation in the event of violations of environmental laws. Any such revocation may require us to cease or limit production at one or more of our facilities, adversely affecting our results of operations. In connection with certain acquisitions, we have incurred liabilities associated with environmental contamination. These include ongoing investigation and remediation activities at a number of current and former sites, including those located in Owego, New York; Derry, New Hampshire; and Brockville, Ontario. In addition, we have been named in a lawsuit alleging 14 Table of Contents operations at our current and former facilities in Orange County, California contributed to groundwater contamination and also have ongoing investigation and remediation activities at other sites in Orange County, California. There are some sites, including our acquired facility in Gunzenhausen, Germany, that are known to have groundwater contamination caused by a third-party, and that third-party has provided indemnification to us for the related liability. However, in certain situations, third-party indemnities may not be effective to reduce our liability for environmental contamination. We use environmental consultants primarily for risk assessments and remediation, including remedial investigation and feasibility studies, remedial action planning and design and site remediation. Our consultants provide information regarding the nature and extent of site contamination, acceptable remediation alternatives and estimated costs associated with each remediation alternative. We consider their recommendations together with other information when determining the appropriate amount to accrue for environmental liabilities. Employees As of September 30, 2017 , we had approximately 47,000 employees, including approximately 11,500 temporary employees. None of our U.S. employees are represented by a labor union. In some international locations, our employees are represented by labor unions on either a national or plant level or are subject to collective bargaining agreements. Available Information Our Internet address is http://www.sanmina.com. We make available through our website, free of charge, our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, as soon as reasonably practicable after we electronically file such material with, or furnish it to, the Securities and Exchange Commission, or SEC. All reports we file with the SEC are also available free of charge via EDGAR through the SEC's website at http://www.sec.gov . 15 Table of Contents The following table sets forth the name, position and age of our current executive officers and their ages as of October 31, 2017. EXECUTIVE OFFICERS OF THE REGISTRANT Name Jure Sola Robert K. Eulau David R. Anderson Gerry Fay Alan Reid Age 66 55 57 58 54 Executive Chairman Chief Executive Officer Position Executive Vice President, Chief Financial Officer and Principal Accounting Officer Executive Vice President and Chief Business Officer Executive Vice President of Global Human Resources Jure Sola has served as our Executive Chairman since October 2017. Mr. Sola served as our Chief Executive Officer from April 1991 until October 2017, as Chairman of our Board of Directors from April 1991 until December 2001 and from December 2002 until October 2017, and as Co-Chairman of our Board of Directors from December 2001 until December 2002. In 1980, Mr. Sola co-founded Sanmina and initially held the position of Vice President of Sales. In October 1987, he became the Vice President and General Manager of Sanmina, responsible for manufacturing operations, sales and marketing. Mr. Sola served as our President from October 1989 to March 1996. Robert K. Eulau has served as our Chief Executive Officer since October 2017. From September 2009 until October 2017, Mr. Eulau served as our Executive Vice President and Chief Financial Officer. Prior to joining us, he was the Executive Vice President, Chief Operating Officer and Chief Financial Officer of privately-owned Alien Technology Corporation, a developer of radio frequency identification products, from March 2006 to June 2008. Previously, he was Senior Vice President and Chief Financial Officer of publicly-traded Rambus Inc., a technology licensing company, from May 2001 to March 2006. Prior to Rambus, Mr. Eulau served over 15 years with Hewlett Packard Company in various leadership roles, including Vice President and Chief Financial Officer of HP's Business Customer Organization, and Vice President and Chief Financial Officer of HP's Computing Products business. David R. Anderson has served as our Executive Vice President and Chief Financial Officer since October 2017. Mr. Anderson has held various roles at Sanmina, including Senior Vice President, Corporate Controller and Principal Accounting Officer, from March 2013 to September 2017. From November 2004 to February 2013 he was Senior Vice President Finance and Controller, Global Operations and Corporate Planning. Mr. Anderson served as Vice President Finance and Controller, EMS operations from February 2002 to October 2004. Gerry Fay has served as our Executive Vice President and Chief Business Officer since July 2017. Prior to joining us, Mr. Fay was Global President at Avnet, a distributor of electronic components and embedded solutions, from October 2013 to July 2017. From July 2005 to October 2013, he held other senior level positions at Avnet including Chief Global Logistics and Operations Officer; and Senior Vice President of Global Strategic Accounts at Avnet United, a division of Avnet. Alan Reid has served as our Executive Vice President of Global Human Resources since October 2012. Mr. Reid has held various roles at Sanmina, including Senior Vice President of Global Human Resources and Human Resources Director of EMEA, from July 2001 to October 2012. Prior to joining us, he was Group Human Resources Manager at Kymata Ltd., an optoelectronic technology startup from June 2000 to July 2001. Prior to Kymata, Mr. Reid held various roles in operations and human resources with The BOC Group PLC. (British Oxygen Company), a global industrial gases and engineering company, from September 1986 to June 2000. 16 Table of Contents Item 1A. Risk Factors Adverse changes in the key end markets we target could harm our business by reducing our sales. We provide products and services to companies that serve the communications networks, computing and storage, multimedia, industrial and semiconductor capital equipment, defense and aerospace, medical, energy and automotive industries. Adverse changes in any of these markets could reduce demand for our customers' products or make these customers more sensitive to the cost of our products and services, either of which could reduce our sales, gross margins and net income. A number of factors could affect any of these industries in general, or our customers in particular, and lead to reductions in net sales, thus harming our business. These factors include: • intense competition among our customers and their competitors, leading to reductions in prices for their products and pricing pressures on us; • failure of our customers' products to gain widespread commercial acceptance which could decrease the volume of orders customers place with us; • changes in regulatory requirements affecting the products we build for our customers, leading to product obsolescence and potentially causing us to lose business; and • recessionary periods in our customers' markets, including the currently depressed conditions in the oil and gas industry, which decrease orders from affected customers. We realize a substantial portion of our revenues from communications equipment customers. This market is highly competitive, particularly in the area of price. Should any of our larger customers in this market fail to effectively compete with their competitors, they could reduce their orders to us or experience liquidity difficulties, either of which could have the effect of reducing our revenue and net income, perhaps substantially. There can be no assurance that we will not experience declines in demand in this or in other end markets in the future. Our operating results and cash generated from operations are subject to significant uncertainties, which can cause our future sales and net income to be variable. Our operating results can vary due to a number of significant uncertainties, including: • our ability to replace declining sales from end-of-life programs with new business wins; • conditions in the economy as a whole and in the industries we serve; • fluctuations in components prices and component shortages or extended parts lead time caused by high demand, natural disaster or otherwise; • timing of new product development by our customers, which creates demand for our services, but which can also require us to incur start-up costs relating to new tooling and processes; • levels of demand in the end markets served by our customers; • timing of orders from customers and the accuracy of their forecasts; • inventory levels of customers, which if high relative to their normal sales volume, could cause them to reduce their orders to us; • timing of new program ramps in which expenditures are made in anticipation of increased sales or for which low product yields and design changes can significantly impact profitability; • customer product delivery requirements and shortages of components or labor; • increasing labor costs in the regions in which we operate; • mix of products ordered by and shipped to major customers, as high volume and low complexity manufacturing services typically have lower gross margins than more complex and lower volume services; • degree to which we are able to utilize our available manufacturing capacity; • customer insolvencies resulting in bad debt or inventory exposures that are in excess of our reserves; • our ability to efficiently move manufacturing activities to lower cost regions; • changes in our tax provision due to changes in our estimates of pre-tax income in the jurisdictions in which we operate, uncertain tax positions, and our ability to utilize our deferred tax assets; and • political and economic developments in countries in which we have operations which could restrict our operations or increase our costs. Variability in our operating results may also lead to variability in cash generated by operations, which can adversely affect our ability to make capital expenditures, engage in strategic transactions and repurchase stock. 17 Table of Contents We rely on a relatively small number of customers for a substantial portion of our sales, and declines in sales to these customers could reduce our net sales and net income. Sales to our ten largest customers have historically represented approximately half of our net sales. We expect to continue to depend upon a relatively small number of customers for a significant percentage of our sales for the foreseeable future. The loss of, or a significant reduction in sales or pricing to our largest customers, could substantially reduce our revenue and margins. We are subject to risks arising from our international operations. The substantial majority of our net sales are generated through our non-U.S. operations. As a result, we are affected by economic, political and other conditions in the foreign countries in which we do business, including: • the imposition of currency controls; • changes in trade and tax laws that may result in our customers being subjected to increased taxes, duties and tariffs and reduce their willingness to use our services in countries in which we are currently manufacturing their products; • compliance with U.S laws concerning trade, including the International Traffic in Arms Regulations (“ITAR”), the Export Administration Regulations (“EAR”), the Foreign Corrupt Practices Act (“FCPA”) and sanctions administered by the Office of Foreign Asset Controls (“OFAC”); • rising labor costs; • compliance with foreign labor laws, which generally provide for increased notice, severance and consultation requirements compared to U.S. laws; • labor unrest, including strikes; • difficulties in staffing due to immigration or travel restrictions imposed by national governments, including the U.S.; • security concerns; • political instability and/or regional military tension or hostilities; • inflexible employee contracts or labor laws in the event of business downturns; • coordinating communications among and managing our international operations; • fluctuations in currency exchange rates, which may either increase or decrease our operating costs and for which we have significant exposure; • changes in tax and trade laws that increase our local costs; • exposure to heightened corruption risks; • aggressive, selective or lax enforcement of laws and regulations by national governmental authorities; • adverse rulings in regards to tax audits; and • misappropriation of intellectual property. We operate in countries that have experienced labor unrest, political instability or conflict and strife, including Brazil, China, India, Israel, Malaysia and Thailand and we have experienced work stoppages and similar disruptions in these foreign jurisdictions. To the extent such developments prevent us from adequately staffing our plants and manufacturing and shipping products in those jurisdictions, our margins and net income could be reduced and our reputation as a reliable supplier could be negatively impacted. Certain of our foreign manufacturing facilities are leased from third parties. To the extent we are unable to renew the leases covering such facilities as they expire on reasonable terms, or are forced to move our operations at those facilities to other locations as a result of a failure to agree upon renewal terms, production for our customers may be interrupted, we may breach our customer agreements, we could incur significant start-up costs at new facilities and our lease expense may increase, potentially significantly. We are subject to intense competition in the EMS industry which could cause us to lose sales and therefore harm our financial performance. The electronics manufacturing services (EMS) industry is highly competitive and the industry has experienced a surplus of manufacturing capacity. Our competitors include major global EMS providers, including Benchmark Electronics, Inc., Celestica, Inc., Flex Ltd., Hon Hai Precision Industry Co., Ltd. (Foxconn), Jabil Circuit, Inc. and Plexus Corp., as well as other companies that have a regional, product, service or industry-specific focus. We also face competition from current and potential OEM customers who may elect to manufacture their own products internally rather than outsourcing to EMS providers. 18 Table of Contents Competition is based on a number of factors, including end markets served, price and quality. We may not be able to offer prices as low as some of our competitors for any number of reasons, including the willingness of competitors to provide EMS services at prices we are unable or unwilling to offer. There can be no assurance that we will win new business or not lose existing business due to competitive factors, which could decrease our sales and net income. In addition, due to the extremely price sensitive nature of our industry, business that we do win or maintain may have lower margins than our historical or target margins. As a result, competition may cause our gross and operating margins to fall. Our strategy to pursue higher margin business depends in part on the success of our Components, Products and Services (CPS) business, which, if not successful, could cause our future gross margins and operating results to be lower. A key part of our strategy is to grow our CPS business, which includes printed circuit boards, backplane and cable assemblies, mechanical systems, memory, defense and aerospace and computing products and design, engineering, logistics and repair services. A decrease in orders for these components, products and services can have a disproportionately adverse impact on our profitability since these components, products and services generally carry higher than average contribution margins than our core IMS business. In addition, in order to grow this portion of our business profitably, we must continue to make substantial investments in the development of our product development capabilities, research and development activities, test and tooling equipment and skilled personnel, all of which reduce our operating results in the short term. The success of our CPS business also depends on our ability to increase sales of our proprietary products, convince our customers to agree to purchase our components for use in the manufacture of their products, rather than directing us to buy them from third parties, and expand the number of our customers who contract for our design, engineering, logistics and repair services. We may face challenges in achieving commercially viable yields and difficulties in manufacturing components in the quantities and to the specifications and quality standards required by our customers, as well as in qualifying our components for use in our customers' designs. Our proprietary products and design, engineering, logistics and repair services must compete with products and services offered by established vendors which focus solely on development of similar technologies or the provision of similar services. Any of these factors could cause our CPS revenue and margins to be less than expected, which could have an overall adverse and potentially disproportionate effect on our revenues and profitability. Cancellations, reductions in production quantities, delays in production by our customers and changes in customer requirements could reduce our sales and net income. We generally do not obtain firm, long-term purchase commitments from our customers and our bookings may generally be canceled prior to the scheduled shipment date. Although a customer is generally liable for raw materials we procure on their behalf, finished goods and work-in-process at the time of cancellation, the customer may fail to honor this commitment or we may be unable or, for other business reasons, choose not to enforce our contractual rights. Cancellations, reductions or delays of orders by customers could increase our inventory levels, lead to write-offs of inventory that we are not able to resell to the customer, reduce our sales and net income, delay or eliminate recovery of our expenditures for inventory purchased in preparation for customer orders and lower our asset utilization, all of which could result in lower gross margins and lower net income. Our customers could experience credit problems, which could reduce our future revenues and net income. Some companies in the industries for which we provide products have previously experienced significant financial difficulty, with a few of the participants filing for bankruptcy. Such financial difficulty, if experienced by one or more of our customers, may negatively affect our business due to the decreased demand from these financially distressed customers, the lengthening of customer payment terms, the potential inability of these companies to make full payment on amounts owed to us or to purchase inventory we acquired to support their businesses. Customer bankruptcies also entail the risk of potential recovery by the bankruptcy estate of amounts previously paid to us that are deemed a preference under bankruptcy laws. 19 Table of Contents Changes in U.S. trade or tax policy could increase the cost of using our offshore manufacturing services for our U.S customers, leading them to reduce their orders to us. Although we maintain significant manufacturing capacity in the United States, the substantial majority of our manufacturing operations are located outside the United States. This manufacturing footprint has allowed us to provide cost-effective volume manufacturing for our customers. However, the willingness of our U.S customers to have us manufacture their products in our offshore facilities could be reduced should the U.S. government exit or renegotiate trade agreements and frameworks to which it is currently bound or to which it adheres, including the North American Free Trade Act and the rules of the World Trade Organization or enact corporate income tax measures that favor U.S. exports over imports. Any decision by a large number of our U.S customers to cease using our offshore manufacturing services due to changes in U.S. trade or tax policy without commensurately increasing their use of our domestic manufacturing services would materially reduce our revenue and net income. Consolidation in the electronics industry may adversely affect our business by increasing customer buying power and increasing prices we pay for components. Consolidation in the electronics industry among our customers, our suppliers and/or our competitors may increase, which could result in a small number of very large electronics companies offering products in multiple sectors of the electronics industry. In addition, if one of our customers is acquired by another company that does not rely on us to provide EMS services, we may lose that customer's business. Similarly, consolidation among our suppliers could result in a sole or limited source for certain components used in our customers' products. Any such consolidation could cause us to be required to pay increased prices for such components, which could reduce our gross margin and profitability. Recruiting and retaining our key personnel is critical to the continued growth of our business. Our success depends upon the continued service of our key personnel, particularly our highly skilled sales and operations executives, managers and engineers with many years of experience in electronics and contracts manufacturing. Such individuals can be difficult to identify, recruit and retain and are heavily recruited by our competitors. Should any of our key employees choose to retire or terminate their employment with us, and should we be unable to recruit new employees with the required experience, our operations and growth prospects could be negatively impacted. Cyberattacks and other disruptions of our IT network and systems could interrupt our operations, lead to loss of our customer data and intellectual property and subject us to damages. We rely on internal and third party information technology networks and systems for worldwide financial reporting, inventory management, procurement, invoicing and email communications, among other functions. Despite our business continuity planning, including redundant data sites and network availability, our systems may be susceptible to outages due to fire, floods, power loss, telecommunications failures, terrorist attacks and similar events. In addition, despite the implementation of network security measures that we believe to be reasonable, our systems and those of third parties on which we rely may also be vulnerable to hacking, computer viruses, the installation of malware and similar disruptions either by third parties or employees with access to key IT infrastructure. Cybersecurity attacks can come in many forms, including distributed denial of service attacks, advanced persistent threat, phishing and business email compromise efforts. Hacking, malware and other cybersecurity attacks, if not prevented, could lead to the collection and disclosure of sensitive personal information, including intellectual property, relating to our customers, employees or others, exposing us to legal liability and causing us to suffer reputational damage. In addition, our SCI defense division is subject to government regulations requiring the safeguarding of certain unclassified government information and to report to the government certain cyber incidents that affect such information. The increasing sophistication of cyberattacks requires us to continually evaluate new technologies and processes intended to detect and prevent these attacks. There can be no assurance that the security measures we choose to implement will be sufficient to protect the data we manage. If we or our vendors are unable to prevent such outages and cyberattacks, our operations could be disrupted, we could incur losses, including losses relating to claims by our customers against us relating to loss of their information, the willingness of customers to do business with us may be damaged and, in the case of our defense business, we could be debarred from future participation in government programs. 20 Table of Contents Unanticipated changes in our tax rates or exposure to additional tax liabilities could increase our taxes and decrease our net income; our projections of future taxable income that drove the release of our valuation allowance in prior years could prove to be incorrect, which could cause a charge to earnings; proposed corporate tax reform measures could reduce the value of our deferred tax assets and result in taxation of untaxed foreign earnings. We are subject to income, sales, value-added, withholding and other taxes in the United States and various foreign jurisdictions. Significant judgment is required in determining our worldwide provision for taxes and, in the ordinary course of business, there are many transactions and calculations for which the ultimate tax determination is uncertain. Our effective tax rates and liability for other taxes could increase as a result of changes in the mix of earnings in countries with differing statutory tax rates, changes in the valuation of deferred tax assets and liabilities, changes in enacted tax laws, our cash management strategies, our ability to negotiate advance pricing agreements with foreign tax authorities and other factors. Recent international initiatives will require multinational enterprises, like ours, to report profitability on a country-by-country basis, which could increase scrutiny by foreign tax authorities. In addition, our tax determinations are regularly subject to audit by tax authorities. For example, we are currently undergoing audits of our tax returns for certain recent tax years in a number of jurisdictions, including the United States. Developments in these or future audits could adversely affect our tax provisions, including through the disallowance or reduction of deferred tax assets or the assessment of back taxes, interest and penalties. Although we believe that our tax estimates are reasonable and our existing tax reserves are adequate, the final determination of tax audits or tax disputes may be different from what is reflected in our historical tax provisions, which could increase our taxes payable and decrease our net income. Legislation currently pending in the U.S. Congress would provide for a substantial reduction in the corporate income tax rate and for a one-time mandatory deemed repatriation tax, potentially with retroactive effect. Should these measures be enacted, the carrying value of our U.S. deferred tax assets could be significantly reduced and we could be required to pay a one-time deemed repatriation tax on our previously untaxed foreign earnings, which could be significant. If we are unable to protect our intellectual property or infringe, or are alleged to infringe, upon intellectual property of others, we could be required to pay significant amounts in costs or damages. We rely on a combination of copyright, patent, trademark and trade secret laws and restrictions on disclosure to protect our intellectual property rights. However, a number of our patents covering certain aspects of our manufacturing processes or products have expired and will continue to expire in the future. Such expirations reduce our ability to assert claims against competitors or others who use or sell similar technology. Any failure to protect our intellectual property rights could diminish or eliminate the competitive advantages that we derive from our proprietary technology. We are also subject to the risk that current or former employees violate the terms of their proprietary information agreements with us. Should a key current or former employee use or disclose any of our or our customers' proprietary information, we could become subject to legal action by our customers or others, our key technologies could become compromised and our ability to compete could be adversely impacted. In addition, we may become involved in administrative proceedings, lawsuits or other proceedings if others allege that the products we manufacture for our customers or our own manufacturing processes and products infringe on their intellectual property rights. If successful, such claims could force our customers and us to stop importing or producing products or components of products that use the challenged intellectual property, to pay up to treble damages and to obtain a license to the relevant technology or redesign those products or services so as not to use the infringed technology. The costs of defense and potential damages and/or impact on production of patent litigation could be significant and have a materially adverse impact on our financial results. In addition, although our customers typically indemnify us against claims that the products we manufacture for them infringe others' intellectual property rights, there is no guaranty that these customers will have the financial wherewithal to stand behind such indemnities should the need arise, nor is there any guaranty that any such indemnity could be fully enforced. We sometimes design products on a contract basis or jointly with our customers. In these situations, we may become subject to claims that products we design infringe third party intellectual property rights and may also be required to indemnify our customer against liability caused by such claims. Any of these results could reduce our revenue, increase our costs and reduce our net income and could damage our reputation with our customers. 21 Table of Contents We can experience losses due to foreign exchange rate fluctuations and currency controls, which could reduce our net income and impact our ability to repatriate funds. Because we manufacture and sell the majority of our products abroad, our operating results can be negatively impacted due to fluctuations in foreign currency exchange rates, particularly in volatile currencies to which we are exposed, such as the Euro, Mexican peso, Japanese yen, Chinese renminbi and Brazilian real. We use financial instruments, primarily short-term foreign currency forward contracts, to hedge our exposure to exchange rate fluctuations. However, the success of our foreign currency hedging activities in preventing foreign exchange losses depends largely upon the accuracy of our forecasts of future sales, expenses, capital expenditures and monetary assets and liabilities. As such, our foreign currency hedging program may not fully cover our exposure to exchange rate fluctuations. If our hedging activities are not successful, we may experience a reduction of our net income. In addition, certain countries in which we operate have adopted, or are considering adopting, currency controls requiring that local transactions be settled only in local currency rather than in our functional currency which could be different than the local currency. Such controls could require us to hedge larger amounts of local currency than we otherwise would and/or prevent us from repatriating cash generated by our operations in such countries. Customer requirements to transfer business may increase our costs. Our customers sometimes require that we transfer the manufacturing of their products from one Sanmina facility to another to achieve cost reductions and other objectives. These transfers have resulted in increased costs to us due to facility downtime, less than optimal utilization of our manufacturing capacity and delays and complications related to the transition of manufacturing programs to new locations. These transfers, and any decision by a significant customer to terminate manufacturing services in a particular facility, could require us to close or reduce operations at certain facilities and, as a result, we may incur in the future significant costs for the closure of facilities, employee severance and related matters. We may be required to relocate additional manufacturing operations in the future and, accordingly, we may incur additional costs that decrease our net income. Any of these factors could reduce our revenues, increase our expenses and reduce our net income. Allegations of failures to comply with domestic or international employment and related laws could result in the payment of significant damages, which would reduce our net income. We are subject to a variety of domestic and foreign employment laws, including those related to safety, wages and overtime, discrimination, organizing, whistle-blowing, classification of employees, privacy and severance payments. Enforcement activity relating to these laws can increase as a result of increased governmental scrutiny, media attention due to violations by other companies, changes in law, political and other factors. Allegations that we have violated such laws could lead to fines from or settlements with federal, state or foreign regulatory authorities or damages payable to employees, which fines could be substantial and which would reduce our net income. We are subject to a number of U.S. governmental procurement rules and regulations and failure to comply with such rules and regulations could result in damages or reduction of future revenue. We are subject to a number of laws and regulations relating to the award, administration and performance of U.S. government contracts and subcontracts. Such laws and regulations govern, among other things, price negotiations, cost accounting standards, procurement practices, equal opportunity and affirmative action in employment and other aspects of performance under government contracts. These rules are complex, our performance under them is subject to audit by the Defense Contract Audit Agency, the Office of Federal Contract Compliance Programs and other government regulators, and in most cases must be complied with by our suppliers. If an audit or investigation reveals a failure to comply with regulations, we could become subject to civil or criminal penalties and administrative sanctions by either the government or the prime customer, including government pre-approval of our government contracting activities, termination of the contract, payment of fines and suspension or debarment from doing further business with the U.S. government. Any of these actions could increase our expenses, reduce our revenue and damage our reputation as a reliable government supplier. 22 Table of Contents We may not have sufficient insurance coverage for potential claims and losses, which could leave us responsible for certain costs and damages. We carry various forms of business and liability insurance in types and amounts we believe are reasonable and customary for similarly situated companies in our industry. However, we do not have insurance coverage for all of the risks and liabilities we assume in connection with our business, including failure to comply with typical customer warranties for workmanship, product liability, intellectual property infringement, product recall claims, certain natural disasters, such as earthquake, and environmental contamination. In addition, our policies generally have deductibles and/or limits that reduce the amount of our potential recoveries from insurance. As a result, not all of our potential business losses are covered under our insurance policies. Should we sustain a significant uncovered loss, our net income will be reduced. Additionally, if one or more counterparties to our insurance coverage were to fail, we would bear the entire amount of an otherwise insured loss. Our supply chain is subject to a number of economic, regulatory and environmental risks that could increase our costs or cause us to delay shipments to customers, reducing our revenue and margins. Our supply chain is subject to a number of risks and uncertainties. For example, we are dependent on certain suppliers, including limited and sole source suppliers, to provide key components we incorporate into our products. We have experienced, and may experience in the future, delays in delivery and shortages of components, which in turn could result in increased component prices and delays in product shipments to customers, both of which could decrease our revenue and margins. Our components are manufactured using a number of commodities, including petroleum, gold, copper and other metals that are subject to frequent and unpredictable changes in price due to worldwide demand, investor interest and economic conditions. We do not hedge against the risk of these fluctuations, but rather attempt to adjust our product pricing to reflect such changes. Should significant increases in commodities prices occur and should we not be able to increase our product prices enough to offset these increased costs, our gross margins and profitability could decrease, perhaps significantly. In addition, we, along with our suppliers and customers, rely on various energy sources in our manufacturing and transportation activities. There has been significant volatility in the prices of energy during the recent past and such volatility is likely to continue in the future. Concern over climate change has led to state, federal and international legislative and regulatory initiatives aimed at reducing carbon dioxide and other greenhouse gas emissions. Such initiatives could lead to an increase in the price of energy. A sustained increase in energy prices for any reason could increase our raw material, components, operations and transportation costs. We may not be able to increase our product prices enough to offset these increased costs, in which case our profitability would be reduced. We rely on a variety of common carriers to transport our raw materials and components from our suppliers to us, and to transport our products to our customers. The use of common carriers is subject to a number of risks, including increased costs due to rising energy prices and labor, vehicle and insurance costs, and hijacking and theft resulting in losses of shipments, delivery delays resulting from labor disturbances and strikes and other factors beyond our control. Although we attempt to mitigate our liability for any losses resulting from these risks through contracts with our customers, suppliers and insurance carriers, any costs or losses that cannot be mitigated could reduce our profitability, require us to manufacture replacement product or damage our relationships with our customers. Government regulations, such as the Dodd-Frank Act disclosure requirements relating to conflict minerals, and customer interest in responsible sourcing could decrease the availability and increase the prices of components used in our customers' products. Any failure to comply with applicable environmental laws could adversely affect our business by causing us to pay significant amounts for cleanup of hazardous materials or for damages or fines. We are subject to various federal, state, local and foreign environmental laws and regulations, including those governing the use, generation, storage, discharge and disposal of hazardous substances and waste in the ordinary course of our manufacturing operations. If we violate environmental laws or if we own or operate, or owned or operated in the past a site at which we or a predecessor company caused contamination, we may be held liable for damages and the costs of remedial actions. Although we estimate and regularly reassess our potential liability with respect to violations or alleged violations and accrue for such liability, we cannot assure you that our accruals will be sufficient. Any increase in existing reserves or establishment of new reserves for environmental liability could reduce our net income. Our failure or inability to comply with applicable environmental laws and regulations could also limit our ability to expand facilities or could require us to acquire costly equipment or to incur other significant expenses to comply with these laws and regulations. 23 Table of Contents Partly as a result of certain of our acquisitions, we have incurred liabilities associated with environmental contamination. These liabilities include ongoing investigation and remediation activities at a number of current and former sites. The time required to perform environmental remediation can be lengthy and there can be no assurance that the scope, and therefore cost, of these activities will not increase as a result of the discovery of new contamination or contamination on adjoining landowner's properties or the adoption of more stringent regulatory standards covering sites at which we are currently performing remediation activities. We cannot assure that past disposal activities will not result in liability that will materially affect us in the future, nor can we provide assurance that we do not have environmental exposures of which we are unaware and which could adversely affect our future operating results. Over the years, environmental laws have become, and in the future may continue to become, more stringent, imposing greater compliance costs and increasing risks and penalties associated with violations. We operate in several environmentally sensitive locations and are subject to potentially conflicting and changing regulatory agendas of government authorities, business and environmental groups. Changes in or restrictions on discharge limits, emissions levels, permitting requirements and material storage or handling could require a higher than anticipated level of remediation activities, operating expenses and capital investment or, depending on the severity of the impact of the foregoing factors, costly plant relocation, any of which would reduce our net income. We may not be successful in implementing and integrating strategic transactions or in divesting assets or businesses, which could harm our operating results; we could become required to book a charge to earnings should we determine that goodwill and other acquired assets are impaired. From time to time, we may undertake strategic transactions that give us the opportunity to access new customers and new end markets, increase our proprietary product offerings, obtain new manufacturing and service capabilities and technologies, enter new geographic manufacturing locations, lower our manufacturing costs and improve our profits, and to further develop existing customer relationships. Strategic transactions involve a number of risks, uncertainties and costs, including, integrating acquired operations, businesses and products, resolving quality issues involving acquired products, incurring severance and other restructuring costs, diverting management attention, maintaining customer, supplier or other favorable business relationships of acquired operations and terminating unfavorable commercial arrangements, losing key employees, integrating the systems of acquired operations into our management information systems and satisfying the liabilities of acquired businesses, including liability for past violations of law and material environmental liabilities. Any of these risks could cause our strategic transactions not to be ultimately profitable. In addition, we may be required to record goodwill and other intangible assets in connection with our acquisitions. We evaluate, at least on an annual basis, whether events or circumstances have occurred that indicate all, or a portion, of the carrying amount of our goodwill and other intangible assets may no longer be recoverable. Should we determine in the future that our goodwill or other intangible assets have become impaired, an impairment charge to earnings would become necessary, which could be significant. We may be unable to generate sufficient liquidity to expand our operations, which may reduce the business our customers and vendors are able to do with us; we could experience losses if one or more financial institutions holding our cash or other financial counterparties were to fail; repatriation of foreign cash could increase our taxes. Our liquidity is dependent on a number of factors, including profitability, business volume, inventory requirements, the extension of trade credit by our suppliers, the degree of alignment of payment terms from our suppliers with payment terms granted to our customers, investments in facilities and equipment, acquisitions, repayments of our outstanding indebtedness, stock repurchase activity and availability under our revolving credit facility. In the event we need additional or desire additional capital to expand our business, make acquisitions or repurchase stock, there can be no assurance that such additional capital will be available on acceptable terms or at all. A failure to maintain adequate liquidity could cause our stock price to fall and reduce our customers' and vendors' willingness to do business with us. A principal source of our liquidity is our cash and cash equivalents, which are held with various financial institutions. Although we distribute such funds among a number of financial institutions that we believe to be of high quality, there can be no assurance that one or more of such institutions will not become insolvent in the future, in which case all or a portion of our uninsured funds on deposit with such institutions could be lost. Similarly, if one or more counterparties to our foreign currency hedging instruments were to fail, we could suffer losses and our hedging of risk could become less effective. 24 Table of Contents Additionally, a majority of our worldwide cash reserves are generated by, and therefore held in, foreign jurisdictions. Some of these jurisdictions restrict the amount of cash that can be transferred to the U.S. or impose taxes and penalties on such transfers of cash. To the extent we have excess cash in foreign locations that could be used in, or is needed by, our U.S. operations, we may incur significant U.S. or foreign taxes to repatriate these funds which would reduce the net amount ultimately available for such purposes. Our credit agreements contain covenants which may adversely impact our business; the failure to comply with such covenants could cause our outstanding debt to become immediately payable. Our revolving credit facility contains financial covenants with which we must continue to comply. In addition, our debt agreements include a number of restrictive covenants, including restrictions on incurring additional debt, making investments and other restricted payments, selling assets, paying dividends and redeeming or repurchasing capital stock and debt, subject to certain exceptions. Collectively, these covenants could constrain our ability to grow our business through acquisition or engage in other transactions, including refinancing our existing debt. In addition, such agreements include covenants requiring, among other things, that we file quarterly and annual financial statements with the SEC, comply with all laws, pay all taxes and maintain casualty insurance. If we are not able to comply with these covenants, for any reason, some or all of our outstanding debt could become immediately due and payable and the incurrence of additional debt under our revolving credit facility would not be allowed, any of which would have a material adverse effect on our liquidity and ability to continue to conduct our business. If we are unable to maintain our technological and manufacturing process expertise, our business could be adversely affected. Regular improvements to and refinements of our manufacturing processes are necessary to remain competitive in the marketplace. As a result, we are continually evaluating the cost-effectiveness and feasibility of new manufacturing processes. In some cases, we must make capital expenditures and incur engineering expense in order to qualify and validate any such new process in advance of booking new business that could utilize such processes. Such investments utilize cash and reduce our margins and net income. Any failure to adequately invest in manufacturing technology could reduce our competitiveness and, potentially, our future revenue and net income. If we manufacture or design defective products, or if our manufacturing processes do not comply with applicable statutory and regulatory requirements, we could be subject to claims, damages and fines and lose customers. We manufacture products to our customers' specifications, and in some cases our manufacturing processes and facilities need to comply with various statutory and regulatory requirements. For example, many of the medical products that we manufacture, as well as the facilities and manufacturing processes that we use to produce them must comply with standards established by the U.S. Food and Drug Administration. In addition, our customers' products and the manufacturing processes that we use to produce them often are highly complex. As a result, products that we design or manufacture may at times contain design or manufacturing defects, and our manufacturing processes may be subject to errors or may not be in compliance with applicable statutory and regulatory requirements. Defects in the products we design or manufacture may result in product recalls, warranty claims by customers, including liability for repair costs, delayed shipments to customers or reduced or canceled customer orders. The failure of the products that we design or manufacture or of our manufacturing processes and facilities to comply with applicable statutory and regulatory requirements may subject us to legal fines or penalties and, in some cases, require us to shut down or incur considerable expense to correct a manufacturing program or facility. In addition, these defects may result in product liability claims against us. The magnitude of such claims may increase as we continue to expand our medical, automotive, defense and aerospace and oil and gas manufacturing services because defects in these types of products can result in death or significant injury to end users of these products or environmental harm. Even when our customers are contractually responsible for defects in the design of a product, we could nonetheless be named in a product liability suit over such defects and could be required to expend significant resources to defend ourselves. Additionally, insolvency of our customers may result in us being held ultimately liable for our customers’ design defects, which could significantly reduce our net income. 25 Table of Contents We are subject to risks associated with natural disasters and global events. We conduct a significant portion of our activities, including manufacturing, administration and information technology management in areas that have experienced natural disasters, such as major earthquakes, hurricanes, floods and tsunamis. Our insurance coverage with respect to damages to our facilities or our customers' products caused by natural disasters is limited and is subject to deductibles and coverage limits and, as a result, may not be sufficient to cover all of our losses. For example, our policies have very limited coverage for damages due to earthquake. In addition, such coverage may not continue to be available at commercially reasonable rates and terms. In the event of a major earthquake or other disaster affecting one or more of our facilities, our operations and management information systems, which control our worldwide procurement, inventory management, shipping and billing activities, could be significantly disrupted. Such events could delay or prevent product manufacturing for an extended period of time. Any extended inability to continue our operations at affected facilities following such an event could reduce our revenue. Changes in financial accounting standards or policies have affected, and in the future may affect, our reported financial condition or results of operations; there are inherent limitations to our system of internal controls; changes in securities laws and regulations have increased, and are likely to continue to increase, our operating costs . We prepare our consolidated financial statements in conformity with accounting principles generally accepted in the United States, or U.S. GAAP. Our preparation of financial statements in accordance with U.S. GAAP requires that we make estimates and assumptions that affect the recorded amounts of assets and liabilities, provide disclosure of those assets and liabilities as of the date of the financial statements and the recorded amounts of expenses during the reporting period. A change in the facts and circumstances surrounding those estimates could result in a change to our estimates and could impact our future operating results. These principles are subject to interpretation by the Financial Accounting Standards Board (FASB), the SEC and various bodies formed to interpret and create accounting policies. A change in those policies can have a significant effect on our reported results and may affect our reporting of transactions which are completed before a change is announced. For example, significant changes to revenue recognition rules have been enacted and will be effective for us in fiscal 2019. We could incur significant costs to implement these new rules, including costs to modify our IT systems. In addition, a new accounting standard for lease accounting has recently been finalized and will require adoption in fiscal 2020. Changes to accounting rules or challenges to our interpretation or application of the rules by regulators may have a material adverse effect on our reported financial results or on the way we conduct business. Our system of internal and disclosure controls and procedures were designed to provide reasonable assurance of achieving their objectives. However, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the company have been or will be detected. As a result, there can be no assurance that our system of internal and disclosure controls and procedures will be successful in preventing all errors, theft and fraud, or in informing management of all material information in a timely manner. Finally, corporate governance, public disclosure and compliance practices continue to evolve based upon continuing legislative action, SEC rulemaking and stockholder activism. As a result, the number of rules and regulations applicable to us may increase, which could also increase our legal and financial compliance costs and the amount of time management must devote to compliance activities. Increasing regulatory burdens could also make it more difficult for us to attract and retain qualified members of our Board of Directors, particularly to serve on our Audit Committee, and qualified executive officers in light of an increase in actual or perceived workload and liability for serving in such positions. The market price of our common stock is volatile and is impacted by factors other than our financial performance. The stock market in recent years has experienced significant price and volume fluctuations that have affected our stock price. These fluctuations have often been unrelated to our operating performance. Factors that can cause such fluctuations include announcements by our customers, competitors or other events affecting companies in the electronics industry, currency fluctuations, general market fluctuations and macroeconomic conditions, any of which may cause the market price of our common stock to fluctuate. 26 Table of Contents Item 1B. Unresolved Staff Comments None. 27 Table of Contents Item 2. Properties Facilities. Our customers market numerous products throughout the world and therefore need to access manufacturing services on a global basis. We maintain extensive operations in lower cost locations including Latin America, Eastern Europe, China, India and Southeast Asia. To enhance our integrated manufacturing solutions offerings, we seek to locate our facilities either near our customers or their end markets in major centers for the electronics industry or, when appropriate, in lower cost locations. Many of our plants located near customers or their end markets are focused primarily on new product introduction and final system assembly and test, and plants located in lower cost areas are engaged primarily in higher volume, less complex component and subsystem manufacturing and assembly. We continually evaluate our global manufacturing operations and adjust our facilities and operations to keep our manufacturing capacity in line with demand and our manufacturing strategy and to provide cost efficient services to our customers. Through this process, we have closed certain facilities not required to satisfy current demand levels. As of September 30, 2017 , the approximate square footage of our active manufacturing facilities by country was as follows: Argentina Australia Brazil Canada China Columbia Czech Republic England Finland Germany Hungary India Indonesia Ireland Israel Malaysia Mexico Singapore South Africa Scotland Sweden Thailand United States Total Approximate Square Footage 1,335 42,334 263,412 136,237 3,336,727 2,721 70,870 11,174 132,891 386,382 592,388 353,443 66,079 120,000 212,969 501,843 2,515,888 508,783 7,083 30,000 102,526 326,293 2,968,077 12,689,455 As of September 30, 2017 , our active manufacturing facilities consist of 9.3 million square feet in facilities that we own, with the remaining 3.4 million square feet in leased facilities with lease terms expiring between 2018 and 2042 . In addition to the above, we have 184,295 square feet of non-manufacturing space that we are currently using and 390,249 square feet of space in inactive facilities, of which 64,293 square feet is in domestic locations, 325,956 square feet is in international locations, and 376,520 square feet is leased to third parties. We regularly evaluate our expected future facilities requirements and we believe our existing facilities are adequate to meet our requirements for the next 12 months. Pursuant to the terms of the indenture governing our senior secured notes due 2019, upon prepayment of our secured debt due 2017, we granted U.S. Bank N.A., as trustee of such notes, a security interest in our real property comprising our 28 Table of Contents headquarters campus in San Jose, California, which security interest was previously held by MUFG Union Bank, N.A., the lender under the secured debt. Certifications and Registrations. Certifications and registrations under industry standards are important to our business because many customers rely on them to confirm our adherence to manufacturing process and quality standards. Certain markets, such as telecommunications, medical, defense, aerospace, automotive and oil and gas, require adherence to industry-specific standards. Substantially all of our manufacturing facilities are registered under ISO 9001:2008, a standard published by the International Organization for Standardization. As part of the ISO 9001:2008 certification process, we have a highly developed quality management system and continually improve its effectiveness in accordance with its requirements. We use this registration to demonstrate our ability to consistently provide product that meets customer and applicable regulatory requirements and enhance customer satisfaction through its effective application. ISO 9001:2008 registration is of particular importance to our customers throughout the world. In addition to ISO 9001:2008, most of our facilities are TL 9000 R5.5/5.0 registered. The TL 9000 quality system requirements and quality system metrics are designed specifically for the telecommunications industry to promote consistency and efficiency, reduce redundancy and improve customer satisfaction. Included in the TL 9000 system are performance-based metrics that quantify reliability and quality performance of the product. The majority of our facilities are also compliant with the standards set by Underwriters Laboratories (UL). These standards define requirements for quality, manufacturing process control and manufacturing documentation and are required by many OEMs in the communications sector of the electronics industry. Our medical systems division has identified certain manufacturing facilities to be centers of excellence for medical products manufacturing. These facilities are ISO 13485:2003 certified and, where appropriate, FDA registered. All such facilities are fully compliant with the FDA's quality systems regulations. Our defense and aerospace operations are headquartered in Huntsville, Alabama and are housed in a facility dedicated to meeting the specialized needs of our defense and aerospace customers. This defense and aerospace operation is AS9100C registered and is also certified under various U.S. military specifications as well as under ANSI and other standards appropriate for defense and aerospace suppliers. Other selected operations around the world are also AS9100C registered. Our automotive facilities are strategically located worldwide. Substantially all of our automotive facilities are certified to ISO/TS 16949:2009, the automotive industry standard. Our oil and gas related manufacturing operations are, as applicable, certified to American Petroleum Institute (API) requirements. Item 3. Legal Proceedings Two of our subsidiaries, Sanmina-SCI do Brasil Technology Ltda. and Sanmina do Brasil Integration Ltda., are parties to ten groups of administrative and judicial proceedings in the Federal Revenue Service of Brazil, the Chamber of Appeals of the Administrative Court of Brazil and the Lower Federal Court of Brazil. The cases were brought against the subsidiaries at various times between November 2006 and May 2013 by the Federal Revenue Service. The claims allege that these subsidiaries failed to comply with certain bookkeeping and tax rules for certain periods between 2001 and 2011. The claims seek payment by the subsidiaries of social fund contributions and income and excise taxes allegedly owed by the subsidiaries, as well as fines. The subsidiaries have made counterclaims against the Federal Revenue Service seeking recovery of certain income taxes and social fund contributions which it believes it overpaid in 1999 and 2000. The administrative agencies and the court reached decisions in the cases against the subsidiaries between March 2007 and April 2014, all of which were appealed. During the second quarter of fiscal 2014, the second quarter of fiscal 2015, the first quarter of fiscal 2016 and the fourth quarter of fiscal 2017, the administrative agencies ruled on several of the subsidiaries' appeals, finding in favor of the subsidiaries in some cases and against them in others. The subsidiaries continue to appeal the remaining adverse determinations in these further administrative proceedings. The subsidiaries believe they have meritorious positions in these remaining matters and intend to continue to contest the claims against them. On June 23, 2008, the Orange County Water District filed suit against us and 17 other defendants in California Superior Court for Orange County alleging that the defendants' actions had polluted groundwater managed by the plaintiff. The complaint sought recovery of compensatory and other damages, as well as declaratory relief, for the payment of costs necessary to investigate, monitor, remediate, abate and contain contamination of groundwater within the plaintiff's control. We have disputed the plaintiff's claims and asserted various defenses. In April 2013, the Superior Court ruled in favor of our motions for summary adjudication dismissing all claims against us in the suit. In July 2013, the Superior Court entered judgment in our 29 Table of Contents favor and in August 2013 the plaintiff appealed this judgment. The Court of Appeal heard the appeal in July 2017 and reversed the judgment in August 2017. We petitioned the California Supreme Court to review this reversal. The Supreme Court has not yet ruled on whether it will review the appellate court's determination. On September 7, 2011, one of our Canadian subsidiaries became party to an order from the Ontario Ministry of Environment (now, the Ontario Ministry of the Environment and Climate Change, the “MOE”) requiring such subsidiary to remediate certain environmental contamination at a site owned and operated by the subsidiary between 1999 and 2006. Remediation activities had been performed at such site from 1990 to 2011 by the site's former owner which, along with the site’s current owner, are also parties to and bound by the order. In July 2013, our subsidiary submitted a conceptual remedial action plan to the MOE with respect to the site outlining proposed investigation and remediation activities, which was revised following consultations with and additional submissions to the MOE. In July 2015, the MOE formally confirmed that a risk-based approach to further investigation and remediation at the site would be acceptable to the MOE and our subsidiary continues to provide submissions to the MOE to specify the actions it would take using this approach. In May 2017, the MOE approved our risk pathway scoping document and other features of our planned approach for the site. Although we believe our remedial action plan is reasonable, there can be no assurance that the plan will not be required to be modified in the future, which could increase the costs of remediation, perhaps significantly. In addition, from time to time, we may be involved in routine legal proceedings, as well as demands, claims and threatened litigation that arise in the normal course of our business. The ultimate outcome of any litigation is uncertain and unfavorable outcomes could have a negative impact on our results of operations and financial condition. Regardless of outcome, litigation can have an adverse impact on us as a result of incurrence of defense costs, diversion of management resources and other factors. We record liabilities for legal proceedings when a loss becomes probable and the amount of loss can be reasonably estimated. See also Note 7 of Notes to Consolidated Financial Statements. Item 4. Mine Safety Disclosures. Not applicable. 30 Table of Contents Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Market Information PART II Our common stock is traded on the Nasdaq Global Select Market under the symbol SANM. The following table lists the intra-day high and low sales prices for our common stock as reported on NASDAQ. Fiscal 2017 First quarter Second quarter Third quarter Fourth quarter Fiscal 2016 First quarter Second quarter Third quarter Fourth quarter High Low 37.20 $ 41.25 $ 40.80 $ 42.95 $ 26.70 33.10 35.20 34.80 High Low 25.64 $ 23.41 $ 28.45 $ 29.17 $ 19.86 16.31 21.05 23.50 $ $ $ $ $ $ $ $ As of November 6, 2017 , we had approximately 1,054 holders of record of our common stock and the last reported sales price of our common stock was $34.05 per share. 31 Table of Contents The following graph compares the cumulative 5-year total stockholder return on our common stock relative to the cumulative total returns of the S&P 500 index and the NASDAQ Electronic Components index. An investment of $100 (with reinvestment of all dividends) is assumed to have been made in our common stock on September 29, 2012 and in each of such indices at month end starting on September 30, 2012 and its relative performance is tracked through September 30, 2017 . * $100 invested on 9/29/2012, including reinvestment of dividends. Indexes calculated on a month-end basis. Copyright @ 2016 S&P, a division of The McGraw-Hill Companies Inc. All rights reserved. Sanmina Corporation S&P 500 NASDAQ Electronic Components 9/29/2012 9/28/2013 9/27/2014 10/3/2015 10/1/2016 9/30/2017 100.00 100.00 100.00 206.11 119.34 126.97 253.82 142.89 175.60 251.12 142.02 163.90 334.55 163.93 224.60 436.55 194.44 308.92 Sanmina's stock price performance included in this graph is not necessarily indicative of future stock price performance. Dividends We have never declared or paid cash dividends on our common stock. We currently expect to retain future earnings for use in our operations, for expansion of our business, and potentially for share repurchases and do not anticipate paying cash dividends in the foreseeable future. Additionally, our ability to pay dividends is limited pursuant to covenants contained in our various debt agreements. See also “Item 7-Management's Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources.” 32 Table of Contents Stock Repurchases The table below sets forth information regarding repurchases of our common stock during the fourth quarter of 2017 . Period (1) Beginning amount available Month #1 July 2, 2017 through July 29, 2017 Month #2 July 30, 2017 through August 26, 2017 Month #3 August 27, 2017 through September 30, 2017 Amount authorized in September 2017 Total TOTAL NUMBER OF SHARES PURCHASED AVERAGE PRICE PAID PER SHARE (2) TOTAL NUMBER OF SHARES PURCHASED AS PART OF PUBLICLY ANNOUNCED PROGRAMS MAXIMUM DOLLAR VALUE OF SHARES THAT MAY YET BE PURCHASED UNDER THE PROGRAMS (2) $ 192,507,557 104,000 $ 38.15 104,000 $ 188,539,666 2,439,917 $ 36.19 2,439,917 $ 100,235,844 1,276,614 $ 36.82 1,276,614 $ 53,232,759 $ 200,000,000 3,820,531 $ 36.45 3,820,531 $ 253,232,759 (3) (1) All months shown are our fiscal months. (2) Amounts do not include commissions paid on shares repurchased. (3) Not subject to an expiration date. During 2017 , the Company repurchased an aggregate of 4.3 million shares of its common stock for $159.6 million for an average price per share of $36.69 (excluding commissions). 33 Table of Contents Item 6. Selected Financial Data The following selected financial data should be read in conjunction with “Item 7-Management's Discussion and Analysis of Financial Condition and Results of Operations” and “Item 8-Financial Statements and Supplementary Data,” included elsewhere in this Form 10-K. Consolidated Statements of Income Data: FIVE YEAR SELECTED FINANCIAL HIGHLIGHTS Net sales Operating income Income from continuing operations before income taxes Provision for (benefit from) income taxes (1) Net income Net income per share: Basic Diluted Shares used in computing per share amounts: Basic Diluted September 30, 2017 October 1, 2016 October 3, 2015 September 27, 2014 September 29, 2013 Year Ended $ $ $ $ 6,868,619 $ 6,481,181 $ 6,374,541 $ 6,215,106 $ 5,917,124 (In thousands, except per share data) 226,467 213,480 74,647 224,785 204,617 16,779 203,101 176,193 (201,068) 199,682 161,739 (35,426) 138,833 $ 187,838 $ 377,261 $ 197,165 $ 1.86 $ 1.78 $ 2.50 $ 2.38 $ 4.61 $ 4.41 $ 2.38 $ 2.27 $ 74,481 78,128 75,094 78,787 81,818 85,641 82,872 86,731 157,629 103,406 24,055 79,351 0.96 0.93 82,834 85,403 (1) We released $96.2 million, $288.7 million, $87.6 million and $21.5 million of valuation allowance attributable to certain U.S. and foreign deferred tax assets in 2016, 2015, 2014 and 2013, respectively, upon our conclusion that it was more likely than not that we would be able to realize the benefit of a portion of our deferred tax assets in the future. Consolidated Balance Sheet Data: Cash and cash equivalents Net working capital Total assets Long-term debt (excluding current portion) Stockholders' equity As of September 30, 2017 October 1, 2016 October 3, 2015 September 27, 2014 September 29, 2013 (In thousands) $ $ $ $ $ 406,661 $ 1,000,207 $ 398,288 $ 974,389 $ 412,253 $ 942,423 $ 466,607 $ 916,837 $ 402,875 997,864 3,847,363 $ 3,625,222 $ 3,493,264 $ 3,313,089 $ 2,995,848 391,447 $ 434,059 $ 423,949 $ 386,681 $ 562,512 1,647,684 $ 1,609,803 $ 1,520,471 $ 1,246,755 $ 1,091,564 34 Table of Contents Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations This report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements relate to our expectations for future events and time periods. All statements other than statements of historical fact are statements that could be deemed to be forward-looking statements, including any statements regarding trends in future revenue or results of operations, gross margin, operating margin, expenses, earnings or losses from operations, cash flow, synergies or other financial items; any statements of the plans, strategies and objectives of management for future operations and the anticipated benefits of such plans, strategies and objectives; any statements regarding future economic conditions or performance; any statements regarding pending investigations, claims or disputes; any statements regarding the financial impact of customer bankruptcies; any statements regarding the timing of closing of, future cash outlays for, and benefits of completed, pending or anticipated acquisitions; any statements regarding expected restructuring costs; any statements concerning the adequacy of our current liquidity and the availability of additional sources of liquidity; any statements of expectation or belief; and any statements of assumptions underlying any of the foregoing. Generally, the words “anticipate,” “believe,” “plan,” “expect,” “future,” “intend,” “may,” “will,” “should,” “estimate,” “predict,” “potential,” “continue” and similar expressions identify forward-looking statements. Our forward-looking statements are based on current expectations, forecasts and assumptions and are subject to risks and uncertainties, including those contained in Part I, Item 1A of this report. As a result, actual results could vary materially from those suggested by the forward looking statements. We undertake no obligation to publicly disclose any revisions to these forward-looking statements to reflect events or circumstances occurring subsequent to filing this report with the Securities and Exchange Commission. Overview We are a leading global provider of integrated manufacturing solutions, components, products and repair, logistics and after-market services. Our revenue is generated from sales of our products and services primarily to original equipment manufacturers (OEMs) in the following industries: communications networks, storage, industrial, defense and aerospace, medical, energy and industries that include embedded computing technologies in products such as set-top boxes, point- of-sales devices, casino gaming machines and automotive components and systems. Our operations are managed as two businesses: 1) Integrated Manufacturing Solutions (IMS). Our IMS segment consists of printed circuit board assembly and test, final system assembly and test, and direct-order-fulfillment. 2) Components, Products and Services (CPS). Components include interconnect systems (printed circuit board fabrication, backplane, cable assemblies and plastic injection molding) and mechanical systems (enclosures and precision machining). Products include memory, RF, optical and microelectronics solutions from our Viking Technology division; defense and aerospace products from SCI Technology; storage solutions from our Newisys division and cloud-based manufacturing execution software from our 42Q division. Services include design, engineering, logistics and repair services. Our only reportable segment for financial reporting purposes is IMS, which represented approximately 80% of our total revenue in 2017 . Our CPS business consists of multiple operating segments which do not meet the quantitative thresholds for being presented as reportable segments. Therefore, financial information for these operating segments is presented in a single category entitled “Components, Products and Services”. All references in this section to years refer to our fiscal years ending on the last Saturday of each year closest to September 30th. Fiscal 2017 and 2016 were each 52 weeks and fiscal 2015 was a 53-week year, with the extra week occurring in the fourth fiscal quarter. The additional week in 2015 did not significantly affect our results of operations or financial position. Our strategy is to leverage our comprehensive product and service offerings, advanced technologies and global capabilities to further penetrate diverse end markets that we believe offer significant growth opportunities and have complex products that require higher value-added services. We believe this strategy differentiates us from our competitors and will help drive more sustainable revenue growth and provide opportunities for us to ultimately achieve operating margins that exceed industry standards. There are many challenges to successfully executing our strategy. For example, we compete with a number of companies in each of our key end markets. This includes companies that are much larger than we are and smaller companies 35 Table of Contents that focus on a particular niche. Although we believe we are well-positioned in each of our key end markets and seek to differentiate ourselves from our competitors, competition remains intense and profitably growing our revenues has been challenging. For example revenue from our CPS segment in 2017 increased $49.9 million, or 3.6% from 2016, resulting in an increase in gross profit of $5.5 million in 2017. This increase in gross profit is significantly below our expectations based on the contribution margin of this segment. We believe this segment is capable of delivering much higher gross margins. We continue to address these challenges on both a short-term and long-term basis. A small number of customers have historically generated a significant portion of our net sales. Sales to our ten largest customers typically represent approximately 50% of our net sales. Two customers represented 10% or more of the Company's net sales in 2017, one customer represented 10% or more of the Company's net sales in 2016 and no customer represented 10% or more of the Company's net sales in 2015. We typically generate about 80% of our net sales from products manufactured in our foreign operations. The concentration of foreign operations has resulted primarily from a desire on the part of many of our customers to manufacture in lower cost locations in regions such as Asia, Latin America and Eastern Europe. Historically, we have had substantial recurring sales to existing customers. We typically enter into supply agreements with our major OEM customers. These agreements generally have terms ranging from three to five years and cover the manufacture of a range of products. Under these agreements, a customer typically agrees to purchase its requirements for specific products in particular geographic areas from us. However, these agreements generally do not obligate the customer to purchase minimum quantities of products, which can have the effect of reducing revenue and profitability. In addition, some customer contracts contain cost reduction objectives, which can have the effect of reducing revenue from such customers. 36 Table of Contents Critical Accounting Policies and Estimates Management's discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements which have been prepared in accordance with accounting principles generally accepted in the United States. We review the accounting policies used in reporting our financial results on a regular basis. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, net sales and expenses and related disclosure of contingent liabilities. On an ongoing basis, we evaluate the process used to develop estimates for certain reserves and contingent liabilities, including those related to product returns, accounts receivable, inventories, income taxes, warranty obligations, environmental matters, contingencies and litigation. We base our estimates on historical experience and various other assumptions that we believe are reasonable for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Our actual results may differ materially from these estimates. We believe the following critical accounting policies reflect the more significant judgments and estimates used by us in preparing our consolidated financial statements: Accounts Receivable and Other Related Allowances— We estimate uncollectible accounts, product returns and other adjustments related to current period net sales to establish valuation allowances. In making these estimates, we analyze the creditworthiness of our customers, past experience, specific facts and circumstances, and the overall economic climate in the industries we serve. If actual uncollectible accounts, product returns or other adjustments differ significantly from our estimates, the amount of sales or operating expenses we report could be affected. The ultimate realization of our accounts receivable is a significant credit risk. This risk is mitigated by (i) making a significant portion of sales to financially sound companies, (ii) ongoing credit evaluation of our customers, (iii) frequent contact with our customers, especially our most significant customers, which enables us to monitor changes in their business operations and to respond accordingly and (iv) obtaining, in certain cases, a guaranty from a customer's parent entity when our customer is not the ultimate parent entity or a letter of credit from the customer's bank. To establish our allowance for doubtful accounts, we evaluate credit risk related to specific customers based on their financial condition and the current economic environment; however, we are not able to predict with absolute certainty whether our customers will become unable to meet their financial obligations to us. We believe the allowances we have established are adequate under the circumstances; however, a change in the economic environment or a customer's financial condition could cause our estimates of allowances, and consequently the provision for doubtful accounts, to change, which could have a significant adverse impact on our financial position and/or results of operations. Our allowance for product returns and other adjustments is primarily established using historical data. Inventories— We state inventories at the lower of cost (first-in, first-out method) or market value. Cost includes raw materials, labor and manufacturing overhead. We regularly evaluate the carrying value of our inventories and make provisions to reduce excess and obsolete inventories to their estimated net realizable values. The ultimate realization of inventory carrying amounts is affected by changes in customer demand for inventory that customers are not contractually obligated to purchase and inventory held for specific customers who are experiencing financial difficulties. Inventory write-downs are recorded based on forecasted demand, past experience with specific customers, the ability to redistribute inventory to other programs or return inventories to our suppliers, and whether customers are contractually obligated and have the ability to pay for the related inventory. Certain payments received from customers for inventories that have not been shipped to customers or otherwise disposed of are netted against inventory. We generally procure inventory based on specific customer orders and forecasts. Customers generally have limited rights of modification (for example, rescheduling or cancellations) with respect to specific orders. Customer modifications of orders affecting inventory previously procured by us and our purchases of inventory beyond customer needs may result in excess and obsolete inventory. Although we may be able to use some excess inventory for other products we manufacture, a portion of this excess inventory may not be returnable to the vendors or recoverable from customers. Write-offs or write-downs of inventory could be caused by: • changes in customer demand for inventory, such as cancellation of orders, and our purchases of inventory beyond customer needs that result in excess quantities on hand that we are not able to return to the vendor, use to fulfill orders from other customers or charge back to the customer; • financial difficulties experienced by specific customers for whom we hold inventory; and • declines in the market value of inventory. Long-lived Assets —We review property, plant and equipment and intangible assets subject to amortization for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not 37 Table of Contents be recoverable. An asset group is the unit of accounting that represents the lowest level for which identifiable cash flows are largely independent of the cash flows of other groups of assets. An asset or asset group is considered impaired if its carrying amount exceeds the undiscounted future net cash flows the asset or asset group is expected to generate. If an asset or asset group is considered impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the asset or asset group exceeds its fair value. For asset groups for which a building is the primary asset, we estimate fair value primarily based on data provided by commercial real estate brokers. For other assets, we estimate fair value based on projected discounted future net cash flows, which requires significant judgment. As a result of our impairment analysis in 2017, we concluded that the carrying value of certain of our asset groups may not be recoverable and recognized an impairment charge of $4.6 million for these asset groups. Goodwill— We test goodwill for impairment on an annual basis and whenever events or changes in circumstances indicate that the carrying amount of goodwill may not be recoverable, as assessed at a reporting unit level. If, based on a qualitative assessment, we determine it is more-likely-than-not that goodwill is impaired, we perform a quantitative assessment to determine whether the fair value of our reporting unit is less than its carrying value and, if so, we perform a further analysis to determine the amount, if any, of the impairment. Income Taxes— We estimate our income tax provision or benefit in each of the jurisdictions in which we operate, including estimating exposures related to examinations by taxing authorities. We believe our accruals for tax liabilities are adequate for all open years based on our assessment of many factors including past experience and interpretations of tax law applied to the facts of each matter. Although we believe our accruals for tax liabilities are adequate, tax regulations are subject to interpretation and the tax controversy process is inherently lengthy and uncertain; therefore, our assessments can involve a series of complex judgments about future events and rely heavily on estimates and assumptions. To the extent the probable tax outcome of these matters changes, such changes in estimate will impact our income tax provision in the period in which such determination is made. We only recognize or continue to recognize tax positions that meet a “more likely than not” threshold of being upheld. Interest and penalties related to unrecognized tax benefits are recognized as a component of income tax expense. We must also make judgments regarding the realizability of deferred tax assets. The carrying value of our net deferred tax assets is based on our belief that it is more likely than not that we will generate sufficient future taxable income in certain jurisdictions to realize these deferred tax assets. We evaluate positive and negative evidence each reporting period when assessing the need for a valuation allowance. A valuation allowance is established for deferred tax assets if we believe realization of such assets is not more likely than not. Our judgments regarding future taxable income may change due to changes in market conditions, new or modified tax laws, tax planning strategies or other factors. If our assumptions, and consequently our estimates, change in the future, the valuation allowances we have established may be increased or decreased, resulting in a respective increase or decrease in income tax expense. As a result of our analysis of the positive and negative evidence available at the end of 2016 and 2015, we released $96.2 million and $288.7 million, respectively, of our valuation allowances against our U.S. and foreign deferred tax assets. We based this conclusion on continued improved operating results in recent prior years and our expectations about generating taxable income in future periods. We exercised significant judgment and utilized estimates about our ability to generate revenue, gross profit, operating income and jurisdictional taxable income in future periods before expiration of our net operating losses. We will continue to evaluate all positive and negative evidence in future periods to determine if an adjustment to our valuation allowances is necessary. However, as of September 30, 2017 and October 1, 2016, we no longer had a valuation allowance against our U.S. federal deferred tax assets. Our effective tax rate is highly dependent upon the amount and geographic distribution of our worldwide income or losses, the tax regulations, rates and holidays in each geographic region, the utilization of net operating losses, the availability of tax credits and carryforwards, and the effectiveness of our tax planning strategies. 38 Table of Contents Results of Operations Years Ended September 30, 2017 , October 1, 2016 and October 3, 2015 . The following table presents our key operating results. Net sales Gross profit Gross margin Operating expenses Operating income Operating margin Net income Net Sales September 30, 2017 6,868,619 519,911 $ $ Year Ended October 1, 2016 (In thousands) 6,481,181 514,282 October 3, 2015 $ $ 6,374,541 483,856 7.6% 7.9% 293,444 226,467 $ $ 289,497 224,785 $ $ 3.3% 3.5% 7.6% 280,755 203,101 3.2% 138,833 $ 187,838 $ 377,261 $ $ $ $ $ Net sales increased from $6.5 billion for 2016 to $6.9 billion for 2017 , an increase of 6.0% . Net sales increased from $6.4 billion for 2015 to $6.5 billion for 2016 , an increase of 1.7% . Sales by end market were as follows: Year Ended 2017 vs. 2016 2016 vs. 2015 September 30, 2017 October 1, 2016 October 3, 2015 Increase/(Decrease) Increase/(Decrease) Industrial, Medical and Defense Communications Networks Embedded Computing and Storage Total $ $ 3,064,187 $ 2,650,850 1,153,582 6,868,619 $ 2,774,920 $ 2,413,661 1,292,600 6,481,181 $ (Dollars in thousands) 2,528,580 $ 2,482,087 1,363,874 6,374,541 $ 289,267 237,189 (139,018) 387,438 10.4 % $ 9.8 % (10.8)% 6.0 % $ 246,340 (68,426) (71,274) 106,640 9.7 % (2.8)% (5.2)% 1.7 % Comparison of 2017 to 2016 In 2017, sales to customers in our industrial, medical and defense end market increased 10.4%, primarily as a result of a customer program acquisition in February 2016. Sales to customers in our communications networks end market increased 9.8%, primarily as a result of program ramps with existing customers as well as increased demand from existing customers. Sales to customers in our embedded computing and storage end market decreased 10.8%, primarily due to decreased end-market demand for our customers' point-of-sale equipment and set-top boxes. Comparison of 2016 to 2015 In 2016, sales to customers in our industrial, medical and defense end market increased 9.7%, primarily as a result of customer program acquisitions, partially offset by reduced demand from customers in the oil and gas industry as a result of depressed market conditions in this industry. This increase was partially offset by decreased sales in each of our other two end markets. Sales to customers in our communications networks end market decreased 2.8%, primarily as a result of reduced demand from certain customer programs for wireless communications products, partially offset by increased demand for our customers' optical products. Sales to customers in our embedded computing and storage end market decreased 5.2%, primarily due to decreased demand for our customers' set-top boxes and point-of-sale equipment. Our industrial, medical and defense end market grew to exceed our communications networks end market in 2015 as we continued to diversify our customer base. 39 Table of Contents Gross Margin Gross margin was 7.6% , 7.9% and 7.6% in 2017 , 2016 and 2015 , respectively. The decrease in gross margin from 2016 to 2017 was primarily attributable to a decrease in our IMS gross margin from 7.5% in 2016 to 7.2% in 2017. This decrease was caused by an unfavorable change in customer mix in 2017 and under absorption of overhead due to supply constraints, design changes and low yields associated with new program ramps in 2017. Also contributing to the decrease in 2017 was a $7.6 million reduction of an accrual for contingent consideration in 2016 relating to an oil and gas acquisition in 2015. The adjustment for contingent consideration was not allocated to our operating segments. Our CPS gross margin remained flat at 8.9% in 2017. The increase in gross margin from 2015 to 2016 was primarily attributable to improved operational efficiencies, partially offset by an unfavorable change in customer mix in our IMS segment, a $7.6 million reduction of our accrual for contingent consideration in the second quarter of 2016 relating to an oil and gas acquisition in 2015 and a $7.7 million reduction in charges associated with inventory related to distressed customers. The adjustments for contingent consideration and distressed customer charges were not allocated to our operating segments. Our IMS gross margin increased from 7.1% in 2015 to 7.5% in 2016, primarily as a result of improved operational efficiencies, partially offset by an unfavorable change in customer mix. Our CPS gross margin decreased from 9.5% in 2015 to 8.9% in 2016, primarily as a result of unfavorable mix and depressed market conditions in the oil and gas industry. We have experienced fluctuations in gross margin in the past and may continue to do so in the future. Fluctuations in our gross margin may be caused by a number of factors, including: • • • • • • • • • changes in customer demand and sales volumes for our vertically integrated system components and subassemblies, including customer program ramps which can result in margin degradation if there are delays or other inefficiencies; changes in the overall volume of our business, which affect the level of capacity utilization; changes in the mix of high and low margin products demanded by our customers; parts shortages and operational disruptions caused by natural disasters; greater competition in the EMS industry and pricing pressures from OEMs due to greater focus on cost reduction; provisions for excess and obsolete inventory, including those associated with distressed customers; levels of operational efficiency; wage inflation and rising materials costs; and our ability to transition manufacturing and assembly operations to lower cost regions in an efficient manner. Selling, General and Administrative Selling, general and administrative expenses were $251.6 million , $244.6 million and $239.3 million in 2017 , 2016 and 2015 , respectively. As a percentage of net sales, selling, general and administrative expenses were 3.7% for 2017 and 3.8% for 2016 and 2015. The increase in absolute dollars from 2016 to 2017 was primarily due to higher incentive compensation expense as a result of incremental expense for certain performance-based stock awards that, in 2017, were deemed probable of achievement, partially offset by lower bad debt expense. The increase in absolute dollars from 2015 to 2016 was primarily due to higher incentive compensation expense, including stock compensation expense which increased as a result of incremental expense for performance-based stock awards that, in 2016, were deemed probable of achievement, partially offset by lower professional fees. Research and Development Research and development expenses were $33.7 million , $37.7 million and $33.1 million in 2017 , 2016 and 2015 , respectively. As a percentage of net sales, research and development expenses were 0.5% , 0.6% and 0.5% in 2017, 2016 and 2015, respectively. The decrease in absolute dollars from 2016 to 2017 was primarily due to lower research and development spending for projects in our embedded computing and storage end market. The increase in absolute dollars from 2015 to 2016 was primarily attributable to additional resources required to support new products and projects in our embedded computing and storage end market. 40 Table of Contents Other Other operating expenses consisted of the following: Restructuring Amortization of intangible assets Asset impairments Gain on sale of long-lived assets Restructuring September 30, 2017 Year Ended October 1, 2016 October 3, 2015 $ $ (In thousands, except per share amounts) 1,339 $ 2,701 $ 3,672 4,600 (1,451) 3,446 1,000 — 8,160 $ 7,147 $ 13,683 2,054 3,454 (10,807) 8,384 Restructuring costs were $1.3 million, $2.7 million and $13.7 million in 2017, 2016 and 2015, respectively. Restructuring costs in 2015 consisted primarily of costs associated with vacant facilities and former sites for which we are or may be liable for environmental investigation and remediation. Costs incurred with respect to vacant facilities consisted primarily of costs to maintain vacant facilities until such facilities are sold. Asset Impairments During 2017, 2016 and 2015, we recorded asset impairment charges of $4.6 million, $1.0 million and $3.5 million, respectively. In 2017, we concluded that the carrying value of certain of our asset groups may not be recoverable and recognized an impairment charge for these assets groups. The impairments in 2016 and 2015 were related to declines in the fair value of certain real properties being marketed for sale below the carrying amount of such properties. Interest and Other, net Interest expense was $21.9 million , $24.9 million and $25.0 million in 2017 , 2016 and 2015 , respectively. Interest expense decreased $3.0 million in 2017 primarily due to lower daily average borrowings on our revolving credit facility during the year. Interest expense remained relatively flat in 2016 compared to 2015. Other income, net was $7.7 million , $4.1 million and $0.8 million in 2017 , 2016 and 2015 , respectively. The following table summarizes the primary components of other income, net (in thousands): Foreign exchange gains / (losses) Bargain purchase gain, net of tax Other, net Total Year ended October 1, 2016 October 3, 2015 September 30, 2017 $ 4,709 $ — 2,973 (415) $ 1,642 2,836 $ 7,682 $ 4,063 $ 681 — 86 767 Other income, net increased $3.6 million in 2017 primarily due to foreign exchange gains of $4.7 million compared to foreign exchange losses of $0.4 million in 2016, partially offset by a $1.6 million bargain purchase gain related to an acquisition in the second quarter of 2016. Loss on Extinguishments of Debt In 2015, we redeemed $100 million of long-term debt due in 2019 at par plus a redemption premium and accrued interest and recorded a net loss on extinguishment of debt of $2.9 million , consisting of redemption premiums of $5.3 million and a write-off of unamortized debt issuance costs of $1.4 million, partially offset by a $3.8 million credit for the fair value 41 Table of Contents hedge adjustment associated with the extinguished debt. In addition, on May 20, 2015, we replaced our $300 million asset-backed revolving credit facility ("ABL") with a $375 million secured revolving credit facility (the "Cash Flow Revolver"). In connection with this transaction, we expensed $0.8 million of unamortized debt issuance costs related to the ABL. Provision for (Benefit from) Income Taxes We recorded income tax expense of $74.6 million and $16.8 million in 2017 and 2016 , respectively, and an income tax benefit of $201.1 million in 2015 . Our effective tax rates were 35.0% , 8.2% and (114.1)% for 2017 , 2016 and 2015 , respectively. Income tax expense for 2017 was $57.8 million higher than income tax expense for 2016, despite an increase in pre-tax income of only $8.9 million in 2017. This is due primarily to a $96.2 million release of our deferred tax assets valuation allowance in 2016, partially offset by $17.3 million of income tax expense in 2016 associated with an increase to our deferred tax liability for undistributed foreign earnings of a certain foreign subsidiary. These two items represent a net change of $78.9 million. This change was partially offset in 2017 by a discrete tax benefit that was recorded in 2017 resulting from the merger of two foreign entities, the surviving entity of which was, and continues to be, included in our U.S. federal consolidated tax group. This restructuring allowed us to recognize a U.S. deferred tax asset to reflect the federal deductibility of a foreign uncertain tax position that became recognizable upon the merger of the subsidiaries. The tax provisions for 2016 and 2015 were lower than the amounts expected if the federal statutory tax rate of 35% was applied primarily due to releases of our deferred tax assets valuation allowance of $96.2 million and $288.7 million, respectively, as discussed further below. A valuation allowance is established or maintained when, based on currently available information and other factors, it is more likely than not that all or a portion of the deferred tax assets will not be realized. We regularly assess our valuation allowance against deferred tax assets on a jurisdiction by jurisdiction basis. We consider all available positive and negative evidence, including future reversals of temporary differences, projected future taxable income, tax planning strategies and recent financial results. Significant judgment is required in assessing our ability to generate revenue, gross profit, operating income and jurisdictional taxable income in future periods. Prior to 2012, based on negative evidence (primarily a cumulative history of operating losses), we had a full valuation allowance against our net deferred tax assets in the U.S. and certain foreign jurisdictions. From 2012 through 2016, we have released a portion of our U.S. valuation allowances each year in recognition of our improved historical earnings and increasing future projected earnings. As of October 1, 2016, we had released all of our U.S. federal valuation allowance. Liquidity and Capital Resources Net cash provided by (used in): Operating activities Investing activities Financing activities Effect of exchange rate changes Increase (decrease) in cash and cash equivalents Key Working Capital Management Measures Days sales outstanding (1) Inventory turns (2) Days inventory on hand (3) Accounts payable days (4) Cash cycle days (5) September 30, 2017 Year Ended October 1, 2016 (In thousands) October 3, 2015 $ $ 250,961 $ 390,116 $ (107,898) (135,493) 803 (174,538) (231,421) 1,878 8,373 $ (13,965) $ 174,896 (102,423) (126,761) (66) (54,354) As of September 30, 2017 55 October 1, 2016 53 6.2 59 71 43 6.6 55 66 42 (1) Days sales outstanding (a measure of how quickly we collect our accounts receivable), or "DSO", is calculated as the ratio of average accounts receivable, net, to average daily net sales for the quarter. 42 Table of Contents (2) Inventory turns (annualized) are calculated as the ratio of four times our cost of sales for the quarter to average inventory. (3) Days inventory on hand is calculated as the ratio of average inventory for the quarter to average daily cost of sales for the quarter. (4) Accounts payable days (a measure of how quickly we pay our suppliers), or "DPO", is calculated as the ratio of 365 days to accounts payable turns, in which accounts payable turns is calculated as the ratio of four times our cost of sales for the quarter to average accounts payable. (5) Cash cycle days is calculated as days inventory on hand plus days sales outstanding minus accounts payable days. Cash and cash equivalents were $406.7 million at September 30, 2017 and $398.3 million at October 1, 2016 . Our cash levels vary during any given period depending on the timing of collections from customers and payments to suppliers, borrowings under credit facilities, repurchases of capital stock and other factors. Our working capital was approximately $1.0 billion at September 30, 2017 and October 1, 2016 . Net cash provided by operating activities was $251.0 million , $390.1 million and $174.9 million for 2017 , 2016 and 2015 , respectively. Cash flows from operating activities consists of: (1) net income adjusted to exclude non-cash items such as depreciation and amortization, deferred income taxes and stock- based compensation expense and (2) changes in net operating assets, which are comprised of accounts receivable, inventories, prepaid expenses and other assets, accounts payable and accrued liabilities. Our working capital metrics tend to fluctuate from quarter-to-quarter based on factors such as the linearity of our shipments to customers and purchases from suppliers, customer and supplier mix, and the negotiation of payment terms with customers and suppliers. These fluctuations can significantly affect our cash flows from operating activities. During 2017, we generated $337.6 million of cash from earnings, excluding non-cash items, and used $86.6 million of cash in connection with an increase in our net operating assets, resulting primarily from an increase in accounts receivable and inventories of $136.1 million and $104.5 million , respectively, partially offset by an increase in accounts payable of $130.6 million . Accounts receivable increased due primarily to increased sales and an unfavorable shift in customer payment terms mix from customers with shorter payment terms to customers with longer payment terms. This shift resulted in DSO increasing from 53 days at the end of 2016 to 55 days at the end of 2017. Inventory increased primarily due to supply constraints which resulted in delays in completing and shipping orders and inventory purchases to support customer program ramps and increased customer requirements entering 2018. This increase resulted in annualized inventory turns decreasing from 6.6 in the fourth quarter of 2016 to 6.2 in the fourth quarter of 2017. Accounts payable increased due primarily to increased business volume and a favorable shift in supplier payment terms mix from suppliers with whom we have shorter payment terms to suppliers with whom we have longer payment terms. This shift resulted in DPO increasing from 66 days at the end of 2016 to 71 days at the end of 2017. Net cash used in investing activities was $107.9 million , $174.5 million and $102.4 million for 2017 , 2016 and 2015 , respectively. In 2017, we used $111.8 million of cash for capital expenditures and received proceeds of $3.9 million primarily from sales of certain properties. In 2016, we used $120.4 million of cash for capital expenditures, paid $58.9 million in connection with business combinations and received proceeds of $4.7 million primarily from sales of certain properties. Net cash used in financing activities was $135.5 million , $231.4 million and $126.8 million for 2017 , 2016 and 2015 , respectively. In 2017, we repurchased $176.9 million of common stock (including $17.3 million in settlement of employee tax withholding obligations), used $16.6 million of cash for net debt repayments and received $27.1 million of proceeds from issuances of common stock pursuant to stock option exercises. In 2016, we repurchased $142.2 million of common stock, used $107.4 million of cash for net debt repayments and received $18.2 million of proceeds from issuances of common stock pursuant to stock option exercises. Senior Secured Notes Due 2019 ("Secured Notes") . In 2014, we issued $375 million of Secured Notes that mature on June 1, 2019 and bear interest at an annual rate of 4.375% , payable semi-annually in arrears in cash. The Secured Notes are senior secured obligations and are fully and unconditionally guaranteed, jointly and severally, on a senior secured basis by certain of our subsidiaries. The Secured Notes and the guarantees are secured by a first-priority lien, subject to permitted liens, on certain of our tangible and intangible assets including certain real property, equipment and intellectual property, and by a second-priority lien on certain assets, including accounts receivable, inventory and stock of subsidiaries securing our revolving credit facility. 43 Table of Contents Secured Debt Due 2017 ("Secured Debt"). In 2012, we borrowed $40 million using our corporate campus as collateral. During the second quarter of 2017, the Company prepaid the balance of the amount due under its secured debt due 2017 for $40 million plus accrued interest. Pursuant to the terms of the indenture governing the Company’s senior secured notes due 2019, upon prepayment of the Secured Debt due 2017, the Company granted U.S. Bank N.A., as trustee of such notes, a security interest in the Company’s real property comprising its headquarters campus in San Jose, California, which security interest was previously held by MUFG Union Bank, N.A. (“Union Bank”). Senior Notes Due 2019 ("2019 Notes"). During 2015, we redeemed the remaining $100 million of our 2019 Notes at par plus a redemption premium and accrued interest during the first quarter of 2015. In connection with this redemption, we recorded a net loss on extinguishment of debt of $2.9 million , consisting of redemption premiums of $5.3 million and a write-off of unamortized debt issuance costs of $1.4 million , partially offset by a $3.8 million credit for the fair value hedge adjustment related to the extinguished 2019 Notes. Short-term Debt Revolving Credit Facility. During the third quarter of 2015, we replaced an asset-backed lending facility ("ABL") with a $375 million cash flow revolver ("Cash Flow Revolver"), which may be increased by an additional $125 million upon obtaining additional commitments from lenders then party to the Cash Flow Revolver or new lenders. The Cash Flow Revolver expires on May 20, 2020, but may be terminated by the lenders as early as March 4, 2019 if certain conditions exist. We incurred $1.8 million of debt issuance costs in connection with this transaction. In addition, $1.0 million of unamortized debt issuance costs related to the ABL were carried forward and $0.8 million of such costs were expensed. Accordingly, $2.8 million of debt issuance costs are being amortized to interest expense over the life of the Cash Flow Revolver. As of September 30, 2017 , $85.0 million borrowings and $13.1 million of letters of credit were outstanding under the Cash Flow Revolver, and $276.9 million was available to borrow. Short-term Borrowing Facilities . As of September 30, 2017 , certain of our foreign subsidiaries had a total of $74.1 million of short-term borrowing facilities, under which no borrowings were outstanding. These facilities expire at various dates through the second quarter of 2019. Debt Covenants Our Cash Flow Revolver requires us to comply with certain financial covenants. Our debt agreements contain a number of restrictive covenants, including restrictions on incurring additional debt, making investments and other restricted payments, selling assets, paying dividends and redeeming or repurchasing capital stock and debt, subject to certain exceptions. These covenants could constrain our ability to grow our business through acquisition or engage in other transactions which the covenants could otherwise restrict, including refinancing our existing debt. In addition, such agreements include covenants requiring, among other things, that we file quarterly and annual financial statements with the SEC, comply with all laws, pay all taxes and maintain casualty insurance. If we are not able to comply with all of these covenants, for any reason, some or all of our outstanding debt could become immediately due and payable and the incurrence of additional debt under our Cash Flow Revolver would not be allowed, any of which could have a material adverse effect on our liquidity and ability to conduct our business. As of September 30, 2017 , we were in compliance with our covenants. Other Liquidity Matters Our Board of Directors has authorized us to repurchase shares of our common stock, subject to a dollar limitation. The timing of repurchases will depend upon capital needs to support the growth of our business, market conditions and other factors. Although stock repurchases are intended to increase stockholder value, purchases of shares reduce our liquidity. We repurchased 4.3 million and 6.8 million shares of our common stock for $159.7 million and $141.2 million in the open market in 2017 and 2016, respectively. As of September 30, 2017 , $253.2 million remains available under programs authorized by the Board of Directors, none of which is subject to an expiration date. In the ordinary course of business, we are or may become party to legal proceedings, claims and other contingencies, including environmental, warranty and employee matters and examinations by government agencies. As of September 30, 44 Table of Contents 2017 , we had accrued liabilities of $36.1 million related to such matters. We cannot accurately predict the outcome of these matters or the amount or timing of cash flows that may be required to defend ourselves or to settle such matters or that these reserves will be sufficient to fully satisfy our contingent liabilities. As of September 30, 2017 , we had a liability of $107.2 million for uncertain tax positions. Our estimate of liabilities for uncertain tax positions is based on a number of subjective assessments, including the likelihood of a tax obligation being assessed, the amount of taxes (including interest and penalties) that would ultimately be payable, and our ability to settle any such obligations on favorable terms. Therefore, the amount of future cash flows associated with uncertain tax positions may be significantly higher or lower than our recorded liability and we are unable to reliably estimate when cash settlement may occur. For example, in 2014, a foreign tax authority completed its audit of our 2006 tax return and issued an assessment challenging certain of our tax positions. Although we disagreed with the assessment and vigorously contested it through the appropriate administrative procedures, we made a significant payment to the foreign tax authority during 2015 to resolve all issues related to this audit. This payment increased income tax expense by a net amount of $15.5 million, which represents the amount by which the amount paid exceeded our reserve for this uncertain tax position. During the second quarter of 2016, we completed two acquisitions for total cash consideration of $90.3 million, of which $78.0 million has been paid and $12.3 million (plus accreted interest) is payable in 2020. In connection with a previously completed acquisition, we could be required to make additional cash payments of $13.5 million if certain annual earnings targets are achieved in the next three years. Our liquidity needs are largely dependent on changes in our working capital, including the extension of trade credit by our suppliers, investments in manufacturing inventory, facilities and equipment, repayments of obligations under outstanding indebtedness and repurchases of common stock. Our primary sources of liquidity as of September 30, 2017 consisted of: (1) cash and cash equivalents of $406.7 million ; (2) our Cash Flow Revolver, under which $276.9 million was available as of September 30, 2017 ; (3) our foreign short-term borrowing facilities of $74.1 million , all of which was available as of September 30, 2017 and (4) cash generated from operations. We believe our existing cash resources and other sources of liquidity, together with cash generated from operations, will be sufficient to meet our working capital requirements through at least the next 12 months. Should demand for our services decrease significantly over the next 12 months or should we experience increases in delinquent or uncollectible accounts receivable, our cash provided by operations could be adversely impacted. As of September 30, 2017 , 66% of our cash balance was held in the United States. Should we choose or need to remit cash to the United States from our foreign locations, we may incur tax obligations which would reduce the amount of cash ultimately available to the United States. We believe that cash held in the United States, together with liquidity available under our Cash Flow Revolver and cash from foreign subsidiaries that could be remitted to the United States without tax consequences, will be sufficient to meet our United States liquidity needs for at least the next twelve months. Contractual Obligations The following is a summary of our long-term debt, including interest, and operating lease obligations as of September 30, 2017 : Contractual Obligations Long-term debt obligations, including interest Operating lease obligations Total contractual obligations Total Less than 1 year Payments Due by Period 1- 3 years 3-5 years (In thousands) More than 5 years $ $ 424,213 $ 19,822 $ 404,391 $ — $ 84,318 23,692 23,604 14,415 508,531 $ 43,514 $ 427,995 $ 14,415 $ — 22,607 22,607 We also have outstanding firm purchase orders with certain suppliers for the purchase of inventory, which are not included in the table above. These purchase orders are generally short-term in nature. Orders for standard, or catalog, items can typically be canceled with little or no financial penalty. Our policy regarding non-standard or customized items dictates that such items are only ordered specifically for customers who have contractually assumed liability for the inventory, although exceptions are made to this policy in certain situations. In addition, a substantial portion of catalog items covered by our 45 Table of Contents purchase orders are procured for specific customers based on their purchase orders or a forecast under which the customer has contractually assumed liability for such material. Accordingly, the amount of liability from purchase obligations under these purchase orders is not expected to be significant. Lastly, pursuant to arrangements under which vendors consign inventory to us, we may be required to purchase such inventory after a certain period of time. To date, we have not been required to purchase a significant amount of inventory pursuant to these time limitations. As of September 30, 2017 , we were unable to reliably estimate when cash settlements with taxing authorities may occur with respect to our unrecognized tax benefits of $107.2 million . Additionally, we have provided guarantees to various third parties in the form of letters of credit totaling $ 13.1 million as of September 30, 2017 . The letters of credit cover various guarantees including workers' compensation claims and customs duties. Lastly, we have defined benefit pension plans with an underfunded amount of $29.7 million at September 30, 2017 . We will be required to provide additional funding to these plans in the future if our returns on plan assets are not sufficient to meet our funding obligations. None of the amounts described in this paragraph are included in the table above. Off-Balance Sheet Arrangements As of September 30, 2017 , we did not have any off-balance sheet arrangements, as defined in Item 303(a)(4)(ii) of Regulation S-K promulgated by the SEC, that have or are reasonably likely to have a current or future effect on our financial condition, changes in our financial condition, revenues, or expenses, results of operations, liquidity, capital expenditures, or capital resources that is material to investors. 46 Table of Contents Quarterly Results ( Unaudited ) The following tables contain selected unaudited quarterly financial data for 2017 and 2016 . In management's opinion, the unaudited data has been prepared on the same basis as the audited information and includes all adjustments (consisting only of normal recurring adjustments) necessary for a fair statement of the data for the periods presented. Our results of operations have varied and may continue to fluctuate significantly from quarter to quarter. The results of operations in any period should not be considered indicative of the results to be expected from any future period. First Quarter Second Quarter Third Quarter Fourth Quarter Year ended September 30, 2017 Net sales Gross profit Gross margin Operating income Operating margin Net income Basic net income per share Diluted net income per share Net sales Gross profit Gross margin Operating income Operating margin Net income Basic net income per share Diluted net income per share $ $ $ $ $ $ $ $ $ $ $ $ 1,719,977 132,162 $ $ (In thousands, except per share data) $ 1,682,262 1,711,377 133,210 $ 130,688 $ $ 1,755,003 123,851 7.7% 7.9% 7.6% 7.1% 58,656 $ 58,166 $ 66,576 $ 43,069 3.4% 44,864 0.61 0.58 $ $ $ 3.5% 31,717 0.42 0.41 $ $ $ 3.9% 36,404 0.48 0.47 $ $ $ 2.5% 25,848 0.35 0.33 First Quarter Second Quarter Third Quarter Fourth Quarter Year ended October 1, 2016 1,534,714 123,638 $ $ (In thousands, except per share data) $ 1,611,174 1,669,474 136,712 $ 126,661 $ $ 1,665,819 127,271 8.1% 8.5% 7.6% 7.6% 54,053 $ 61,099 $ 54,583 $ 55,050 3.5% 27,138 0.35 0.33 $ $ $ 3.8% 30,361 0.40 0.39 $ $ $ 3.3% 29,534 0.40 0.38 $ $ $ 3.3% 100,805 (1) 1.37 1.30 (1) During the fourth quarter of 2016, we concluded that it was more likely than not that we would be able to realize the benefit of our deferred tax assets in the future. As a result, we released $96.2 million of the valuation allowance attributable to certain U.S. and foreign deferred tax assets and net operating losses. 47 Table of Contents Item 7A. Quantitative and Qualitative Disclosures about Market Risk Interest Rate Risk Our primary exposure to market risk for changes in interest rates relates to our revolving credit facility as the interest rate we pay for borrowings is determined at the time of borrowing based on a floating index. Therefore, although we can elect to fix the interest rate at the time of borrowing, the facility does expose us to market risk for changes in interest rates. An immediate 10 percent change in interest rates would not have a significant impact on our results of operations. Foreign Currency Exchange Risk We transact business in foreign currencies. Our foreign exchange policy requires that we take certain steps to limit our foreign exchange exposures resulting from certain assets and liabilities and forecasted cash flows. However, our policy does not require us to hedge all foreign exchange exposures. Furthermore, our foreign currency hedges are based on forecasted transactions and estimated balances, the amount of which may differ from that actually incurred. As a result, we can experience foreign exchange gains and losses in our results of operations. Our primary foreign currency cash flows are in certain Asian and European countries, Israel, Brazil and Mexico. We enter into short-term foreign currency forward contracts to hedge currency exposures associated with certain monetary assets and liabilities denominated in non-functional currencies. These contracts generally have maturities of up to two months, although we currently have a four-year contract that hedges a non-functional currency denominated note payable due in 2020. These forward contracts are not designated as part of a hedging relationship for accounting purposes. All outstanding foreign currency forward contracts are marked-to-market at the end of the period with unrealized gains and losses included in other income (expense), net, in the consolidated statements of income. As of September 30, 2017 , we had outstanding foreign currency forward contracts to exchange various foreign currencies for U.S. dollars in the aggregate notional amount of $302.9 million . We also utilize foreign currency forward contracts to hedge certain operational (“cash flow”) exposures resulting from changes in foreign currency exchange rates. Such exposures result from (1) forecasted sales denominated in currencies other than those used to pay for materials and labor, (2) forecasted non- functional currency labor and overhead expenses, (3) forecasted non-functional currency operating expenses, and (4) anticipated capital expenditures denominated in a currency other than the functional currency of the entity making the expenditures. These contracts may be up to twelve months in duration and are designated as cash flow hedges for accounting purposes. The effective portion of changes in the fair value of the contracts is recorded in stockholders' equity as a separate component of accumulated other comprehensive income and recognized in earnings when the hedged item affects earnings. We had forward contracts related to cash flow hedges in various foreign currencies in the aggregate notional amount of $105.5 million as of September 30, 2017 . The net impact of an immediate 10 percent change in exchange rates would not be material to our consolidated financial statements, provided we accurately forecast and estimate our foreign currency exposure. If such forecasts are materially inaccurate, we could incur significant gains or losses. Item 8. Financial Statements and Supplementary Data The information required by this item is included below and incorporated by reference from the financial statement schedule included in “Part IV- Item 15(a)(2)” and the selected quarterly financial data referred to in “Part II-Item 7-Management's Discussion and Analysis of Financial Condition and Results of Operations-Quarterly Results (Unaudited).” 48 Table of Contents To the Board of Directors and Stockholders of Sanmina Corporation Report of Independent Registered Public Accounting Firm In our opinion, the accompanying consolidated balance sheets as of September 30, 2017 and October 1, 2016 and the related consolidated statements of income, comprehensive income, stockholders' equity and cash flows for the years then ended present fairly, in all material respects, the financial position of Sanmina Corporation and its subsidiaries as of September 30, 2017 and October 1, 2016, and the results of their operations and their cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America. In addition, in our opinion, the financial statement schedule for the years ending September 30, 2017 and October 1, 2016 listed in the index appearing under Item 15(a)(2) presents fairly, in all material respects, the information set forth therein when read in conjunction with the related consolidated financial statements. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of September 30, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company's management is responsible for these financial statements and financial statement schedule, for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in Management's Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on these financial statements, on the financial statement schedule and on the Company's internal control over financial reporting based on our integrated audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions. A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ PricewaterhouseCoopers LLP San Jose, California November 13, 2017 49 Table of Contents The Board of Directors and Stockholders Sanmina Corporation: Report of Independent Registered Public Accounting Firm We have audited the accompanying consolidated statements of income, comprehensive income, stockholders’ equity, and cash flows of Sanmina Corporation and subsidiaries for the year ended October 3, 2015. In connection with our audit of the consolidated financial statements, we also have audited the consolidated financial statement schedule of valuation and qualifying accounts for the year ended October 3, 2015, as set forth under Item 15. These consolidated financial statements and financial statement schedule are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements and financial statement schedule based on our audit. We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the results of operations and the cash flows of Sanmina Corporation and subsidiaries for the year ended October 3, 2015, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, the related financial statement schedule for the year ended October 3, 2015, when considered in relation to the basic consolidated financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein. /s/ KPMG LLP Santa Clara, California November 19, 2015 50 Table of Contents SANMINA CORPORATION CONSOLIDATED BALANCE SHEETS Current assets: Cash and cash equivalents ASSETS Accounts receivable, net of allowances of $14,334 and $15,081 as of September 30, 2017 and October 1, 2016, respectively Inventories Prepaid expenses and other current assets Total current assets Property, plant and equipment, net Deferred income tax assets, net Other Total assets Current liabilities: Accounts payable Accrued liabilities LIABILITIES AND STOCKHOLDERS' EQUITY Accrued payroll and related benefits Short-term debt, including current portion of long-term debt Total current liabilities Long-term liabilities: Long-term debt Other Total long-term liabilities Commitments and Contingencies (Note 7) Stockholders' equity: Preferred stock, $.01 par value, authorized 5,000 shares, none issued and outstanding Common stock, $.01 par value, authorized 166,667 shares; 101,672 and 98,141 shares issued and 71,664 and 73,031 shares outstanding as of September 30, 2017 and October 1, 2016, respectively Treasury stock, 30,008 and 25,110 shares as of September 30, 2017 and October 1, 2016, respectively, at cost Additional paid-in capital Accumulated other comprehensive income Accumulated deficit Total stockholders' equity Total liabilities and stockholders' equity See accompanying notes to the consolidated financial statements. 51 As of September 30, 2017 October 1, 2016 (In thousands, except par value) $ 406,661 $ 398,288 $ $ 1,110,334 1,051,669 47,586 2,616,250 640,275 476,554 114,284 973,680 946,239 57,445 2,375,652 617,524 514,314 117,732 3,847,363 $ 3,625,222 1,280,106 $ 1,121,135 116,582 130,939 88,416 124,386 127,326 28,416 1,616,043 1,401,263 391,447 192,189 583,636 434,059 180,097 614,156 — 717 (633,740) 6,184,371 76,794 (3,980,458) 1,647,684 $ 3,847,363 $ — 730 (456,796) 6,119,779 65,381 (4,119,291) 1,609,803 3,625,222 Table of Contents SANMINA CORPORATION CONSOLIDATED STATEMENTS OF INCOME Net sales Cost of sales Gross profit Operating expenses: Selling, general and administrative Research and development Other Total operating expenses Operating income Interest income Interest expense Other income, net Loss on extinguishments of debt Interest and other, net Income before income taxes Provision for (benefit from) income taxes Net income Net income per share: Basic Diluted Weighted-average shares used in computing per share amounts: Basic Diluted September 30, 2017 Year Ended October 1, 2016 October 3, 2015 (In thousands, except per share amounts) $ 6,868,619 $ 6,481,181 $ 6,348,708 519,911 5,966,899 514,282 251,568 33,716 8,160 293,444 244,604 37,746 7,147 289,497 6,374,541 5,890,685 483,856 239,288 33,083 8,384 280,755 226,467 224,785 203,101 1,265 (21,934) 7,682 — (12,987) 213,480 74,647 680 (24,911) 4,063 — (20,168) 204,617 16,779 138,833 $ 187,838 $ 1,096 (25,011) 767 (3,760) (26,908) 176,193 (201,068) 377,261 1.86 1.78 $ $ 2.50 2.38 $ $ 4.61 4.41 74,481 78,128 75,094 78,787 81,818 85,641 $ $ $ See accompanying notes to the consolidated financial statements. 52 Table of Contents SANMINA CORPORATION CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME Net income Other comprehensive income (loss), net of tax: Foreign currency translation adjustments Derivative financial instruments: Changes in unrealized gain (loss) Amount reclassified into net income Pension benefit plans: Changes in unrecognized net actuarial gain (loss) and unrecognized transition cost Amortization of actuarial gain (loss) and transition cost Total other comprehensive income (loss) Comprehensive income September 30, 2017 Year Ended October 1, 2016 (In thousands) October 3, 2015 $ 138,833 $ 187,838 $ 377,261 588 3,734 (13,460) 819 (592) 8,833 1,765 $ $ 11,413 150,246 $ $ (2,326) 2,570 (6,327) 1,159 (1,190) 186,648 $ $ (5,995) 5,887 (3,653) 876 (16,345) 360,916 See accompanying notes to the consolidated financial statements. 53 Table of Contents SANMINA CORPORATION CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY Common Stock and Additional Paid-in Capital Treasury Stock Number of Shares Amount Number of Shares Amount 95,733 $ 1,727 — — (1,154) — — — 96,306 $ 1,835 — — — — 98,141 $ 3,531 — — — — 101,672 $ 6,065,086 18,724 20,653 — (25,069) (3,815) — — 6,075,579 18,221 26,709 — — — 6,120,509 27,129 37,450 — — — 6,185,088 (13,576) $ — — (4,672) — — — — (18,248) $ — — (6,862) — — (25,110) $ — — (4,898) — — (30,008) $ (In thousands) (216,857) $ — — (97,693) — — — — (314,550) $ — — (142,246) — — (456,796) $ — — (176,944) — — (633,740) $ BALANCE AT SEPTEMBER 27, 2014 Issuances under stock plans Stock-based compensation Repurchases of treasury stock Repurchase and retirement of treasury stock Acquisition of non-controlling interest Other comprehensive loss Net income BALANCE AT OCTOBER 3, 2015 Issuances under stock plans Stock-based compensation Repurchases of treasury stock Other comprehensive loss Net income BALANCE AT OCTOBER 1, 2016 Issuances under stock plans Stock-based compensation Repurchases of treasury stock Other comprehensive income Net income BALANCE AT SEPTEMBER 30, 2017 Accumulated Other Comprehensive Income Accumulated Deficit Total 82,916 $ (4,684,390) $ 1,246,755 — — — — — (16,345) — 66,571 $ — — — (1,190) — 65,381 $ — — — 11,413 — 76,794 $ 377,261 (4,307,129) $ 1,520,471 — — — — — — 377,261 — — — — 187,838 — — — — 138,833 18,724 20,653 (97,693) (25,069) (3,815) (16,345) 18,221 26,709 (142,246) (1,190) 27,129 37,450 (176,944) 11,413 187,838 (4,119,291) $ 1,609,803 138,833 (3,980,458) $ 1,647,684 See accompanying notes to the consolidated financial statements. 54 Table of Contents SANMINA CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES: Net income Adjustments to reconcile net income to cash provided by operating activities: Depreciation and amortization Stock-based compensation expense Deferred income taxes Other, net Changes in operating assets and liabilities, net of acquisitions: Accounts receivable Inventories Prepaid expenses and other assets Accounts payable Accrued liabilities Cash provided by operating activities CASH FLOWS PROVIDED BY (USED IN) INVESTING ACTIVITIES: Purchases of property, plant and equipment Proceeds from sales of property, plant and equipment Cash paid for business combinations, net of cash acquired Cash used in investing activities CASH FLOWS PROVIDED BY (USED IN) FINANCING ACTIVITIES: Repayments of short-term borrowings (1) Proceeds from revolving credit facility borrowings Repayments of revolving credit facility borrowings Repayments of long-term debt Net proceeds from stock issuances Repurchases of common stock Other, net Cash used in financing activities Effect of exchange rate changes Increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year Cash paid during the year: Interest, net of capitalized interest Income taxes, net of refunds Unpaid purchases of property, plant and equipment at end of period September 30, 2017 Year Ended October 1, 2016 (In thousands) October 3, 2015 $ 138,833 $ 187,838 $ 377,261 118,751 37,920 37,892 4,188 (136,072) (104,468) 12,303 130,648 10,966 250,961 (111,833) 3,935 — (107,898) — 932,770 (872,770) (43,416) 27,129 (176,944) (2,262) (135,493) 803 8,373 398,288 406,661 17,983 20,417 49,831 $ $ $ $ 111,910 26,907 (16,829) 1,587 (36,913) 5,614 68 95,193 14,741 390,116 (120,400) 4,740 (58,878) (174,538) (18,014) 2,962,450 (3,047,450) (4,382) 18,221 (142,246) — (231,421) 1,878 (13,965) 412,253 398,288 21,316 29,342 22,072 $ $ $ $ 100,567 20,653 (242,274) 280 40,207 (13,726) 11,117 (116,899) (2,290) 174,896 (119,097) 30,561 (13,887) (102,423) (10,221) 2,692,900 (2,582,900) (123,994) 18,724 (122,762) 1,492 (126,761) (66) (54,354) 466,607 412,253 18,746 44,751 31,913 $ $ $ $ Acquisition-date fair value of promissory notes issued in conjunction with business combinations (see Note 11) (1) 2016 amount represents repayment of a promissory note issued in conjunction with a business combination in the second quarter of 2016. The note was repaid in the third — $ $ $ — 30,105 quarter of 2016. See accompanying notes to the consolidated financial statements. 55 Table of Contents Note 1. Organization of Sanmina SANMINA CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Sanmina Corporation (“Sanmina,” or the “Company”) was incorporated in Delaware in 1989. The Company is a leading global provider of integrated manufacturing solutions, components, products and repair, logistics and after-market services. The Company provides these comprehensive solutions primarily to original equipment manufacturers (OEMs) in the following industries: communications networks, storage, industrial, defense and aerospace, medical, energy and industries that include embedded computing technologies such as set-top boxes, point-of-sale devices, casino gaming machines and automotive components and products. The Company's operations are managed as two businesses: 1) Integrated Manufacturing Solutions (IMS). IMS is a single operating segment consisting of printed circuit board assembly and test, final system assembly and test, and direct-order-fulfillment. 2) Components, Products and Services (CPS). Components include interconnect systems (printed circuit board fabrication, backplane, cable assemblies and plastic injection molding) and mechanical systems (enclosures and precision machining). Products include memory, RF, optical and microelectronics solutions from the Company's Viking Technology division; defense and aerospace products from SCI Technology; storage solutions from the Company's Newisys division and cloud-based manufacturing execution software from the Company's 42Q division. Services include design, engineering, logistics and repair services. The Company's only reportable segment is IMS, which represented approximately 80% of total revenue in 2017 . The CPS business consists of multiple operating segments which do not meet the quantitative thresholds for being presented as reportable segments. Therefore, financial information for these operating segments will be presented in a single category entitled “Components, Products and Services”. Basis of Presentation Fiscal Year. The Company operates on a 52 or 53 week year ending on the Saturday nearest September 30. Fiscal 2017 and 2016 were each 52 weeks and fiscal 2015 was a 53-week year, with the extra week occurring in the fourth fiscal quarter. The additional week in 2015 did not significantly affect the Company's results of operations or financial position. All references to years relate to fiscal years unless otherwise noted. Principles of Consolidation. The consolidated financial statements include the Company's accounts and those of its subsidiaries. All intercompany balances and transactions have been eliminated. Note 2. Summary of Significant Accounting Policies Management Estimates and Uncertainties. The preparation of consolidated financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Significant estimates made in preparing the consolidated financial statements relate to allowances for accounts receivable; provisions for excess and obsolete inventories, product returns, warranties, environmental matters, and legal exposures; determining the recoverability of claims made in connection with customer bankruptcies; determining liabilities for uncertain tax positions; determining the realizability of deferred tax assets; determining fair values of tangible and intangible assets for purposes of business combinations and impairment tests; determining fair values of contingent consideration and equity awards; and determining forfeiture rates for purposes of calculating stock compensation expense. Actual results could differ materially from these estimates. Financial Instruments and Concentration of Credit Risk. Financial instruments consist primarily of cash and cash equivalents, accounts receivable, foreign currency forward contracts, accounts payable and debt obligations. With the exception of certain of the Company's debt obligations (refer to Note 4. Financial Instruments), the fair value of these financial instruments approximates their carrying amount as of September 30, 2017 and October 1, 2016 due to the nature or short maturity of these instruments, or the fact that the instruments are recorded at fair value on the consolidated balance sheets. 56 Table of Contents Accounts Receivable and Other Related Allowances. The Company had allowances of $14.3 million and $15.1 million as of September 30, 2017 and October 1, 2016 , respectively, for uncollectible accounts, product returns and other net sales adjustments. One of the Company's most significant risks is the ultimate realization of its accounts receivable. This risk is mitigated by ongoing credit evaluations of customers and frequent contact with customers, especially the most significant customers, which enable the Company to monitor changes in its customers' business operations and respond accordingly. To establish the allowance for doubtful accounts, the Company estimates credit risk associated with accounts receivable by considering the creditworthiness of its customers, past experience, specific facts and circumstances, and the overall economic climate in industries that it serves. To establish the allowance for product returns and other adjustments, the Company primarily utilizes historical data. Inventories. Inventories are stated at the lower of cost (first-in, first-out method) or market. Cost includes labor, materials and manufacturing overhead. Provisions are made to reduce excess and obsolete inventories to their estimated net realizable values. The ultimate realization of inventory carrying amounts is primarily affected by changes in customer demand. Inventory provisions are established based on forecasted demand, past experience with specific customers, the age and nature of the inventory, the ability to redistribute inventory to other programs or back to suppliers, and whether customers are contractually obligated and have the ability to pay for the related inventory. Certain payments received from customers for inventory held by the Company are recorded as a reduction of inventory. Long-lived Assets. Property, plant and equipment are stated at cost or, in the case of property and equipment acquired through business combinations, at fair value as of the acquisition date. Depreciation is provided on a straight-line basis over 20 to 40 years for buildings and 3 to 15 years for machinery, equipment, furniture and fixtures. Leasehold improvements are amortized on a straight-line basis over the shorter of the lease term or useful life of the asset . The Company reviews property, plant and equipment and intangible assets subject to amortization for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. An asset group is the unit of accounting which represents the lowest level for which identifiable cash flows are largely independent of the cash flows of other groups of assets. An asset or asset group is considered impaired if its carrying amount exceeds the undiscounted future net cash flows the asset or asset group is expected to generate. If an asset or asset group is considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the asset or asset group exceeds its fair value. For asset groups for which the primary asset is a building, the Company estimates fair value based on data provided by commercial real estate brokers. For other asset groups, the Company estimates fair value based on projected discounted future net cash flows. Goodwill. Goodwill is tested for impairment on an annual basis and whenever events or changes in circumstances indicate that the carrying amount of goodwill may not be recoverable, as assessed at a reporting unit level. If, based on a qualitative assessment, the Company determines it is more-likely-than-not that goodwill is impaired, the Company performs a quantitative assessment to determine whether the fair value of our reporting unit is less than its carrying value and, if so, the Company performs a further analysis to determine the amount, if any, of the impairment. Foreign Currency Translation. For foreign subsidiaries using the local currency as their functional currency, assets and liabilities are translated to U.S. dollars at exchange rates in effect at the balance sheet date and income and expenses are translated at average exchange rates. The effects of these translation adjustments are reported in stockholders' equity as a component of accumulated other comprehensive income ("AOCI"). For all entities, remeasurement adjustments for non-functional currency monetary assets and liabilities are included in other income (expense), net in the accompanying consolidated statements of income. Remeasurement gains and losses arising from long-term intercompany loans denominated in a currency other than an entity's functional currency are recorded in AOCI if repayment of the loan is not anticipated in the foreseeable future. Derivative Instruments and Hedging Activities. The Company conducts business on a global basis in numerous currencies and is therefore exposed to movements in foreign currency exchange rates. The Company uses foreign currency forward contracts to minimize the volatility of earnings and cash flows associated with changes in foreign currency exchange rates. The Company accounts for derivative instruments and hedging activities in accordance with ASC Topic 815, Derivatives and Hedging, which requires each derivative instrument to be recorded on the consolidated balance sheets at its fair value as either an asset or a liability. If a derivative is designated as a cash flow hedge, the effective portion of changes in the 57 Table of Contents fair value of the derivative is recorded in stockholders' equity as a separate component of AOCI and is recognized in earnings when the hedged item affects earnings. Ineffective portions of changes in the fair value of cash flow hedges are immediately recognized in earnings. If a derivative is designated as a fair value hedge, changes in the fair value of the derivative and of the item being hedged are recognized in earnings in the current period. Derivative instruments are entered into for periods of time consistent with the related underlying exposures and are not entered into for speculative purposes. At the inception of a hedge, the Company documents all relationships between derivative instruments and related hedged items, as well as its risk- management objectives and strategies for the hedging transaction. The Company's foreign currency forward contracts potentially expose the Company to credit risk to the extent the counterparties may be unable to meet the terms of the agreement. The Company minimizes such risk by seeking high quality counterparties. Revenue Recognition. The Company derives revenue principally from sales of manufacturing services, components and other products. Other sources of revenue include order fulfillment, logistic and repair services, and sales of certain inventory, primarily raw materials, to customers whose requirements change after the Company has procured inventory to fulfill the customers' forecasted demand. The Company recognizes revenue for manufacturing services, components, products and sales of certain inventory when a persuasive arrangement between the Company and the buyer exists, usually in the form of a purchase order received from the Company's customer, the price is fixed or determinable, delivery or performance has occurred and collectability is reasonably assured. Generally, there are no formal customer acceptance requirements or further obligations related to the product or the inventory subsequent to transfer of title and risk of loss. The Company's order fulfillment and logistics services involve warehousing and managing finished product on behalf of a customer. These services are usually provided in conjunction with manufacturing services at one of the Company's facilities. In these instances, revenue for manufacturing services is deferred until the related goods are delivered to the customer, which is upon completion of order fulfillment and logistics services. In certain instances, the Company's facility used to provide order fulfillment and logistics services is controlled by the customer pursuant to a separate arrangement. In these instances, revenue for manufacturing services is recognized upon receipt of the manufactured product at the customer-controlled location and revenue for order fulfillment and logistics services is recognized separately as the services are provided. Revenue for repair services is generally recognized upon completion of the services. Provisions are made for estimated sales returns and other adjustments at the time revenue is recognized. Such provisions were not material to the consolidated financial statements for any period presented herein. The Company presents sales net of sales taxes and value-added taxes in its consolidated statements of income. Amounts billed to customers for shipping and handling are recorded as revenue and shipping and handling costs incurred by the Company are included in cost of sales. Income taxes. The Company estimates its income tax provision or benefit in each of the jurisdictions in which it operates, including estimating exposures and making judgments regarding the realizability of deferred tax assets. The carrying value of the Company's net deferred tax assets is based on the Company's belief that it is more likely than not that the Company will generate sufficient future taxable income in certain jurisdictions to realize these deferred tax assets. A valuation allowance has been established for deferred tax assets which do not meet the “more likely than not” criteria discussed above . The Company's tax rate is highly dependent upon the geographic distribution of its worldwide income or losses, the tax regulations and tax holidays in each geographic region, the availability of tax credits and carryforwards, including net operating losses, and the effectiveness of its tax planning strategies. The Company makes an assessment of whether each income tax position is “more likely than not” of being sustained on audit, including resolution of related appeals or litigation, if any. For each income tax position that meets the “more likely than not” recognition threshold, the Company then assesses the largest amount of tax benefit that is greater than 50% likely of being realized upon effective settlement with the tax authority. Interest and penalties related to unrecognized tax benefits are recognized as a component of income tax expense. Recent Accounting Pronouncements Adopted in Fiscal Year 2017 In August 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-15 "Classification of Certain Cash Receipts and Cash Payments (Topic 230)". This ASU addresses the classification and presentation of eight specific cash flow issues that currently result in diverse practices. The Company adopted this ASU at the beginning of fiscal 2017, the adoption of which did not have a significant effect on the statement of cash flows. 58 Table of Contents In September 2015, the FASB issued ASU 2015-16, "Simplifying the Accounting for Measurement-Period Adjustments (Topic 805)". This ASU requires the Company to recognize adjustments to provisional amounts identified during the measurement period in the reporting period in which the adjustments are determined. Additionally, the Company is required to disclose the amount recorded in current-period earnings that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. The Company adopted this ASU at the beginning of fiscal 2017, the adoption of which did not affect the Company's financial statements. In April 2015, the FASB issued ASU 2015-3, "Simplifying the Presentation of Debt Issuance Costs (Topic 835)". This ASU requires presentation of debt issuance costs in the balance sheet as a direct deduction from the related debt liability, rather than as an asset. The Company adopted this ASU at the beginning of fiscal 2017, the adoption of which did not affect the Company's financial statements. Recent Accounting Pronouncements Not Yet Adopted In August 2017, the FASB issued ASU 2017-12, "Derivatives and Hedging (Topic 815): Targeted Improvements for Accounting For Hedging Activities", simplifying hedge accounting guidance and improving the financial reporting of hedging relationships by allowing an entity to better align its risk management activities and financial reporting for hedging relationships through changes to both designation and measurement for qualifying hedging relationships and the presentation of hedge results. This standard eliminates the requirement to separately measure and report hedge ineffectiveness resulting in full recognition of the change in fair value (that impact earnings) in earnings in the same income statement line item that is used to present the earnings effect of the hedged item. In addition, the guidance allows more flexibility in the requirements to qualify for and maintain hedge accounting. This ASU is effective for the Company at the beginning of fiscal 2020 and early adoption is permitted. The Company is currently evaluating the potential impact of this ASU and when to adopt this ASU. In March 2017, the FASB issued ASU 2017-07, "Compensation-Retirement Benefits (Topic 715)". This ASU requires the service costs component of net periodic pension costs to be presented in the same line item as other compensation costs and all other components of net periodic pension costs to be presented in the income statement as nonoperating expenses. This ASU is effective for the Company at the beginning of fiscal 2019 and should be applied retrospectively. A practical expedient permits the use of estimates for applying the retrospective presentation requirements. The Company does not expect the impact of adopting this new accounting standard to be significant. In January 2017, the FASB issued ASU 2017-04, "Intangibles-Goodwill and Other (Topic 350)". This ASU simplifies the test for goodwill impairment by eliminating Step 2 of the goodwill impairment test which requires a hypothetical purchase price allocation to measure goodwill. A goodwill impairment loss will instead be measured at the amount by which a reporting unit's carrying value exceeds its fair value, not to exceed the carrying amount of goodwill allocated to that reporting unit. This ASU is effective for the Company at the beginning of fiscal 2021 and early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company is currently evaluating when to adopt this ASU. In January 2017, the FASB issued ASU 2017-01, "Business Combinations (Topic 805)". This ASU provides guidance to clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The new standard is effective for the Company at the beginning of fiscal 2019, including interim periods within that reporting period, but early adoption is permitted. The Company is currently evaluating when to adopt this ASU. In November 2016, the FASB issued ASU 2016-18, "Statement of Cash Flows (Topic 230)". This ASU requires that the statement of cash flows explains the change during the period in the total of cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalents. Companies will also be required to reconcile such total to amounts on the balance sheet and disclose the nature of the restrictions. This ASU is effective for the Company at the beginning of fiscal 2019, including interim periods within that annual period, but early adoption is permitted. The Company is currently evaluating when to adopt this ASU and does not expect the impact of adopting this new accounting standard to be significant. In October 2016, the FASB issued ASU 2016-16, "Intra-Entity Transfers of Assets Other Than Inventory (Topic 740)". This ASU simplifies the accounting for income tax consequences of intra-entity transfers of assets other than inventory by requiring recognition of current and deferred income tax consequences when such transfers occur. The new standard is effective for the Company at the beginning of fiscal 2019, including interim periods within that annual period, but early adoption is permitted. The Company is currently evaluating when to adopt this ASU, but does not expect the impact of adopting this new accounting standard to be significant. 59 Table of Contents In March 2016, the FASB issued ASU 2016-09 "Improvements to Employee Share-Based Payment Accounting (Topic 718)". This ASU addresses several aspects of accounting for share-based payment award transactions, including: (a) income tax consequences, (b) classification of awards as either equity or liabilities, and (c) classification in the statement of cash flows. The new standard is effective for the Company at the beginning of fiscal 2018, including interim periods within that reporting period, but early adoption is allowed. The Company will adopt this ASU at the beginning of fiscal 2018. Upon adoption, the Company expects to record an increase to its deferred tax assets of approximately $44.0 million , with a corresponding increase to retained earnings. This ASU is expected to increase the variability of the Company's provision for income taxes, the effect of which could be material. In February 2016, the FASB issued ASU 2016-02, "Leases: Amendments to the FASB Accounting Standards Codification (Topic 842)". This ASU requires the Company to recognize on the balance sheet the assets and liabilities for the rights and obligations created by leases with terms of more than twelve months. This ASU also requires disclosures enabling the users of financial statements to understand the amount, timing and uncertainty of cash flows arising from leases. The new standard is effective for the Company at the beginning of fiscal 2020, including interim periods within that reporting period. The Company expects the impact of adopting this new accounting standard to be material to its consolidated balance sheet, but is still evaluating the impact to its consolidated statement of income. In July 2015, the FASB issued ASU 2015-11, "Simplifying the Measurement of Inventory (Topic 330)". This ASU requires measurement of inventory at the lower of cost and net realizable value. Net realizable value is defined as estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Currently, inventory is generally measured at the lower of cost or market, except for excess and obsolete inventories which are carried at their estimated net realizable values. This new standard is effective for the Company in fiscal 2018, including interim periods within that reporting period. The Company does not expect the impact of adopting this new accounting standard to be significant. In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers (Topic 606)," which supersedes the revenue recognition requirements in “Revenue Recognition (Topic 605).” This ASU requires an entity to recognize revenue when goods are transferred or services are provided to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This ASU also requires disclosures enabling users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The new standard is effective for the Company in fiscal 2019, including interim periods within that reporting period, using one of two prescribed transition methods. The Company has determined that the new standard will result in a change to the timing of revenue recognition for a significant portion of the Company's revenue stream, whereby revenue will be recognized "over time" as opposed to at a "point in time" upon physical delivery. The new standard could have a material impact to the Company's consolidated financial statements upon initial adoption, but the Company does not expect the effect of the new standard to materially impact its revenue or gross profit on a rollover basis in periods after adoption. The Company has not yet selected a transition method and continues to closely monitor implementation issues and other guidance published by the standard setters. Note 3. Balance Sheet and Income Statement Details Inventories Components of inventories were as follows: Raw materials Work-in-process Finished goods Total As of September 30, 2017 October 1, 2016 (In thousands) 834,694 $ 106,914 110,061 1,051,669 $ 671,240 144,355 130,644 946,239 $ $ 60 Table of Contents Property, Plant and Equipment, net Property, plant and equipment consisted of the following: Machinery and equipment Land and buildings Leasehold improvements Furniture and fixtures Construction in progress Less: Accumulated depreciation and amortization Property, plant and equipment, net As of September 30, 2017 October 1, 2016 (In thousands) $ 1,452,648 $ 1,401,745 607,701 55,688 22,989 37,864 2,176,890 (1,536,615) 601,468 53,999 21,834 34,415 2,113,461 (1,495,937) $ 640,275 $ 617,524 Depreciation expense was $111.5 million , $104.5 million and $96.1 million for 2017 , 2016 and 2015 , respectively. Goodwill and Other Intangible Assets Net carrying values of goodwill and other intangible assets were as follows: Goodwill - beginning of year Additions Goodwill - end of year Intangible assets - beginning of year Additions Amortization Intangible assets - end of year Intangible assets have useful lives ranging from one to five years. Other Operating Expenses Other operating expenses consisted of the following: Restructuring Amortization of intangible assets Asset impairment Gain on sale of long-lived assets As of September 30, 2017 October 1, 2016 $ $ $ (In thousands) 59,126 $ — 59,126 16,498 $ — (7,280) 9,218 $ 26,617 32,509 59,126 16,588 7,330 (7,420) 16,498 September 30, 2017 Year Ended October 1, 2016 (In thousands) October 3, 2015 $ $ 1,339 $ 2,701 $ 3,672 4,600 (1,451) 3,446 1,000 — 8,160 $ 7,147 $ 13,683 2,054 3,454 (10,807) 8,384 61 Table of Contents Other Income, net The following table summarizes the major components of other income, net (in thousand): Foreign exchange gains / (losses) Bargain purchase gain, net of tax Other, net Total Note 4. Financial Instruments Fair Value Measurements Fair Value of Financial Instruments September 30, 2017 Year ended October 1, 2016 October 3, 2015 $ $ 4,709 $ (415) $ — 2,973 1,642 2,836 7,682 $ 4,063 $ 681 — 86 767 The fair values of cash equivalents (generally less than 10% of cash and cash equivalents), accounts receivable, accounts payable and short-term debt approximate carrying value due to the short term duration of these instruments. Fair Value Option for Long-term Debt As of September 30, 2017 , the fair value of the Company's long-term debt, as estimated based primarily on quoted prices (Level 2 input), was approximately 2% higher than its carrying amount. The Company has elected not to record its long-term debt instruments at fair value. Assets and Liabilities Measured at Fair Value on a Recurring Basis The Company's primary financial assets and financial liabilities measured at fair value on a recurring basis are deferred compensation plan assets, deferred benefit plan assets, foreign exchange contracts and contingent consideration. The fair value of these assets and liabilities, other than defined benefit plan assets (Level 1 input) and deferred compensation plan assets (Level 1 input), was not material as of September 30, 2017 or October 1, 2016 . During the second quarter of 2016, the fair value of the Company's contingent consideration liability decreased by $7.6 million , resulting in a credit to cost of sales on the consolidated statement of income. The change in fair value resulted from a revision to the Company's estimate of future earnout payments, driven primarily by weakened conditions in the oil and gas industry. Offsetting Derivative Assets and Liabilities The Company has entered into master netting arrangements with each of its derivative counterparties that allows net settlement of derivatives assets and liabilities under certain conditions, such as multiple transactions with the same currency maturing on the same date. The Company presents its derivative assets and derivative liabilities on a gross basis in the consolidated balance sheets. The amount that the Company had the right to offset under these netting arrangements was not material as of September 30, 2017 or October 1, 2016 . Other non-financial assets, such as intangible assets, goodwill and other long-lived assets, are measured at fair value as of the date such assets are acquired or in the period an impairment is recorded. Derivative Instruments The Company is exposed to certain risks related to its ongoing business operations. The primary risks managed by using derivative instruments is foreign currency exchange risk. 62 Table of Contents Forward contracts on various foreign currencies are used to manage foreign currency risk associated with forecasted foreign currency transactions and certain monetary assets and liabilities denominated in non-functional currencies. The Company's primary foreign currency cash flows are in certain Asian and European countries, Brazil, Israel and Mexico. The Company had the following outstanding foreign currency forward contracts that were entered into to hedge foreign currency exposures: Derivatives Designated as Accounting Hedges: Notional amount (in thousands) Number of contracts Derivatives Not Designated as Accounting Hedges: Notional amount (in thousands) Number of contracts As of September 30, 2017 October 1, 2016 $105,523 $110,242 58 43 $302,944 $313,558 46 46 The Company utilizes foreign currency forward contracts to hedge certain operational (“cash flow”) exposures resulting from changes in foreign currency exchange rates. Such exposures generally result from (1) forecasted sales denominated in currencies other than those used to pay for materials and labor, (2) forecasted non-functional currency labor and overhead expenses, (3) forecasted non-functional currency operating expenses, and (4) anticipated capital expenditures denominated in a currency other than the functional currency of the entity making the expenditures. These contracts are designated as cash flow hedges for accounting purposes and are generally one-to-two months in duration but, by policy, may be up to twelve months in duration. For derivative instruments that are designated and qualify as cash flow hedges, the effective portion of the gain or loss on the derivative is recorded in Accumulated Other Comprehensive Income ("AOCI"), a component of equity, and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. The amount of gains (loss) recognized in Other Comprehensive Income ("OCI") on derivative instruments (effective portion), the amount of gain (loss) reclassified from AOCI into income (effective portion) and the amount of ineffectiveness were not material for any period presented herein. As of September 30, 2017 , AOCI related to foreign currency forward contracts was not material . The Company enters into short-term foreign currency forward contracts to hedge currency exposures associated with certain monetary assets and liabilities denominated in non-functional currencies. These contracts have maturities of up to two months and are not designated as accounting hedges. Accordingly, these contracts are marked-to-market at the end of each period with unrealized gains and losses recorded in other income, net, in the consolidated statements of income. The amount of gains (losses) associated with these forward contracts were not material for any period presented herein. From an economic perspective, the objective of the Company's hedging program is for gains and losses on forward contracts to substantially offset gains and losses on the underlying hedged items. In addition to the contracts disclosed in the table above, the Company has numerous contracts that have been closed from an economic and financial accounting perspective and will settle early in the first month of the following quarter. Since these offsetting contracts do not expose the Company to risk of fluctuations in exchange rates, these contracts have been excluded from the above table. In addition to the short-term contracts discussed above, the Company has a foreign currency forward contract that matures in 2020 and was entered into as a hedge of foreign currency exposure associated with a long-term promissory note issued in connection with a previous business combination. 63 Table of Contents Note 5. Financial Instruments and Concentration of Credit Risk Financial instruments that potentially subject the Company to credit risk consist primarily of cash, cash equivalents, trade accounts receivable and foreign currency forward contracts. The carrying value of assets such as cash, cash equivalents and accounts receivable is expected to approximate fair value due to the short duration of the assets. The Company maintains its cash and cash equivalents with recognized financial institutions that management believes to be of high credit quality. One of the Company's most significant credit risks is the ultimate realization of accounts receivable. This risk is mitigated by ongoing credit evaluations of, and frequent contact with, the Company's customers, especially its most significant customers, thus enabling it to monitor changes in business operations and respond accordingly. The Company generally does not require collateral for sales on credit. The Company considers these concentrations of credit risks when estimating its allowance for doubtful accounts. Foreign currency forward contracts are maintained with high quality counterparties to reduce the Company's credit risk and are recorded on the Company's balance sheets at fair value. Two customers represented more than 10% of the Company's net sales in 2017, one customer represented more than 10% of the Company's net sales in 2016 and no customer represented more than 10% of the Company's net sales in 2015. One customer represented 10% or more of the Company's gross accounts receivable as of September 30, 2017 and October 1, 2016 . Note 6. Debt Long-term debt consisted of the following: Secured debt due 2017 Senior secured notes due 2019 Non-interest bearing promissory notes Total long-term debt Less: Current portion of non-interest bearing promissory notes Long-term debt As of September 30, 2017 October 1, 2016 $ $ (In thousands) — $ 375,000 19,863 394,863 3,416 391,447 $ 40,000 375,000 22,475 437,475 3,416 434,059 Secured Debt. During the second quarter of 2017, the Company prepaid the balance of the amount due under its secured debt due 2017 for $40.0 million plus accrued interest. Secured Notes. In 2014, the Company issued $375 million of senior secured notes due 2019. The Secured Notes mature on June 1, 2019 and bear interest at an annual rate of 4.375% , payable semi-annually in arrears in cash. Debt issuance costs incurred in connection with issuance of the Secured Notes were not material. The Secured Notes are senior secured obligations and are fully and unconditionally guaranteed, jointly and severally, on a senior secured basis by certain subsidiaries of the Company. The Secured Notes and the guarantees are secured by a first-priority lien, subject to permitted liens, on certain tangible and intangible assets including certain real property, equipment and intellectual property, and by a second-priority lien on certain assets, including accounts receivable, inventory and stock of subsidiaries, securing the Company’s revolving credit facility. All or any portion of the Secured Notes may be redeemed, at any time, at the option of the Company, at a redemption price equal to 100% of the principal amount of the Secured Notes redeemed plus accrued and unpaid interest, plus a make-whole premium. Following a change of control, as defined, the Company would be required to make an offer to repurchase all of the Secured Notes at a purchase price of 101% of the principal amount of the Secured Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the date of repurchase. The Secured Notes are subject to specified events of default, including payment defaults, breaches of covenants, certain payment defaults at final maturity or acceleration of other indebtedness, failure to pay certain judgments, certain events of bankruptcy, insolvency and reorganization involving the Company or certain of its subsidiaries and certain instances in which a guarantee ceases to be in full force and effect. If any event of default occurs and is continuing, subject to certain exceptions, the trustee or the holders of at least 25% in aggregate principal amount of the then outstanding Secured Notes, may declare all the Secured Notes to be due and payable immediately, together with any accrued and unpaid interest, if any, to the 64 Table of Contents acceleration date. In the case of an event of default resulting from certain events of bankruptcy, insolvency or reorganization involving the Company, such amounts with respect to the Secured Notes will be due and payable immediately without any declaration or other act on the part of the trustee or the holders of the Secured Notes. 2019 Notes. In 2011, the Company issued $500 million of senior notes due 2019. Of these notes, $400 million were redeemed prior to 2015 and the remaining $100 million of these notes were redeemed in 2015 at par plus a redemption premium and accrued interest. In connection with this redemption, the Company recorded a net loss on extinguishment of debt of $2.9 million , consisting of redemption premiums of $5.3 million and a write-off of unamortized debt issuance costs of $1.4 million , partially offset by a $3.8 million credit for the fair value hedge adjustment related to the extinguished 2019 Notes. Non-interest Bearing Promissory Notes. On February 1, 2016 , the Company completed an acquisition and financed $15.0 million of the purchase price with the acquiree using a four-year non-interest bearing promissory note with a discounted value of $12.3 million as of the acquisition date (see Note 11). Short-term Debt Revolving Credit Facility. During the third quarter of 2015, the Company replaced its asset-backed revolving credit facility (the "ABL") with a $375 million secured revolving credit facility (the "Cash Flow Revolver"). The Cash Flow Revolver may be increased by an additional $125 million upon obtaining additional commitments from lenders then party to the Cash Flow Revolver or new lenders. The Cash Flow Revolver expires on May 20, 2020 , but may be terminated by the lenders as early as March 4, 2019 if certain conditions exist. In connection with this replacement, $0.8 million of debt issuance costs attributable to the ABL were expensed. As of September 30, 2017 , $85.0 million of borrowings and $13.1 million of letters of credit were outstanding under the Cash Flow Revolver. Foreign Short-term Borrowing Facilities . As of September 30, 2017 , certain foreign subsidiaries of the Company had a total of $74.1 million of short- term borrowing facilities, under which no borrowings were outstanding. These facilities expire at various dates through the second quarter of 2019 . Debt Covenants The Company's Cash Flow Revolver requires the Company to comply with certain financial covenants. In addition, the Company's debt agreements contain a number of restrictive covenants, including restrictions on incurring additional debt, making investments and other restricted payments, selling assets, paying dividends and redeeming or repurchasing capital stock and debt, subject to certain exceptions. The Company was in compliance with these covenants as of September 30, 2017 . Note 7. Commitments and Contingencies From time to time, the Company is a party to litigation, claims and other contingencies, including environmental and employee matters and examinations and investigations by governmental agencies, which arise in the ordinary course of business. The Company cannot predict what effect these matters may have on its results of operations, financial condition or cash flows. The Company records a contingent liability when it is probable that a loss has been incurred and the amount of loss is reasonably estimable in accordance with ASC Topic 450, Contingencies or other applicable accounting standards. As of September 30, 2017 and October 1, 2016 , the Company had reserves of $36.1 million and $46.0 million , respectively, for environmental matters, warranty, litigation, contingent consideration and other contingencies (excluding reserves for uncertain tax positions) which the Company believes are adequate. However, there can be no assurance that the Company's reserves will be sufficient to settle these contingencies. Such reserves are included in accrued liabilities and other long-term liabilities on the consolidated balance sheets. Legal Proceedings Environmental Matters The Company is subject to various federal, state, local and foreign laws and regulations and administrative orders concerning environmental protection, including those addressing the discharge of pollutants into the environment, the management and disposal of hazardous substances, the cleanup of contaminated sites, the materials used in products, and the 65 Table of Contents recycling, treatment and disposal of hazardous waste. As of September 30, 2017 , the Company had been named in a lawsuit and several administrative orders alleging certain of its current and former sites contributed to groundwater contamination. One such order requires the Company's Canadian subsidiary to remediate certain environmental contamination at a site owned by the subsidiary between 1999 and 2006. As of September 30, 2017 , the Company believes it has reserved a sufficient amount to satisfy anticipated future investigation and remediation costs at this site. Another such order demands that the Company and other alleged defendants remediate groundwater contamination at two landfills located in Northern California to which the Company may have sent wastewater in the past. The Company continues to investigate the allegations contained in this order and has reserved its estimated exposure for this matter as of September 30, 2017 . However, there can be no assurance that the Company's reserve will ultimately be sufficient. In June 2008, the Company was named by the Orange County Water District in a suit alleging that its actions contributed to polluted groundwater managed by the plaintiff. The complaint seeks recovery of compensatory and other damages, as well as declaratory relief, for the payment of costs necessary to investigate, monitor, remediate, abate and contain contamination of groundwater within the plaintiff’s control. In April 2013, all claims against the Company were dismissed. The plaintiff appealed this dismissal and the appeals court reversed the judgment in August 2017. The Company has petitioned the California Supreme Court to review this reversal. The Supreme Court has not yet ruled on whether it will review the appellate court's determination. Other Matters Two of the Company’s subsidiaries in Brazil are parties to a number of administrative and judicial proceedings for claims alleging that these subsidiaries failed to comply with certain bookkeeping and tax rules for certain periods between 2001 and 2011. These claims seek payment of social fund contributions and income and excise taxes allegedly owed by the subsidiaries, as well as fines. The subsidiaries believe they have meritorious positions in these matters and intend to continue to contest the claims. Other Contingencies One risk the Company faces is the ultimate realization of accounts receivable and customer inventory exposures. This risk is partially mitigated by ongoing credit evaluations of, and frequent contact with, the Company's customers, especially its most significant customers, thus enabling it to monitor changes in business operations and respond accordingly. Customer bankruptcies also entail the risk of potential recovery by the bankruptcy estate of amounts previously paid to the Company that are deemed a preference under bankruptcy laws. Commitments - Operating Leases The Company leases certain of its facilities and equipment under non-cancellable operating leases expiring at various dates through 2042 . The Company is responsible for utilities, maintenance, insurance and property taxes under these leases. Future minimum lease payments, net of sublease income, under operating leases are as follows: 2018 2019 2020 2021 2022 Thereafter Total (In thousands) 23,692 14,658 8,946 7,894 6,521 22,607 84,318 $ $ Rent expense, net of sublease income, under operating leases was $24.2 million , $24.0 million and $26.2 million for 2017 , 2016 and 2015 , respectively. 66 Table of Contents Note 8. Income Taxes Domestic and foreign components of income before income taxes were as follows: Domestic Foreign Total The provision for (benefit from) income taxes consists of the following: Federal: Current Deferred State: Current Deferred Foreign: Current Deferred September 30, 2017 Year Ended October 1, 2016 (In thousands) October 3, 2015 $ $ 128,493 $ 138,138 $ 84,987 66,479 91,613 84,580 213,480 $ 204,617 $ 176,193 September 30, 2017 Year Ended October 1, 2016 (In thousands) October 3, 2015 $ (2,524) $ 490 $ 1,413 37,543 (4,550) (226,225) 1,648 4,204 37,076 (3,300) (265) (5,141) 32,427 (6,182) 543 (513) 42,295 (18,581) Total provision for (benefit from) income taxes $ 74,647 $ 16,779 $ (201,068) 67 Table of Contents The tax effects of temporary differences that give rise to significant portions of deferred tax assets and liabilities are as follows: Deferred tax assets: U.S. net operating loss carryforwards Foreign net operating loss carryforwards Acquisition related intangibles Accruals not currently deductible Property, plant and equipment Tax credit carryforwards Reserves not currently deductible Stock compensation expense Unrealized losses Other Valuation allowance Total deferred tax assets Deferred tax liabilities on foreign earnings Other deferred tax liabilities Net deferred tax assets Recorded as: Non-current deferred tax assets Non-current deferred tax liabilities Net deferred tax assets As of September 30, 2017 October 1, 2016 (In thousands) $ 338,492 $ 186,684 13,913 55,582 20,746 11,832 21,710 21,151 4,475 3,949 (163,267) 515,267 (36,027) (8,140) $ $ $ 471,100 $ 476,554 $ (5,454) 471,100 $ 373,933 199,313 28,928 59,879 9,939 14,191 27,626 20,617 4,475 2,730 (176,422) 565,209 (37,122) (19,228) 508,859 514,314 (5,455) 508,859 The Company offsets deferred tax assets and liabilities by tax-paying jurisdiction. The resulting net amounts by tax jurisdiction are then aggregated without further offset. A valuation allowance is established or maintained when, based on currently available information and other factors, it is more likely than not that all or a portion of the deferred tax assets will not be realized. The Company regularly assesses its valuation allowance against deferred tax assets on a jurisdiction by jurisdiction basis. The Company considers all available positive and negative evidence, including future reversals of temporary differences, projected future taxable income, tax planning strategies and recent financial results. Significant judgment is required in assessing the Company's ability to generate revenue, gross profit, operating income and jurisdictional taxable income in future periods. Prior to 2012, based on negative evidence (primarily a cumulative history of operating losses), the Company had a full valuation allowance against its net deferred tax assets in the U.S. and certain foreign jurisdictions. In 2012 through 2016, the Company released a portion of its U.S. valuation allowances each year in recognition of its improved historical earnings and increasing future projected earnings. The Company released $96.2 million and $288.7 million of the valuation allowance attributable to U.S. and foreign deferred tax assets in 2016 and 2015, respectively. As of October 1, 2016 and September 30, 2017 , the Company no longer had a valuation allowance against its U.S. deferred tax assets. The valuation allowance as of September 30, 2017 relates primarily to foreign net operating losses, with the exception of $17.6 million related to U.S. state net operating losses. As of September 30, 2017 , U.S. income taxes have not been provided for approximately $571.4 million of cumulative undistributed earnings of several non-U.S. subsidiaries. The Company intends to reinvest these earnings indefinitely in operations outside of the U.S. Determination of the amount of unrecognized deferred tax liabilities on these undistributed earnings is not practicable. As of September 30, 2017 , the Company has cumulative net operating loss carryforwards for federal, state and foreign tax purposes of $1.0 billion , $633.8 million and $744.9 million , respectively. The federal and state net operating loss carryforwards begin expiring in 2023 and 2018, respectively, and expire at various dates through 2033 . Certain foreign net 68 Table of Contents operating losses start expiring in 2018. However, the majority of foreign net operating losses carryforward indefinitely. The Tax Reform Act of 1986 and similar state provisions impose restrictions on the utilization of net operating loss and tax credit carryforwards in the event of an “ownership change” as defined in the Internal Revenue Code. The utilization of certain net operating losses may be restricted due to changes in ownership and business operations. The Company is prohibited from recognizing a deferred tax asset for excess tax benefits related to stock and stock option plans that have not been realized through the reduction in income taxes payable. Such unrecognized deferred tax benefit as of September 30, 2017 was $126.6 million on a pre-tax basis and will be recognized upon the Company’s adoption of ASU 2016-09, Improvements to Employee Share-based Accounting, in 2018 with a corresponding increase to retained earnings. Following is a reconciliation of the statutory federal tax rate to the Company's effective tax rate: Federal tax at statutory tax rate Effect of foreign operations Foreign income inclusion Permanent items Release of valuation allowance Discrete benefit of foreign restructuring Other State income taxes, net of federal benefit Effective tax rate September 30, 2017 Year Ended October 1, 2016 October 3, 2015 35.00 % 35.00 % 35.00 % 1.89 0.26 2.10 — (4.92) (2.10) 2.72 5.35 9.43 (0.29) (47.10) — 4.61 1.18 3.82 0.21 2.05 (163.92) — 4.41 4.31 34.95 % 8.18 % (114.12)% A reconciliation of the beginning and ending amount of total unrecognized tax benefits, excluding accrued penalties and interest, is as follows: Balance, beginning of year Increase (decrease) related to prior year tax positions Increase related to current year tax positions Settlements Balance, end of year September 30, 2017 Year Ended October 1, 2016 (In thousands) October 3, 2015 $ $ 55,773 $ 51,158 $ 1,508 9,741 — (2,413) 7,028 — 67,022 $ 55,773 $ 54,237 (5,044) 5,564 (3,599) 51,158 The Company had reserves of $40.2 million and $35.9 million as of September 30, 2017 and October 1, 2016, respectively, for the payment of interest and penalties relating to unrecognized tax benefits. The Company recorded interest and penalties related to unrecognized tax benefits of $4.3 million in 2017 , $3.7 million in 2016 and $3.9 million in 2015 . The Company recognizes interest and penalties related to unrecognized tax benefits as a component of income tax expense. Should the Company be able to ultimately recognize all of these uncertain tax positions, it would result in a benefit to net income and a reduction of the effective tax rate. The Company conducts business globally and, as a result, files income tax returns in the United States federal jurisdiction and various state and foreign jurisdictions. In the normal course of business, the Company is subject to examination by taxing authorities throughout the world. The Company is currently being audited by the Internal Revenue Service for tax years 2008 through 2010. To the extent the final tax liabilities are different from the amounts accrued, this would result in an increase or decrease in net operating loss carryforwards which would impact tax expense. Additionally, the Company is being audited by various state tax agencies and certain foreign countries. To the extent the final tax liabilities are different from the amounts accrued, the increases or decreases would be recorded as income tax expense or benefit in the consolidated statements of income. Although the Company believes that the resolution of these audits will not have a material adverse impact on the Company’s results of operations, the outcome is subject to uncertainty. In general, the Company is no longer subject to United States federal or state income tax examinations for years before 2003, and to foreign examinations for years prior to 2003 in its major foreign jurisdictions. Although the timing of the resolution of audits is highly uncertain, it is reasonably possible that the balance of gross unrecognized tax benefits could 69 Table of Contents significantly change in the next 12 months. However, given the number of years subject to audit and the number of matters being examined, the Company is unable to estimate the full range of possible adjustments to the balance of gross unrecognized tax benefits. Note 9. Earnings Per Share Basic and diluted earnings per share amounts are calculated by dividing net income by the weighted average number of shares of common stock outstanding during the period, as follows: Numerator: Net income Denominator: September 30, 2017 Year Ended October 1, 2016 October 3, 2015 (In thousands, except per share amounts) $ 138,833 $ 187,838 $ 377,261 Weighted average common shares outstanding Effect of dilutive stock options and restricted stock units Denominator for diluted earnings per share 74,481 3,647 78,128 75,094 3,693 78,787 81,818 3,823 85,641 Net income per share: Basic Diluted $ $ 1.86 1.78 $ $ 2.50 2.38 $ $ 4.61 4.41 The following table presents weighted-average dilutive securities that were excluded from the above calculation because their inclusion would have had an anti-dilutive effect under ASC Topic 260, Earnings per Share , due to application of the treasury stock method: Potentially dilutive securities: Employee stock options Restricted stock units Total Note 10. Stockholders' Equity September 30, 2017 As of October 1, 2016 October 3, 2015 (In thousands) — 6 6 477 3 480 776 13 789 In 2009, the Company's stockholders approved the 2009 Incentive Plan (“2009 Plan”) and the reservation of 7.5 million shares of common stock for issuance thereunder, which was subsequently increased to 23.5 million shares. The 2009 Plan provides for the grant of incentive stock options, non-statutory stock options, restricted stock, restricted stock units, stock appreciation rights, performance units, and performance shares. The per share exercise price for shares to be issued pursuant to exercise of an option must be no less than 100% of the fair market value per share on the date of grant. Upon approval of the 2009 Plan, all of the Company's other stock plans were terminated as to future grants. Although these plans have been terminated, they will continue to govern all awards granted under them until the expiration of the awards. As of September 30, 2017 , an aggregate of 10.2 million shares were authorized for future issuance under the Company's stock plans, of which 6.9 million of such shares were issuable upon exercise of outstanding options and delivery of shares upon vesting of restricted stock units and 3.3 million shares of common stock were available for future grant. Awards other than stock options and stock appreciation rights reduce common stock available for grant by 1.36 shares for every share of common stock subject to such an award. Awards under the 2009 plan that expire or are cancelled without delivery of shares generally become available for issuance under the plan. 70 Table of Contents Stock Repurchase Program During the fourth quarter of 2017, the Board of Directors approved an additional $200.0 million stock repurchase plan. The timing of repurchases will depend upon capital needs to support the growth of the Company's business, market conditions and other factors. Although stock repurchases are intended to increase stockholder value, purchases of shares reduce the Company's liquidity. During 2017 and 2016 , the Company repurchased 4.3 million shares and 6.8 million shares of its common stock for $159.7 million and $141.2 million (including commissions), respectively. As of September 30, 2017 , $253.2 million remains available under repurchase programs authorized by the Board of Directors, inclusive of programs authorized by the Board of Directors prior to 2017. In addition to the repurchases discussed above, the Company repurchased 549,000 , 46,000 and 61,000 shares of its common stock during 2017 , 2016 , and 2015 , respectively, in settlement of employee tax withholding obligations due upon the vesting of restricted stock units. The Company paid $17.3 million , $1.0 million and $1.5 million , respectively, in conjunction with these purchases. Accumulated Other Comprehensive Income Accumulated other comprehensive income, net of tax as applicable, consisted of the following: Foreign currency translation adjustments Unrealized holding losses on derivative financial instruments Unrecognized net actuarial loss and unrecognized transition cost for benefit plans Total Note 11. Acquisitions Fiscal 2016 Acquisitions As of September 30, 2017 October 1, 2016 $ $ (In thousands) 90,952 $ (212) (13,946) 76,794 $ 90,364 (439) (24,544) 65,381 During the second quarter of 2016, the Company purchased all of the outstanding stock of a privately-held provider of data storage software solutions targeted at OEM's and systems integrators. Goodwill arising from the acquisition is tax deductible and reflects the Company's expectation that the acquisition will enable the Company to broaden its relationships with certain of its existing key customers, realize synergies associated with leveraging the acquisition to develop other software solutions to become a provider of a full storage systems solution, and leverage the acquiree's knowledgeable and experienced workforce. Goodwill and identifiable assets are recorded in other non-current assets on the consolidated balance sheets. Identifiable intangible assets are being amortized over three to four years. In addition, the Company acquired a manufacturing facility and related assets from a customer in the industrial end market during the second quarter of 2016. Consideration paid was less than the fair values of assets acquired, resulting in a bargain purchase gain of $1.6 million , net of tax, which was recorded in interest and other, net on the condensed consolidated statements of income in the second quarter of 2016. The Company reassessed, in the second quarter of 2016, the recognition and measurement of identifiable assets and liabilities acquired and concluded that all acquired assets and liabilities were recognized and that the valuation procedures and resulting estimates of fair values were appropriate. The bargain purchase gain resulted from the discount attributable to financing a portion of the purchase price with the acquiree using a non-interest bearing promissory note. Total consideration paid for the above acquisitions was $90.3 million , consisting of $60.2 million of cash and non-interest bearing promissory notes with a discounted value of $30.1 million as of the respective acquisition dates. 71 Table of Contents The Company's allocation of the purchase price was based on management's estimate of the acquisition-date fair values of the tangible and identifiable intangible assets acquired and liabilities assumed, as follows: Current assets, including cash of $1.3 million Noncurrent assets, including identifiable intangible assets of $7.3 million and goodwill of $30.8 million Current liabilities Noncurrent liabilities Total Bargain purchase gain, net of tax Total consideration paid (In thousands) 33,198 62,632 (3,146) (725) 91,959 (1,642) 90,317 $ $ There were no measurement-period adjustments for either of these two acquisitions during the one-year period subsequent to the date of acquisition. Fiscal 2015 Acquisition During the fourth quarter of 2015, the Company purchased all outstanding stock of a privately-held company that designs and manufactures equipment for the oil and gas industry. Consideration for the acquisition consisted of cash of $15.4 million plus up to an additional $23.5 million if certain annual earnings targets are achieved. The fair value of contingent consideration was determined to be $11.0 million as of the acquisition date. During the second quarter of 2016, the fair value of the Company's contingent consideration liability decreased by $7.6 million , resulting in a credit to cost of sales on the condensed consolidated statement of income. The change in fair value resulted from a revision to the Company's estimate of future earnout payments, driven primarily by weakened conditions in the oil and gas industry. Note 12. Business Segment, Geographic and Customer Information ASC Topic 280, Segment Reporting , establishes standards for reporting information about operating segments, products and services, geographic areas of operations and major customers. Operating segments are defined as components of an enterprise for which separate financial information is available and evaluated regularly by the chief operating decision maker or decision making group in deciding how to allocate resources and in assessing performance. The Company's operations are managed as two businesses: 1) Integrated Manufacturing Solutions (IMS). IMS is a reportable segment consisting of printed circuit board assembly and test, final system assembly and test, and direct order fulfillment. 2) Components, Products and Services (CPS). Components include interconnect systems (printed circuit board fabrication, backplane, cable assemblies and plastic injection molding) and mechanical systems (enclosures and precision machining). Products include memory, RF, optical and microelectronics solutions from the Company's Viking Technology division; defense and aerospace products from SCI Technology; storage solutions from the Company's Newisys division and cloud-based manufacturing execution software from the Company's 42Q division. Services include design, engineering, logistics and repair services. The Company evaluated its operating segments to determine whether they can be aggregated into reportable segments. Factors considered in this evaluation were similarity of economic characteristics, products, production processes, type or classes of customers, distribution methods and regulatory environments. The Company determined that it has only one reportable segment - IMS, which generated approximately 80% of the Company's total revenue in 2017 . The Company's CPS business consists of multiple operating segments which, based on this evaluation, do not meet the quantitative threshold for being presented as reportable segments. Therefore, financial information for these operating segments is presented in a single category entitled “Components, Products and Services". The accounting policies for each segment are the same as those disclosed by the Company for its consolidated financial statements. Intersegment sales consist primarily of sales of components from CPS to IMS. 72 Table of Contents The Company's chief operating decision making group is the Chief Executive Officer and Chief Financial Officer and they allocate resources and assess performance of operating segments based on a measure of revenue and gross profit that excludes items not directly related to the Company's ongoing business operations. These items are typically either non-recurring or non-cash in nature. Segment information is as follows: Gross sales: IMS CPS Intersegment revenue Net Sales Gross Profit: IMS CPS Total Unallocated items (1) Total Depreciation and amortization: IMS CPS Total Unallocated corporate items (2) Total Capital expenditures (receipt basis): IMS CPS Total Unallocated corporate items (2) Total September 30, 2017 Year Ended October 1, 2016 October 3, 2015 (In thousands) 5,645,499 $ 5,297,740 $ 5,157,427 1,422,264 (199,144) 1,372,412 (188,971) 1,414,797 (197,683) 6,868,619 $ 6,481,181 $ 6,374,541 404,350 $ 397,309 $ 127,154 531,504 (11,593) 121,696 519,005 (4,723) 519,911 $ 514,282 $ 366,436 135,064 501,500 (17,644) 483,856 74,769 $ 66,036 $ 31,109 105,878 12,873 33,062 99,098 12,812 56,428 35,526 91,954 8,613 118,751 $ 111,910 $ 100,567 106,000 $ 83,084 $ 30,512 136,512 4,122 21,852 104,936 5,624 140,634 $ 110,560 $ 105,755 17,290 123,045 3,436 126,481 $ $ $ $ $ $ $ $ (1) For purposes of evaluating segment performance, management excludes certain items from its measures of revenue and gross profit. These items consist of stock-based compensation expense, amortization of intangible assets, charges or credits resulting from distressed customers and acquisition-related items. (2) Primarily related to selling, general and administration functions. Segment assets, consisting of accounts receivable, inventories and fixed assets, are substantially proportional to segment sales. 73 Table of Contents Information by geographic segment, determined based on the country in which a product is manufactured or a service is provided, was as follows: Net sales: United States Mexico China Malaysia Other international Total Percentage of net sales represented by ten largest customers Number of customers representing 10% or more of net sales Property, plant and equipment, net: United States Mexico China Other international Total Note 13. Stock-Based Compensation Stock-based compensation expense was attributable to: Stock options Restricted stock units, including performance-based awards Total Stock-based compensation expense was recognized as follows: Cost of sales Selling, general & administrative Research & development Total 74 September 30, 2017 Year Ended October 1, 2016 (In thousands) October 3, 2015 $ 1,234,739 $ 1,045,998 $ 1,029,897 1,935,634 1,336,118 743,359 1,869,651 1,421,693 512,288 1,618,769 1,631,551 1,979,085 1,510,208 200,314 1,655,037 $ 6,868,619 $ 6,481,181 $ 6,374,541 52.9% 2 48.3% — 52.0% 1 As of September 30, 2017 October 1, 2016 (In thousands) $ $ 165,254 $ 187,094 80,787 207,140 640,275 $ 164,481 145,916 80,894 226,233 617,524 September 30, 2017 Year Ended October 1, 2016 (In thousands) October 3, 2015 1,640 $ 3,943 $ 36,280 22,964 37,920 $ 26,907 $ 9,894 10,759 20,653 September 30, 2017 Year Ended October 1, 2016 (In thousands) October 3, 2015 8,959 $ 7,350 $ 28,169 792 18,903 654 37,920 $ 26,907 $ 6,611 13,859 183 20,653 $ $ $ $ Table of Contents Stock Options The Company's stock option plans provide employees the right to purchase common stock at the fair market value of such shares on the grant date. The Company recognizes compensation expense for such awards ratably over the vesting period, which is generally four to five years . The contractual term of all options is ten years, at which time such options expire. The Company did not grant any stock options in 2017 and only granted 1,000 stock options in 2016. Assumptions used to estimate the fair value of stock options granted in 2015 were as follows: Volatility Risk-free interest rate Dividend yield Expected life of options Stock option activity was as follows: Outstanding as of September 27, 2014 Granted Exercised/Cancelled/Forfeited/Expired Outstanding as of October 3, 2015 Granted Exercised/Cancelled/Forfeited/Expired Outstanding as of October 1, 2016 Exercised/Cancelled/Forfeited/Expired Outstanding as of September 30, 2017 Exercisable as of September 30, 2017 October 3, 2015 52.9% 1.6% — 5.0 Weighted-Average Exercise Price ($) Weighted-Average Remaining Contractual Term (Years) Aggregate Intrinsic Value of In-The- Money Options ($) 12.90 24.48 16.13 13.05 23.77 14.13 12.75 14.44 11.83 11.51 (In thousands) 5.30 93,767 4.94 53,938 4.10 81,659 3.82 3.73 90,327 88,950 Number of Shares (In thousands) 8,181 567 (1,715) 7,033 1 (1,520) 5,514 (1,946) 3,568 3,469 The weighted-average grant date fair value of stock options granted during 2015 was $12.46 . The aggregate intrinsic value in the preceding table represents the total pre-tax intrinsic value of in-the-money options that would have been received by the option holders had all option holders exercised their options at the Company's closing stock price on the date indicated. The total intrinsic value of stock options exercised was $41.4 million for 2017 , $15.9 million for 2016 and $16.2 million for 2015 . The following table summarizes information regarding stock options outstanding at September 30, 2017 : Range of Weighted Exercise Prices $1.80-$8.81 $8.82-$11.57 $11.58-$15.47 $15.48-$23.76 $23.77-$24.65 $1.80-$24.65 Options Outstanding Options Vested and Exercisable Number Outstanding (In thousands) Weighted Average Remaining Contractual Life (Years) Weighted Average Exercise Price ($) Weighted Average Exercise Price ($) Number Exercisable (In thousands) 1,922 455 194 555 442 3,568 75 2.90 3.55 0.92 5.55 7.20 3.82 7.88 11.08 12.02 15.87 24.61 11.83 1,920 455 194 536 364 3,469 7.88 11.08 12.02 15.80 24.60 11.51 Table of Contents Restricted Stock Units The Company grants restricted stock units to executive officers, directors and certain management employees. These units vest over periods ranging from one to four years or based upon achievement of specified performance criteria and are automatically exchanged for shares of common stock at the vesting date. Compensation expense associated with these units is recognized ratably over the vesting period. Activity with respect to the Company's restricted stock units was as follows: Outstanding as of September 27, 2014 Granted Vested/Forfeited/Cancelled Outstanding as of October 3, 2015 Granted Vested/Forfeited/Cancelled Outstanding as of October 1, 2016 Granted Vested/Forfeited/Cancelled Outstanding as of September 30, 2017 Expected to vest as of September 30, 2017 Weighted Grant- Date Fair Value Per Share ($) Weighted-Average Remaining Contractual Term (Years) Aggregate Intrinsic Value ($) (In thousands) Number of Shares (In thousands) 2,341 966 (328) 2,979 1,698 (679) 3,998 1,378 (2,017) 3,359 2,834 13.29 23.42 13.79 16.52 23.22 15.33 19.57 34.11 16.20 27.56 26.73 2.01 56,064 1.52 59,843 1.35 110,183 1.51 1.44 124,800 105,288 The vest-date fair value of restricted stock units vested was $53.2 million for 2017 , $10.4 million for 2016 and $6.7 million for 2015. As of September 30, 2017 , unrecognized compensation expense of $41.9 million is expected to be recognized over a weighted average period of 1.5 years. Additionally, as of September 30, 2017 , unrecognized compensation expense related to performance-based restricted stock units for which achievement of vesting criteria is not currently considered probable was $9.4 million . Note 14. Employee Benefit Plans The Company has various defined contribution retirement plans that cover the majority of its domestic employees. These retirement plans permit participants to elect to have contributions made to the retirement plans in the form of salary deferrals. Under these retirement plans, the Company may match a portion of employee contributions. Amounts contributed by the Company were not material for any period presented herein. The Company sponsors a deferred compensation plan for eligible employees that allows participants to defer payment of all or part of their compensation. Deferrals under these plans were $4.9 million and $4.2 million for 2017 and 2016 , respectively. Assets and liabilities associated with these plans were approximately $26.8 million and $28.5 million , respectively as of September 30, 2017 and $20.1 million and $21.5 million , respectively as of October 1, 2016 . These amounts are recorded in other non-current assets and other long-term liabilities on the consolidated balance sheets. Two of the funds in which plan participants can invest are managed by an independent global investment manager that is considered a related party of the Company since it owned more than 10% of the Company's outstanding common stock as of September 30, 2017. Approximately 35% of the plan's assets are in these funds, only one of which holds a position in the Company's stock (represents less than one-quarter of one percent of the fund's holdings). Defined benefit plans covering certain employees in the United States and Canada were frozen in 2001. Employees who had not yet vested will continue to be credited with service until vesting occurs, but no additional benefits will accrue. The Company also provides defined benefit pension plans in certain other countries. The assumptions used for calculating the pension benefit obligations for non-U.S. plans depend on the local economic environment and regulations. The measurement date for the Company's defined benefit plans is September 30, 2017 . 76 Table of Contents Changes in benefit obligations for the defined benefit plans described above were as follows (in thousands): Change in Benefit Obligations Beginning projected benefit obligation U.S. Non-U.S. U.S. Non-U.S. U.S. Non-U.S. $ 28,375 $ 53,656 $ 26,441 $ 48,816 $ 27,351 $ 49,053 As of September 30, 2017 As of October 1, 2016 As of October 3, 2015 Service cost Interest cost Actuarial gain (loss) Benefits paid Other (1) Ending projected benefit obligation Ending accumulated benefit obligation $ $ — 737 (1,987) (709) (1,673) 1,210 1,088 (5,609) (1,499) 27 — 871 3,456 (718) (1,675) 1,569 1,341 3,244 (1,266) (48) — 819 492 (660) (1,561) 24,743 $ 48,873 $ 28,375 $ 53,656 $ 26,441 $ 1,143 1,498 4,625 (942) (6,561) 48,816 24,743 $ 45,532 $ 28,375 $ 48,371 $ 26,441 $ 45,129 (1) Includes miscellaneous items such as settlements, curtailments, foreign exchange rate movements, etc. Weighted-average actuarial assumptions used to determine benefit obligations were as follows: Discount rate Rate of compensation increases U.S. Pensions As of Non-U.S. Pensions As of September 30, 2017 October 1, 2016 September 30, 2017 October 1, 2016 3.05% —% 2.71% —% 2.78% 1.98% 2.32% 2.72% The Company evaluates these assumptions on a regular basis taking into consideration current market conditions and historical market data. The discount rate is used to measure expected future cash flows at present value on the measurement date. This rate represents the market rate for high-quality fixed income investments. A lower discount rate would increase the present value of the benefit obligation. Other assumptions include demographic factors such as retirement, mortality, and turnover. Changes in plan assets and funded status for the defined benefit plans described above were as follows (in thousands): Change in Plan Assets Beginning fair value Actual return Employer contributions Benefits paid Other (1) Ending fair value Underfunded status As of September 30, 2017 As of October 1, 2016 As of October 3, 2015 U.S. Non-U.S. U.S. Non-U.S. U.S. Non-U.S. $ 17,594 $ 26,045 $ 18,646 $ 27,079 $ 21,472 $ 1,598 120 (709) (1,673) 590 695 (1,499) 1,162 1,341 — (718) (1,675) (461) 607 (1,266) 86 (605) — (660) (1,561) 16,930 $ 26,993 $ 17,594 $ 26,045 $ 18,646 $ (7,813) $ (21,880) $ (10,781) $ (27,611) $ (7,795) $ (21,737) $ $ 29,049 2,231 422 (942) (3,681) 27,079 (1) Includes miscellaneous items such as settlements, foreign exchange rate movements, etc. 77 Table of Contents Weighted-average asset allocations by asset category for the U.S. and non-U.S. plans were as follows: U.S. Level 1 As of Non-U.S. Level 1 As of Target September 30, 2017 October 1, 2016 Target Equity securities Debt securities Cash Total 51% 49% —% 100% 52.8% 47.2% —% 100% 51.1% 48.9% —% 100% September 30, 2017 October 1, 2016 26.4% 30.0% 20% 80% —% 100% 67.5% 2.5% 100% 72.3% 1.3% 100% The Company's investment strategy is designed to ensure that sufficient pension assets are available to pay benefits as they become due. In order to meet this objective, the Company has established targeted investment allocation percentages for equity and debt securities as noted in the preceding table. As of September 30, 2017 , U.S. plan assets are invested in mutual funds which are valued based on the net asset value (NAV) of the underlying securities that is reflective of quoted prices in an active market. The beneficial interest of each participant is represented in units which are issued and redeemed daily at the fund's closing NAV. Non-U.S. plan assets are invested in publicly-traded mutual funds consisting of medium-term Euro bonds and stocks of companies in the European region. The mutual funds are valued using the NAV that is quoted in an active market. The plans are managed consistent with regulations or market practices of the country in which the assets are invested. As of September 30, 2017 there were no significant concentrations of credit risk related to pension plan assets. The funded status of the plans, reconciled to the amount reported on the consolidated balance sheets, is as follows (in thousands): As of September 30, 2017 As of October 1, 2016 As of October 3, 2015 U.S. Non-U.S. U.S. Non-U.S. U.S. Non-U.S. Components of net amount recognized on consolidated balance sheets: Current liabilities Non-current liabilities Net liability recognized on consolidated balance sheets $ — $ (1,117) $ — $ (1,260) $ — $ (7,813) (20,763) (10,781) (26,351) (7,795) (1,067) (20,670) $ (7,813) $ (21,880) $ (10,781) $ (27,611) $ (7,795) $ (21,737) Amounts recognized in AOCI (pre-tax) consist primarily of unrecognized net actuarial losses and are as follows (in thousands): Accumulated other comprehensive loss $ 4,484 $ 10,076 $ 7,801 $ 16,841 $ 6,550 $ 12,958 As of September 30, 2017 October 1, 2016 As of October 3, 2015 U.S. Non-U.S. U.S. Non-U.S. U.S. Non-U.S. Estimated amortization from accumulated other comprehensive income into net periodic benefit cost in 2018 is not material. Net periodic benefit costs consist primarily of service cost and interest cost and were not material for any period presented herein. Weighted-average assumptions used to determine benefit costs were as follows: Discount rate Expected return on plan assets Rate of compensation increases U.S. Pensions Non-U.S. Pensions September 30, 2017 October 1, 2016 September 30, 2017 October 1, 2016 2.71% 4.50% —% 3.45% 4.50% —% 2.32% 1.70% 2.72% 2.79% 1.30% 2.58% The expected long-term rate of return on assets for the U.S. and non-U.S. pension plans used in these calculations is developed considering several factors, including historical rates of returns, expectations of future returns for each major asset 78 Table of Contents class in which the plan invests, the weight of each asset class in the target mix, the correlations between asset classes and their expected volatilities. Estimated future benefit payments are as follows: 2018 2019 2020 2021 2022 Years 2023 through 2027 79 Pension Benefits (In thousands) $ $ $ $ $ $ 7,787 4,169 3,960 4,276 4,273 21,377 Table of Contents Item 9. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure None. Item 9A. Controls and Procedures (a) Evaluation of Disclosure Controls and Procedures Our management is responsible for establishing and maintaining our disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, or the Exchange Act. Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that our disclosure controls and procedures will prevent all error and all fraud. Disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that their objectives are met. Further, the design of disclosure controls and procedures must reflect the fact that there are resource constraints, and the benefits of disclosure controls and procedures must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of disclosure controls and procedures can provide absolute assurance that all disclosure control issues and instances of fraud, if any, have been detected. Nonetheless, our Chief Executive Officer and Chief Financial Officer have concluded that, as of September 30, 2017 , (1) our disclosure controls and procedures were designed to provide reasonable assurance of achieving their objectives, and (2) our disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed in the reports we file and submit under the Exchange Act is recorded, processed, summarized and reported as and when required, and that such information is accumulated and communicated to our management, including the Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding its required disclosure. (b) Management's Report on Internal Control Over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) and 15d- 15(f) under the Exchange Act). Our management, including our Chief Executive Officer and Chief Financial Officer, conducted an evaluation of the effectiveness of our internal control over financial reporting as of September 30, 2017 . In making this assessment, our management used the criteria established in Internal Control-Integrated Framework (2013) , issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Our management has concluded that, as of September 30, 2017 , our internal control over financial reporting was effective based on the COSO criteria. The effectiveness of our internal control over financial reporting as of September 30, 2017 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears herein. (c) Changes in Internal Control Over Financial Reporting There were no changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the quarter ended September 30, 2017 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Item 9B. Other Information None. 80 Table of Contents PART III The information called for by Items 10, 11, 12, 13 and 14 of Part III are incorporated by reference from our definitive Proxy Statement to be filed in connection with our 2018 Annual Meeting of Stockholders pursuant to Regulation 14A, except that the information regarding our executive officers called for by Item 401(b) of Regulation S-K has been included in Part I of this report. 81 Table of Contents Item 15. Exhibits and Financial Statement Schedules PART IV (a) (1) Financial Statements. The following financial statements are filed under Item 8 hereof as part of this report: Reports of Independent Registered Public Accounting Firms Financial Statements: Consolidated Balance Sheets, As of September 30, 2017 and October 1, 2016 Consolidated Statements of Income, Years Ended September 30, 2017, October 1, 2016 and October 3, 2015 Consolidated Statements of Comprehensive Income, Years Ended September 30, 2017, October 1, 2016 and October 3, 2015 Consolidated Statements of Stockholders' Equity, Years Ended September 30, 2017, October 1, 2016 and October 3, 2015 Consolidated Statements of Cash Flows, Years Ended September 30, 2017, October 1, 2016 and October 3, 2015 Notes to Consolidated Financial Statements (2) Financial Statement Schedules. The following financial statement schedule of Sanmina Corporation is filed as part of this report on Form 10-K immediately after the signature pages hereto and should be read in conjunction with our Financial Statements included in this Item 15: Schedule II-Valuation and Qualifying Accounts All other schedules are omitted because they are not applicable or the required information is shown in the Financial Statements or the notes thereto. (3) Exhibits. Refer to Item 15(b) immediately below. 82 Page 49 51 52 53 54 55 56 Table of Contents (b) Exhibits Exhibit Number 3.1(1) 3.2(2) 3.3(3) 3.4(4) 3.5(5) 3.6(6) 3.7(7) 3.8(8) 4.1(9) 4.2(9) 4.3(9) 4.4(9) 4.5(10) 4.6(10) 10.1(11)* 10.2(12) 10.3(13) 10.4(14) 10.5(15) 10.6(16) 10.7(17)* 10.8(18) 10.9(19) 10.10(20)* 10.11(21) 10.12(22)* 10.13(23)* 10.14(24)* 10.15(25)* 10.16(26)* 10.17(27)* 10.18 10.19(28)* 10.20(29) 10.21(30) Description Restated Certificate of Incorporation of the Registrant, dated January 31, 1996. Certificate of Amendment of the Restated Certificate of Incorporation of the Registrant, dated March 9, 2001. Certificate of Designation of Rights, Preferences and Privileges of Series A Participating Preferred Stock of the Registrant, dated May 31, 2001. Certificate of Amendment of the Restated Certificate of Incorporation of the Registrant, dated December 7, 2001. Amended and Restated Bylaws of the Registrant dated December 1, 2008. Certificate of Amendment of the Restated Certificate of Incorporation of the Registrant, as amended, dated July 27, 2009. Certificate of Ownership and Merger as filed with the Secretary of State of the State of Delaware and effective November 15, 2012. Certificate of Amendment of Amended and Restated Bylaws dated December 7, 2015 Indenture, dated as of June 4, 2014, among Sanmina Corporation, certain subsidiaries of Sanmina Corporation, as guarantors, and U.S. Bank National Association, as trustee and as notes collateral agent. Form of Note for Sanmina Corporation’s 4.375% Senior Secured Notes due 2019 Security Agreement, dated as of June 4, 2014, among Sanmina Corporation, certain subsidiaries of Sanmina Corporation party thereto as grantors and U.S. Bank National Association, as notes collateral agent. First Supplemental Indenture, dated as of June 4, 2014, among Sanmina Corporation, certain subsidiaries of Sanmina Corporation as guarantors and U.S. Bank National Association as trustee. [removed and reserved] [removed and reserved] 1999 Stock Plan. Addendum to the 1999 Stock Plan (Additional Terms and Conditions for Employees of the French subsidiary(ies)), dated February 21, 2001. [removed and reserved] [removed and reserved] [removed and reserved] [removed and reserved] Amended and Restated Sanmina-SCI Corporation Deferred Compensation Plan for Outside Directors. Rules of the Sanmina-SCI Corporation Stock Option Plan 2000 (Sweden). Rules of the Sanmina-SCI Corporation Stock Option Plan 2000 (Finland). Amended and Restated Sanmina-SCI Corporation Deferred Compensation Plan dated June 9, 2008. 2003 Employee Stock Purchase Plan. Revised form of Officer and Director Indemnification Agreement. 2009 Incentive Plan, as amended on March 6, 2017. Deferred Compensation Plan for Outside Directors amended and restated effective January 1, 2009. Form of Stock Option Agreement for use under the 2009 Incentive Plan. Form of Restricted Stock Unit Agreement for use under the 2009 Incentive Plan. Form of Restricted Stock Agreement for use under the 2009 Incentive Plan. [removed and reserved] Form of Change of Control Severance Benefit Agreement. Loan Agreement between the Registrant and Union Bank N.A. dated July 19, 2012. Amendment to employment offer letter between Sanmina Corporation and Alan Reid dated March 12, 2010. 83 Table of Contents 10.22(31)* 10.23(32) 10.24(33) 10.250(34) 10.26(35) 10.27(36) 10.28(37)* 10.29(38)* 10.30(39)* 10.31(40)* 10.32* 14.1 21.1 23.1 23.2 31.1 31.2 32.1(41) 32.2(41) 101.INS 101.SCH 101.CAL 101.DEF 101.LAB 101.PRE Form of Restricted Stock Unit Agreement under 2009 Incentive Plan for director grants. Purchase Agreement, dated as of May 20, 2014, by and among Sanmina Corporation, certain subsidiaries of Sanmina Corporation, as guarantors, and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative of the initial purchasers. Modification Agreement by and between Sanmina Corporation and MUFG Union Bank, N.A. dated as of December 19, 2014. Second Amendment to the Sanmina Corporation Deferred Compensation Plan adopted as of May 12, 2015. Second Modification Agreement by and between Sanmina Corporation and MUFG Union Bank, N.A. dated as of May 20, 2015. Second Amended and Restated Credit Agreement, dated as of May 20, 2015, by and among Sanmina Corporation, the lenders from time to time party thereto and Bank of America, N.A., as Administrative Agent. First Amendment to the Sanmina-SCI Corporation Deferred Compensation Plan. Amendment No. 3 to Sanmina-SCI Corporation Deferred Compensation Plan. First Amendment to the Sanmina-SCI Corporation Deferred Compensation Plan for Outside Directors. Second Amendment to the Sanmina Corporation Deferred Compensation Plan for Outside Directors. Fourth Amendment to the Sanmina Corporation Deferred Compensation Plan (filed herewith) Code of Business Conduct and Ethics of the Registrant (filed herewith) Subsidiaries of the Registrant (filed herewith). Consent of PricewaterhouseCoopers LLP, independent registered public accounting firm (filed herewith). Consent of KPMG LLP, independent registered public accounting firm (filed herewith). Certification of the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith). Certification of the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith). Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002 (furnished herewith). Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002 (furnished herewith). XBRL Instance Document XBRL Taxonomy Extension Schema Document XBRL Taxonomy Extension Calculation Linkbase Document XBRL Taxonomy Extension Definition Linkbase Document XBRL Taxonomy Extension Label Linkbase Document XBRL Taxonomy Extension Presentation Linkbase Document * Compensatory plan in which an executive officer or director participates. 84 Table of Contents (1) (2) Incorporated by reference to Exhibit 3.2 to the Registrant's Annual Report on Form 10-K for the fiscal year ended September 30, 1996, SEC File No. 000-21272, filed with the Securities and Exchange Commission (“SEC”) on December 24, 1996. Incorporated by reference to Exhibit 3.1(a) to the Registrant's Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2001, filed with the SEC on May 11, 2001. (3) Incorporated by reference to Exhibit 3.1.2 to the Registrant's Registration Statement on Form S-4, filed with the SEC on August 10, 2001. (4) Incorporated by reference to Exhibit 3.1.3 to the Registrant's Annual Report on Form 10-K for the fiscal year ended September 29, 2001, filed with the SEC on December 21, 2001. (5) Incorporated by reference to Exhibit 3.2 to Registrant's Current Report on Form 8-K, filed with the SEC on December 5, 2008. (6) Incorporated by reference to Exhibit 3.6 to Registrant's Current Report on Form 8-K, filed with the SEC on August 19, 2009. (7) Incorporated by reference to Exhibit 3.7 to the Registrant's Annual Report on Form 10-K for the fiscal year ended September 29, 2012, filed with the SEC on November 21, 2012 (8) Incorporated by reference to Exhibit 3.8 to the Registrant’s Current Report on Form 8-K filed with the SEC on December 11, 2015. (9) Incorporated by reference to exhibit to Registrant's Current Report on Form 8-K filed with the SEC on June 5, 2014. (10) [removed and reserved] (11) Incorporated by reference to Exhibit 4.3 to the Registrant's Registration Statement on Form S-8, filed with the SEC on May 25, 1999. (12) Incorporated by reference to Exhibit 10.29.1 to the Registrant's Annual Report on Form 10-K for the fiscal year ended September 28, 2002, filed with the SEC on December 4, 2002. (13) [removed and reserved] (14) [removed and reserved] (15) [removed and reserved] (16) [removed and reserved] (17) (18) (19) (20) Incorporated by reference to Exhibit 10.75 to the Registrant's Quarterly Report on Form 10-Q for the fiscal quarter ended June 28, 2008, filed with the SEC on August 4, 2008. Incorporated by reference to Exhibit 10.50 to the Registrant's Annual Report on Form 10-K for the fiscal year ended September 28, 2002, filed with the SEC on December 4, 2002. Incorporated by reference to Exhibit 10.50.1 to the Registrant's Annual Report on Form 10-K for the fiscal year ended September 28, 2002, filed with the SEC on December 4, 2002. Incorporated by reference to Exhibit 10.74 to the Registrant's Quarterly Report on Form 10-Q for the fiscal quarter ended June 28, 2008, filed with the SEC on August 4, 2008. (21) Incorporated by reference to Exhibit 4.1 to the Registrant's Registration Statement on Form S-8, filed with the SEC on April 23, 2003. (22) (23) (24) (25) (26) (27) Incorporated by reference to Exhibit 10.42 to the Registrant's Quarterly Report on Form 10-Q for the fiscal quarter ended June 28, 2008, filed with the SEC on August 4, 2008. Incorporated by reference to Exhibit 10.13 of the Registrant's Quarterly Report on Form 10-Q for the fiscal quarter ended April 1, 2017, filed with the SEC on April 28, 2017. Incorporated by reference to Exhibit 10.40 to the Registrant's Quarterly Report on Form 10-Q for the fiscal quarter ended March 28, 2009, filed with the SEC on May 5, 2009. Incorporated by reference to Exhibit 10.43 to the Registrant's Quarterly Report on Form 10-Q for the fiscal quarter ended March 28, 2009, filed with the SEC on May 5, 2009 Incorporated by reference to Exhibit 10.44 to the Registrant's Quarterly Report on Form 10-Q for the fiscal quarter ended March 28, 2009, filed with the SEC on May 5, 2009 Incorporated by reference to Exhibit 10.45 to the Registrant's Quarterly Report on Form 10-Q for the fiscal quarter ended March 28, 2009, filed with the SEC on May 5, 2009 85 Table of Contents (28) (29) (30) (31) Incorporated by reference to Exhibit 10.48 to the Registrant's Quarterly Report on Form 10-Q for the fiscal quarter ended January 2, 2010, filed with the SEC on February 5, 2010. Incorporated by reference to Exhibit 10.44 to the Registrant's Annual Report on Form 10-K for the fiscal year ended September 29, 2012, filed with the SEC on November 21, 2012. Incorporated by reference to Exhibit 10.48 to Registrant’s Quarterly Report on Form 10-Q for the fiscal quarter ended December 28, 2013, filed with the SEC on January 31, 2014. Incorporated by reference to Exhibit 10.49 to the Registrant’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 29, 2014 filed with the SEC on April 28, 2014. (32) Incorporated by reference to Current Report on Form 8-K filed by the Registrant with the SEC on May 21, 2014. (33) (34) (35) Incorporated by reference to Exhibit 10.29 to the Registrant’s Quarterly Report on Form 10-Q for the fiscal quarter ended December 27, 2014, filed with the SEC on January 30, 2015. Incorporated by reference to Exhibit 10.30 to the Registrant’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 27, 2015 filed with the SEC on July 24, 2015. Incorporated by reference to Exhibit 10.31 to the Registrant’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 27, 2015 filed with the SEC on July 24, 2015. (36) Incorporated by reference to Exhibit 10.30 to the Registrant’s Current Report on Form 8-K filed with the SEC on May 20, 2015. (37) (38) (39) (40) (41) Incorporated by reference to Exhibit 10.28 to Registrant’s Annual Report on Form 10-K for the fiscal year ended October 2, 2015, filed with the SEC on November 19, 2015. Incorporated by reference to Exhibit 10.29 to Registrant’s Annual Report on Form 10-K for the fiscal year ended October 2, 2015, filed with the SEC on November 19, 2015. Incorporated by reference to Exhibit 10.30 to Registrant’s Annual Report on Form 10-K for the fiscal year ended October 2, 2015, filed with the SEC on November 19, 2015. Incorporated by reference to Exhibit 10.31 to Registrant’s Annual Report on Form 10-K for the fiscal year ended October 2, 2015, filed with the SEC on November 19, 2015. This exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filings under the Securities Act of 1933 or the Securities Exchange Act of 1934, whether made before or after the date hereof and irrespective of any general incorporation language in any filings. (c) Financial Statement Schedules. See Item 15(a)(2) above. 86 Table of Contents SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. Date: November 13, 2017 Sanmina Corporation (Registrant) By: /s/ ROBERT K. EULAU Robert K. Eulau Chief Executive Officer 87 Table of Contents Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. POWER OF ATTORNEY Each person whose signature appears below constitutes and appoints Robert K. Eulau and David R. Anderson and each of them, his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them, or their or his or her substitute or substitutes, may lawfully do or cause to be done by virtue hereof. Signature Title Date /s/ JURE SOLA Jure Sola /s/ ROBERT K. EULAU Robert K. Eulau /s/ DAVID R. ANDERSON David R. Anderson /s/ MICHAEL J. CLARKE Michael J. Clarke /s/ EUGENE A. DELANEY Eugene A. Delaney /s/ JOHN P. GOLDSBERRY John P. Goldsberry /s/ RITA S. LANE Rita S. Lane /s/ JOSEPH LICATA Joseph Licata /s/ MARIO M. ROSATI Mario M. Rosati /s/ WAYNE SHORTRIDGE Wayne Shortridge /s/ JACKIE M. WARD Jackie M. Ward Executive Chairman and Director November 13, 2017 Chief Executive Officer and Director (Principal Executive Officer) November 13, 2017 Chief Financial Officer (Principal Financial and Accounting Officer) Director Director Director Director Director Director Director Director 88 November 13, 2017 November 13, 2017 November 13, 2017 November 13, 2017 November 13, 2017 November 13, 2017 November 13, 2017 November 13, 2017 November 13, 2017   Table of Contents The financial statement Schedule II-VALUATION AND QUALIFYING ACCOUNTS is filed as part of this Form 10-K. FINANCIAL STATEMENT SCHEDULE SANMINA CORPORATION SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS Allowances for Doubtful Accounts, Product Returns and Other Net Sales Adjustments Fiscal year ended October 3, 2015 Fiscal year ended October 1, 2016 Fiscal year ended September 30, 2017 89 Balance at Beginning of Period Charged to Operations Charges Utilized Balance at End of Period (In thousands) $ $ $ 10,278 $ 13,439 $ 15,081 $ 3,161 $ 1,642 $ (747) $ — $ — $ — $ 13,439 15,081 14,334 FOURTH AMENDMENT TO THE SANMINA CORPORATION DEFERRED COMPENSATION PLAN EXHIBIT 10.32 This FOURTH AMENDMENT to the Sanmina Corporation Deferred Compensation Plan (the “Plan”) is made by the Deferred Compensations Plans Committee (the “Committee”). Sanmina Corporation (the “Company”) currently maintains the Plan. Pursuant to Section 9.1 of the Plan, the Committee has the authority to amend the Plan. The Committee now desires to amend the Plan. NOW THEREFORE, BE IT RESOLVED, that the Plan is hereby amended, effective January 1, 2018, as set forth below: 1. Section 2.21 is amended and restated in its entirety as follows: “ Payment Date . “Payment Date” shall mean the date elected by the Participant pursuant to Section 5.1. The Payment Date may occur at the time of the payment trigger, or at a specified time thereafter, as elected by the Participant. With respect to distributions to a Specified Employee due to Termination of Employment, the Payment Date shall be no earlier than six (6) months following the Termination of Employment. In no event shall the Payment Date due to Termination of Employment for any Participant who is a Specified Employee occur before the end of the six (6) month period following the Participant’s Termination of Employment.” 2. Section 3.2 is amended and restated by replacing subsection (c) with the following: “ Distribution Election . A Participant’s Deferral Commitment shall set forth a distribution election with respect to such Deferral Commitment, and any earnings thereon, subject to the limitations described in Section 5. 3. Section 5.1 is amended and restated in its entirety as follows: “ Election of Time and Form of Payment . A Participant’s Account may first be distributed upon the occurrence of any of the following events in the following forms as elected by the Participant on his or her distribution election form: 4833-3902-6765.2 (a) Specified Time . A Participant is entitled to payment of his or her Account(s), at a specified time or pursuant to a fixed schedule specified in his or her distribution election form. The Participant may elect to receive his or her distribution in a single lump-sum payment or annual installments payable over a period of two (2) to fifteen (15) years, commencing on the Participant’s Payment Date. (b) Separation From Service . A Participant is entitled to payment of his or her Account(s), following his or her Termination of Employment. In the event the Participant’s termination occurs as a result of his or her Disability or death, and the Participant has made an election regarding payment upon Disability or death, the Participant’s distribution will be made according to the Disability or death distribution election, as applicable. The Participant may elect to receive his or her distribution in a single lump-sum payment or annual installments payable over a period of two (2) to fifteen (15) years, commencing on the Participant’s Payment Date. (c) Change of Control . A Participant is entitled to payment of his or her Account(s), upon the occurrence of a Change of Control. The Participant may elect to receive his or her distribution in a single lump-sum payment or annual installments payable over a period of two (2) to fifteen (15) years, commencing on the Participant’s Payment Date. (d) Disability . A Participant is entitled to payment of his or her Account(s), upon the medical determination of a Participant’s Disability. The Participant may elect to receive his or her distribution in a single lump-sum payment or annual installments payable over a period of two (2) to fifteen (15) years, commencing on the Participant’s Payment Date. (e) Death . Upon the death of a Participant and receipt of proof of death satisfactory to the Committee, the Participant’s Beneficiary is entitled to payment of the Participant’s Account(s). The Participant may elect to receive his or her distribution in a single lump-sum payment or annual installments payable over a period of two (2) to fifteen (15) years, commencing on the Participant’s Payment Date. If a Participant does not elect a form of payment for any Payment Date, the distribution shall be made in a single lump-sum payment. If a Participant’s distribution election is ineffective for any reason or no distribution election is made, the Participant’s Account(s) will be paid in a single lump‑sum cash payment on the earlier of Participant’s Termination of Employment, Change of Control or Disability, as the case may be. 4. Section 5.2 is amended and restated in its entirety as follows: 4833-3902-6765.2 “ Change of Distribution Election Method . A Participant may change the form of distribution elected pursuant to Section 5.1, for contributions made to the Plan after December 31, 2004, in accordance with the following rules: (a) Any subsequent distribution election may not take effect until at least 12 months after the date on which the election is made; and (b) With respect to distribution elections, other than those that relate to Disability or death, the Payment Date under such modification is deferred at least five (5) years from the previously scheduled Payment Date. (c) Such modification must be made no less than twelve (12) months before the previously scheduled Payment Date. For purposes of modifying a previously submitted distribution election, a series of installment payments shall be treated as a single payment to be made on the scheduled Payment Date of the first installment. 5. Section 5.3 is amended and restated in its entirety as follows: “ Special Payment Elections . To the extent permitted by the Committee, a Participant may modify a previously submitted distribution election, for distributions made before December 31, 2004, pursuant to the terms of the Plan in existence at the time of the distribution, as permitted pursuant to Code Section 409A.” 6. Sections 5.4 and 5.5 are hereby deleted from the Plan document. IN WITNESS WHEREOF , this Fourth Amendment was adopted as of this September 18, 2017. DEFERRED COMPENSATION PLANS COMMITTEE By: _/s/Brian Casey________________________ Brian Casey Title: Chair of the Deferred Compensation Plans Committee 4833-3902-6765.2 4833-3902-6765.2 SANMINA CORPORATION CODE OF BUSINESS CONDUCT AND ETHICS Exhibit 14.1 (Revised July 20, 2017) I. INTRODUCTION This Code of Business Conduct and Ethics helps ensure compliance with legal requirements and our standards of business conduct, and it applies to all worldwide employees (including executive officers) of Sanmina Corporation and its wholly-owned subsidiaries (collectively, the “Company”) and to members of its Board of Directors. All Company employees are expected to read and understand this Code of Business Conduct and Ethics, uphold these standards in day‑to‑day activities, comply with all applicable policies and procedures, and ensure that all agents and contractors are aware of, understand and adhere to these standards. Because the principles described in this Code of Business Conduct and Ethics are general in nature, you should also review all applicable Company policies and procedures for more specific instruction, and contact the Human Resources Department or Legal Department if you have any questions. Nothing in this Code of Business Conduct and Ethics, in any company policies and procedures, or in other related communications (verbal or written) creates or implies an employment contract or term of employment. We are committed to continuously reviewing and updating our policies and procedures. Therefore, this Code of Business Conduct and Ethics is subject to modification. This Code of Business Conduct and Ethics supersedes all other such codes, policies, procedures, instructions, practices, rules or written or verbal representations to the extent they are inconsistent. Please sign the acknowledgment form at the end of this Code of Business Conduct and Ethics and return the form to the Human Resources Manager at your facility indicating that you have received, read, understand and agree to comply with the Code of Business Conduct and Ethics. The signed acknowledgment form will be located in your personnel file. As part of the Company’s ongoing compliance process, officers and other appropriate personnel will be asked to periodically complete online training regarding the principles contained in the Code of Business Conduct and Ethics. In addition, periodically, you may be asked to participate in seminars, training meetings and similar activities related to reinforcing your understanding of this Code of Business Conduct and Ethics and its applicability to the Company’s business. II. COMPLIANCE IS EVERYONE'S BUSINESS Revised July 20, 2017 1 Ethical business conduct is critical to our business. As an employee, your responsibility is to respect and adhere to these practices. Many of these practices reflect legal or regulatory requirements. Violations of these laws and regulations can create significant liability for you, the Company, its directors, officers, and other employees. Part of your job and ethical responsibility is to help enforce this Code of Business Conduct and Ethics. You should be alert to possible violations and report possible violations to the Human Resources Department or the Legal Department. Violations can be reported as follows: General Counsel Sanmina Corporation 2700 North First Street San Jose, CA 95134 Phone: (408) 964-3500 Fax: (408) 964-3888 The Company maintains an anonymous Open Door Hotline. The Hotline provides a method for employees to confidentially report suspected violations of this Code of Business Conduct and Ethics, either by toll-free phone access or web access. Employees and stakeholders may use this Hotline for reporting, among other things, matters pertaining to accounting, internal accounting controls, or auditing matters. This Hotline is operated by a third-party service provider to ensure anonymity. Employees can access the Hotline as follows: Telephone (from the United States/Canada): 1-866-879-0424 Please go to www.opendoor.ethicspoint.com for the current list of international numbers. Internet: www.opendoor.ethicspoint.com If you believe that, based on the nature of the suspected improprieties and the persons you believe to be involved, reporting violations to the Human Resources Department or the Legal Department would be ineffective, you may report such violations to the Chairperson of the Audit Committee or to the Chairperson of the Nominating and Governance Committee. Reports can be made to the Chairperson of the Audit Committee or the Chairperson of the Nominating and Governance Committee as follows: Chairperson of the Audit Committee Sanmina Corporation 2700 North First Street San Jose, CA 95134 Phone: (408) 964-3850 Chairperson of the Nominating and Governance Committee Revised July 20, 2017 2 Sanmina Corporation 2700 North First Street San Jose, CA 95134 Phone: (408) 964-3390 The Company will promptly and thoroughly investigate all credible allegations of breaches of this Code of Business Conduct and Ethics as appropriate under the circumstances. You must cooperate in any internal or external investigations of possible violations. You should know that reprisal, threats, retribution or retaliation against any person who has in good faith reported a violation or a suspected violation of law, this Code of Business Conduct and Ethics or other Company policies, or against any person who is assisting in any investigation or process with respect to such a violation, is both a violation of Company policy and is prohibited by a variety of state and federal civil and criminal laws including the Sarbanes-Oxley Act of 2002. Accordingly, the Company will not permit the making of any reprisal, threats, retribution or retaliation or similar actions against any person making a good faith report of a suspected violation of law, this Code of Business Conduct and Ethics or other Company policies. Violations of law, this Code of Business Conduct and Ethics or other Company policies or procedures by Company employees can lead to disciplinary action up to and including termination. In trying to determine whether any given action is appropriate, use the following test. Imagine that the words you are using or the action you are taking is going to be fully disclosed in the media with all the details, including your photo. If you are uncomfortable with the idea of this information being made public, perhaps you should think again about your words or your course of action. In all cases, if you are unsure about the appropriateness of an event or action, please seek assistance in interpreting the requirements of these practices by contacting the Legal Department. III. YOUR RESPONSIBILITIES TO THE COMPANY AND ITS STOCKHOLDERS A. General Standards of Conduct The Company expects all employees, agents and contractors to exercise good judgment to ensure the safety and welfare of employees, agents and contractors and to maintain a cooperative, efficient, positive, harmonious and productive work environment and business organization. These standards apply while working on our premises or remotely, at offsite locations where our business is being conducted, at Company‑sponsored business and social events, or at any other place where you are a representative of the Company. Employees, agents or contractors who engage in misconduct or whose performance is unsatisfactory may be subject to corrective action, up to and including termination. You should review our employment handbook for more detailed information. Revised July 20, 2017 3 B. Applicable Laws All Company employees, agents and contractors must comply with all applicable laws, regulations, rules and regulatory orders. Company employees located outside of the United States must comply with laws, regulations, rules and regulatory orders of the United States, including the Foreign Corrupt Practices Act and the U.S. Export Control Act, in addition to applicable local laws. Each employee, agent and contractor must acquire appropriate knowledge of the requirements relating to his or her duties sufficient to enable him or her to recognize potential dangers and to know when to seek advice from the Legal Department on specific Company policies and procedures. Violations of laws, regulations, rules and orders may subject the employee, agent or contractor to individual criminal or civil liability, as well as to discipline by the Company. Such individual violations may also subject the Company to civil or criminal liability or the loss of business. C. Conflicts of Interest Each of us has a responsibility to the Company, our stockholders and each other. Although this duty does not prevent us from engaging in personal transactions and investments, it does require that we avoid situations where a conflict of interest might occur or appear to occur. The Company is subject to scrutiny from many different individuals and organizations. We should always strive to avoid even the appearance of impropriety. What constitutes a conflict of interest? A conflict of interest exists where the interests or benefits of one person (including an employee) or entity conflict with the interests or benefits of the Company. Examples include: (i) Employment/Outside Employment . In consideration of your employment with the Company, you are expected to devote your full attention to the business interests of the Company. You are prohibited from engaging in any activity that interferes with your performance or responsibilities to the Company or is otherwise in conflict with or prejudicial to the Company. Our policies prohibit any employee from accepting simultaneous full-time or part-time employment with another company without obtaining the consent of both your immediate supervisor and the General Counsel of the Company. If you have any questions on this requirement, you should contact your supervisor or the Legal Department. (ii) Outside Directorships . The Company views serving on the Board of Directors or in a similar capacity with any entity as a potential conflict of interest. Therefore, prior to accepting any such appointment, you must obtain the consent of both your immediate supervisor and the General Counsel of the Company. Such approval may be conditioned upon the completion of specified actions. Also, any compensation you receive for such service should be commensurate to your responsibilities. (iii) Business Interests . You must disclose to your manager any interest that you have that may conflict with the business of the Company. This can be an ownership interest in a company that does or is proposing to do business with the Company. “Interest” is construed broadly and includes any ownership position, director or officer position or familial relationship with Revised July 20, 2017 4 an owner, director or officer. Therefore, if you are considering investing in a Company customer, supplier, developer or competitor, you must first take great care to ensure that these investments do not compromise your responsibilities to the Company. Many factors should be considered in determining whether a conflict exists, including the size and nature of the investment; your ability to influence the Company’s decisions; your access to confidential information of the Company or of the other company; and the nature of the relationship between the Company and the other company. Therefore, while owning a few hundred shares of a publicly traded “tier-one” competitor or supplier will not, by itself, violate Company policy, ownership of five or ten percent of the outstanding shares of a small privately-held supplier to the Company might constitute a violation of Company policy and must be disclosed. (iv) Related Parties . You may not conduct Company business with a relative or significant other, or with a business in which a relative or significant other is associated in any significant role, such as as an officer, director or investor, without prior disclosure to the Chief Financial Officer of the Company. Relatives include spouse, sister, brother, daughter, son, mother, father, grandparents, aunts, uncles, nieces, nephews, cousins, step relationships, and in‑laws. Significant others include persons living in a spousal (including same sex) or familial fashion with an employee. Any dealings with a related party must be conducted in such a way that no preferential treatment is given to this business. Related party transactions involving the Company's directors or executive officers, must be disclosed to the Chief Financial Officer and reviewed by the Company's Audit Committee. The Company must report all related party transactions involving a director or executive officer under applicable accounting rules, Federal securities laws (including rules and regulations of the Securities and Exchange Commission (SEC)), and stock market rules. In addition, in cases in which a relative or significant other of an executive officer or director is an employee of the Company, the direct supervisor of such relative or significant other must annually confirm to the General Counsel that such relative’s or significant other’s employment, performance review or compensation was not influenced in any way by such relationship. The Company discourages the employment of relatives and significant others in positions or assignments within the same department and prohibits the employment of these individuals in positions that have a financial dependence or influence (e.g., an auditing or control relationship, or a supervisor/subordinate relationship). The purpose of this policy is to prevent the organizational impairment and conflicts that are a likely outcome of the employment of relatives or significant others, especially in a supervisor/subordinate relationship. (v) Other Situations . Because other conflicts of interest may arise, it would be impractical to attempt to list all possible situations. If a proposed transaction or situation raises any questions or doubts in your mind, you should consult the Legal Department. D. Corporate Opportunities Employees, officers and directors may not exploit for their own personal gain opportunities that are discovered through the use of corporate property, information or position unless the Revised July 20, 2017 5 opportunity is disclosed fully in writing to the Company’s Board of Directors and the Board of Directors declines to pursue such opportunity. E. Payments or Gifts Under no circumstances may employees, agents, contractors, vendors or consultants: (i) accept any offer, payment, promise to pay, or authorization to pay any money, gift, or anything of value from customers or suppliers, or (ii) offer to pay, make payment, promise to pay, or issue authorization to pay any money, gift, or anything of value to customers or suppliers in a manner that is intended, directly or indirectly, to influence any business decision or to cause any action or failure to act that would constitute the commitment of fraud. Inexpensive gifts, infrequent business meals, celebratory events and entertainment, provided that they are not excessive or create an appearance of impropriety, do not violate this policy. Questions regarding whether a particular payment or gift violates this policy are to be directed to Human Resources or the Legal Department. F. Protecting the Company's Confidential Information The Company's confidential information is a valuable asset. The Company’s confidential information includes, but is not limited to, product architectures; source codes; product plans and road maps; names and lists of customers, dealers, and employees; and financial information. This information is the property of the Company and may be protected by patent, trademark, copyright and trade secret laws. All confidential information must be used for Company business purposes only. Every employee, agent and contractor must safeguard it. THIS RESPONSIBILITY INCLUDES NOT DISCLOSING THE COMPANY CONFIDENTIAL INFORMATION SUCH AS INFORMATION REGARDING THE COMPANY'S PRODUCTS OR BUSINESS OVER THE INTERNET UNLESS YOU HAVE CONFIRMED THAT A NONDISCLOSURE AGREEMENT IS IN PLACE AND THAT THE ELECTRONIC COMMUNICATIONS ARE APPROPRIATELY SAFEGUARDED. This responsibility includes the safeguarding, securing and proper disposal of confidential information in accordance with the Company's policy on Maintaining and Managing Records set forth in Section III (L) of this Code of Business Conduct and Ethics. This obligation extends to confidential information of third parties, which the Company has rightfully received under Non‑Disclosure Agreements. See the Company's policy dealing with Handling the Confidential Information of Others set forth in Section III (G) of this Code of Business Conduct and Ethics. (i) Proprietary Information and Inventions Agreement . When you joined the Company, you signed an agreement to protect and hold confidential the Company's proprietary information. This agreement remains in effect for as long as you work for the Company and after you leave the Company. Under this agreement, you may not disclose the Company's confidential information to anyone or use it to benefit anyone other than the Company without the prior written consent of an authorized Company officer. (ii) Disclosure of Company Confidential Information . To further the Company's business, from time to time our confidential information may be disclosed to potential business partners. However, such disclosure should never be done without carefully considering its Revised July 20, 2017 6 potential benefits and risks. If you determine in consultation with your manager and other appropriate Company management that disclosure of confidential information is necessary, you must then contact the Legal Department to ensure that an appropriate written nondisclosure agreement is signed prior to the disclosure. The Company has standard nondisclosure agreements suitable for most disclosures. You must not sign a third party's nondisclosure agreement or accept changes to the Company's standard nondisclosure agreements without review and approval by the Company's Legal Department; provided, however, that this prohibition shall not apply to a document which you are required to sign in order to gain access to a particular location (e.g., the electronic document that certain companies require you to sign in order to get a badge). In addition, all Company materials that contain Company confidential information, including presentations, must be reviewed and approved by either an individual having the title of Vice President or higher or the Company's Legal Department prior to publication or use. Furthermore, any employee publication or publicly made statement that might be perceived or construed as attributable to the Company, made outside the scope of his or her employment with the Company, must be reviewed and approved in writing in advance by the Company's Legal Department and must include the Company's standard disclaimer that the publication or statement represents the views of the specific author and not of the Company. (iii) Requests by Regulatory Authorities . The Company and its employees, agents and contractors must cooperate with appropriate government inquiries and investigations. In this context, however, it is important to protect the legal rights of the Company with respect to its confidential information. All government requests for information, documents or investigative interviews must be referred to the Company's Legal Department. No financial information may be disclosed without the prior written approval of the Chief Financial Officer. (iv) Company Spokespeople . Specific policies have been established regarding who may communicate information to the press and the financial analyst community on behalf of the Company. All inquiries or calls from the press and financial analysts for statements, comments or information on behalf of the Company should be referred to the Chief Financial Officer or Investor Relations Department. The Company has designated its CEO, CFO and Investor Relations Department as official Company spokespeople for financial matters. The Company has designated its Investor Relations Department as official Company spokespeople for marketing, technical and other such information. These designees are the only people who may communicate with the press on behalf of the Company. G. Handling the Confidential Information of Others The Company has many kinds of business relationships with many companies and individuals. Sometimes, they will volunteer confidential information about their products or business plans to induce the Company to enter into a business relationship. At other times, we may request that a third party provide confidential information to permit the Company to evaluate a potential business relationship with that party. Whatever the situation, we must take special care to handle the confidential information of others responsibly. We handle such confidential information in accordance with our agreements with such third parties. See also the Company's policy on Maintaining and Managing Records in Section III (L) of this Code of Business Conduct and Ethics. Revised July 20, 2017 7 (i) Appropriate Nondisclosure Agreements . Confidential information may take many forms. An oral presentation about a company's product development plans may contain protected trade secrets. A customer list or employee list may be a protected trade secret. A demo of an alpha version of a company's new software may contain information protected by trade secret and copyright laws. You should never accept information offered by a third party that is represented as confidential, or which appears from the context or circumstances to be confidential, unless an appropriate nondisclosure agreement has been signed with the party offering the information. THE LEGAL DEPARTMENT CAN PROVIDE NONDISCLOSURE AGREEMENTS TO FIT ANY PARTICULAR SITUATION, AND WILL COORDINATE APPROPRIATE EXECUTION OF SUCH AGREEMENTS ON BEHALF OF THE COMPANY. Even after a nondisclosure agreement is in place, you should accept only the information necessary to accomplish the purpose of receiving it, such as a decision on whether to proceed to negotiate a deal. If more detailed or extensive confidential information is offered and it is not necessary, for your immediate purposes, it should be refused. (ii) Need‑‑to‑‑Know . Once a third party's confidential information has been disclosed to the Company, we have an obligation to abide by the terms of the relevant nondisclosure agreement and limit its use to the specific purpose for which it was disclosed and to disseminate it only to other Company employees with a need to know the information. Every employee, agent and contractor involved in a potential business relationship with a third party must understand and strictly observe the restrictions on the use and handling of confidential information. When in doubt, consult the Legal Department. (iii) Notes and Reports . When reviewing the confidential information of a third party under a nondisclosure agreement, it is natural to take notes or prepare reports summarizing the results of the review and, based partly on those notes or reports, to draw conclusions about the suitability of a business relationship. Notes or reports, however, can include confidential information disclosed by the other party and so should be retained only long enough to complete the evaluation of the potential business relationship. Subsequently, they should be either destroyed or turned over to the Legal Department for safekeeping or destruction. The Legal Department will make a judgment as to whether such notes can be destroyed or whether they should be retained in accordance with the Company’s records retention policies. Such notes should be treated just as any other disclosure of confidential information is treated: marked as confidential and distributed only to those Company employees with a need to know. (iv) Competitive Information . You should never attempt to obtain a competitor's confidential information by improper means, and you should especially never contact a competitor regarding their confidential information. While the Company may, and does, employ former employees of competitors, we recognize and respect the obligations of those employees not to use or disclose the confidential information of their former employers. H. Obligations Under Securities Laws ‑‑"Insider" Trading Revised July 20, 2017 8 Obligations under the U.S. securities laws apply to everyone. In the normal course of business, officers, directors, employees, agents, contractors and consultants of the Company may come into possession of significant, sensitive information. This information is the property of the Company -- you have been entrusted with it. You may not profit from it by buying or selling securities yourself, or passing on the information to others to enable them to profit or for them to profit on your behalf. The purpose of this policy is both to inform you of your legal responsibilities and to make clear to you that the misuse of sensitive information is contrary to Company policy and U.S. securities laws. Insider trading is a crime, penalized by fines of up to $5,000,000 and 20 years in jail for individuals. In addition, the SEC may seek the imposition of a civil penalty of up to three times the profits made or losses avoided from the trading. Insider traders must also disgorge any profits made, and are often subjected to an injunction against future violations. Finally, insider traders may be subjected to civil liability in private lawsuits. Employers and other controlling persons (including supervisory personnel) are also at risk under U.S. securities laws. Controlling persons may, among other things, face penalties of the greater of $5,000,000 or three times the profits made or losses avoided by the trader if they recklessly fail to take preventive steps to control insider trading. Thus, it is important both to you and the Company that insider-trading violations not occur. You should be aware that stock market surveillance techniques are becoming increasingly sophisticated, and the chance that U.S. federal or other regulatory authorities will detect and prosecute even small‑level trading is significant. Insider trading rules are strictly enforced, even in instances when the financial transactions seem small. You should contact the Legal Department if you are unsure as to whether or not you are free to trade. The Company has imposed a trading blackout period on members of the Board of Directors, executive officers and certain designated employees who, as a consequence of their position with the Company, are more likely to be exposed to material nonpublic information about the Company. These directors, executive officers and employees generally may not trade in Company securities during the blackout period. For more details, and to determine if you are restricted from trading during trading blackout periods, you should review the Company’s Insider Trading Policy. You can request a copy of this policy from the Legal Department. You should take a few minutes to read the Insider Trading Policy carefully, paying particular attention to the specific policies and the potential criminal and civil liability and/or disciplinary action for insider trading violations. Employees, agents and contractors of the Company who violate such policy are also subject to disciplinary action by the Company, which may include termination of employment or of business relationship. All questions regarding the Company's Insider Trading Policy should be directed to the Company's General Counsel. I. Prohibition Against Hedging or Pledging of Company Stock Revised July 20, 2017 9 The Company believes that “hedging,” a term used to describe certain practices taken to reduce the economic risk of Company stock ownership (e.g., to prevent losses if the Company’s stock price were to fall) is inappropriate when undertaken by employees, officers or directors as such techniques reduce alignment with the interests of our public stockholders. As a result, no Company director, officer or other employee, agent or contractor may engage in short sales of the Company’s securities or other transactions designed to hedge or offset any decrease in the market value of the Company’s common stock. Similarly, the Company believes that “pledging” of Company stock by employees, officers or directors (i.e., using Company stock as collateral for a loan, such as in a margin account) can be inappropriate when such practice could cause shares to be sold during a trading blackout period or while the individual is in possession of material non-public information and would otherwise be prohibited from selling under this policy. Therefore, the Company prohibits officers and directors from (i) depositing any Company common stock in a margin account or (ii) pledging Company securities as collateral for a loan, unless approved by the Nominating and Governance Committee of the Board. J. Public Reporting Requirements (i) General. Accounting and other business records are relied upon in the preparation of reports the Company files with certain government agencies, such as the SEC. These reports must contain full, timely and understandable information and accurately reflect the Company’s financial condition and results of operations. (ii) Employee Responsibilities. Employees who collect, provide or analyze information for or otherwise contribute in any way in preparing or verifying these reports must strive to ensure that the Company’s financial disclosures are accurate and verifiable, thus to enable stockholders and potential investors to assess the soundness and risks of the Company’s business and finances and the quality and integrity of the Company’s accounting and disclosures. The integrity of the Company’s public disclosures depends on the accuracy and completeness of the Company’s records. To that end: a. All business transactions must be supported by appropriate documentation and reflected accurately in the Company’s books and records; in particular, no “side letters” or understandings, oral or written, that deviate from express contractual terms may be entered into; b. No entry be made that intentionally mischaracterizes the nature or proper accounting of a transaction; c. No employee may take or authorize any action that would cause the Company’s financial records or disclosures to fail to comply with generally accepted accounting principles, the rules and regulations of the SEC or other applicable laws, rules and regulations; d. All employees must cooperate fully with the Company’s independent public accountants and counsel, respond to their questions with candor and provide them with complete and accurate information to help ensure that the Company’s books and records, as well as the Company’s reports filed with the SEC, are accurate and complete; and Revised July 20, 2017 10 e. No employee should knowingly make (or cause or encourage any other person to make) any false or misleading statement in any report filed with the SEC or other government agency, or knowingly omit (or cause or encourage any other person to omit) any information necessary to make the disclosure in any of the Company’s reports accurate in all material respects. Any employee who becomes aware of any departure from these standards has a responsibility to report his or her knowledge promptly to his or her manager or through the Open Door Hotline. K. Use of Company's Assets (i) General . Protecting the Company's assets is a key fiduciary responsibility of every employee, agent and contractor. Care should be taken to ensure that assets are not misappropriated, loaned to others, or sold or donated, without appropriate authorization. All Company employees, agents and contractors are responsible for the proper use of Company assets, and must safeguard such assets against loss, damage, misuse or theft. Employees, agents or contractors who violate any aspect of this policy or who demonstrate poor judgment in the manner in which they use any Company asset may be subject to disciplinary action, up to and including termination of employment or business relationship at the Company's sole discretion. Company equipment and assets are to be used for Company business purposes only. With the exception of computers and cell phones (for which reasonable personal use is allowed, subject to the provisions in Subsection III (K) (iv) below), employees, agents and contractors may not use Company assets for personal use, nor may they allow any other person to use Company assets. Employees who have any questions regarding this policy should bring them to the attention of the Company's Human Resources Department. (ii) Physical Access Control . The Company has and will continue to develop procedures covering physical access control to ensure privacy of communications, maintenance of the security of the Company communication equipment, and safeguard Company assets from theft, misuse and destruction. You are personally responsible for complying with the level of access control that has been implemented in the facility where you work on a permanent or temporary basis. You must not defeat or cause to be defeated the purpose for which the access control was implemented. (iii) Company Funds . Every Company employee is personally responsible for all Company funds over which he or she exercises control. Company agents and contractors should not be allowed to exercise control over Company funds. Company funds must be used only for Company business purposes. Every Company employee, agent and contractor must take reasonable steps to ensure that the Company receives good value for Company funds spent, and must maintain accurate and timely records of each and every expenditure. Expense reports must be accurate and submitted in a timely manner. Company employees, agents and contractors must not use Company funds for any personal purpose. Revised July 20, 2017 11 (iv) Computers and Other Equipment . The Company strives to furnish employees with the equipment necessary to efficiently and effectively do their jobs. You must care for that equipment and to use it responsibly only for Company business purposes. If you use Company equipment at your home or off site, take precautions to protect it from theft or damage, just as if it were your own. If the Company no longer employs you, you must immediately return all Company equipment. While computers and other electronic devices (including cell phones) are made accessible to employees to assist them to perform their jobs and to promote the Company's interests, all such computers and electronic devices, whether used entirely or partially on the Company's premises or with the aid of the Company's equipment or resources, must remain fully accessible to the Company and, to the maximum extent permitted by law, will remain the sole and exclusive property of the Company. You should not install any software on your Company computer which has not been provided to you by the Company. To the extent permitted by applicable law, employees, agents and contractors should not maintain any expectation of privacy with respect to information transmitted over, received by, or stored in any electronic communications device owned, leased, or operated in whole or in part by or on behalf of the Company. To the extent permitted by applicable law, the Company retains the right to gain access to any information received by, transmitted by, or stored in any such electronic communications device, by and through its employees, agents, contractors, or representatives, at any time, either with or without an employee's or third party's knowledge, consent or approval. (v) Software . All software used by employees to conduct Company business must be appropriately licensed. Never make or use illegal or unauthorized copies of any software, whether in the office, at home, or on the road, since doing so may constitute copyright infringement and may expose you and the Company to potential civil and criminal liability. In addition, use of illegal or unauthorized copies of software may subject the employee to disciplinary action, up to and including termination. The Company's IT Department will inspect Company computers periodically to verify that only approved and licensed software has been installed. Any non‑licensed/supported software will be removed. (vi) Electronic Usage . The purpose of this policy is to make certain that employees utilize electronic communication devices in a legal, ethical, and appropriate manner. This policy addresses the Company's responsibilities and concerns regarding the fair and proper use of all electronic communications devices within the organization, including computers, e‑mail, connections to the Internet, intranet and extranet and any other public or private networks, voice mail, video conferencing, facsimiles, and telephones. Posting or discussing information concerning the Company's products or business on the Internet without the prior written consent of the Company's CFO is prohibited. Any other form of electronic communication used by employees currently or in the future is also intended to be encompassed under this policy. It is not possible to identify every standard and rule applicable to the use of electronic communications devices. Employees are therefore encouraged to use sound judgment whenever using any feature of our communications systems. The complete set of policies with respect to electronic usage of the Company's assets is located on the Sanmina intranet site. You are expected to review, understand and follow such policies and procedures. Revised July 20, 2017 12 L. Maintaining and Managing Records The Company maintains a Records Retention Policy intended to ensure that Company records are retained only as long as required for the Company’s business operations or archival purposes, or to satisfy specific requirements including, but not limited to accounting, audit, legal and tax requirements. Once the applicable retention policy has expired (and provided there is no legal hold on Company records), Company records shall be promptly destroyed in accordance with the policy. Records include paper documents, CDs, computer hard disks, email, floppy disks, microfiche, microfilm or all other media. Furthermore, records also include personal data, whether manual or automated, as defined under the national implementing legislation of European Directive 95/46/EC of the European Parliament and of the Council of 24 October 1995 (“EU Data Protection Legislation”). The Company is required by local, state, federal, foreign and other applicable laws and regulations such as (but not limited to) the EU Data Protection Legislation to retain certain records and to follow specific guidelines in the management, processing and disposal of its records. Civil and criminal penalties for failure to comply with such guidelines can be severe for employees, agents, contractors and the Company, and failure to comply with such guidelines may subject the employee, agent or contractor to disciplinary action, up to and including termination of employment or business relationship at the Company's sole discretion. M. Records on Legal Hold A legal hold suspends all document destruction procedures in order to preserve appropriate records under special circumstances, such as litigation or government investigations. The Company's Legal Department determines and identifies what types of Company records or documents are required to be placed under a legal hold. Every Company employee, agent and contractor must comply with this policy. Failure to comply with this policy may subject the employee, agent or contractor to disciplinary action, up to and including termination of employment or business relationship at the Company's sole discretion. The Company's Legal Department will notify you if a legal hold is placed on records for which you are responsible. You then must preserve and protect the necessary records in accordance with instructions from the Company's Legal Department. RECORDS OR SUPPORTING DOCUMENTS THAT HAVE BEEN PLACED UNDER A LEGAL HOLD MUST NOT BE DESTROYED, ALTERED OR MODIFIED UNDER ANY CIRCUMSTANCES . A legal hold remains effective until it is officially released in writing by the Company's Legal Department. If you are unsure whether a document has been placed under a legal hold, you should preserve and protect that document while you check with the Company's Legal Department. If you have any questions about this policy you should contact the Company's Legal Department. N. Political Contributions The Company reserves the right to communicate its position on important issues to elected representatives and other government officials. It is the Company's policy to comply fully with all Revised July 20, 2017 13 local, state, federal, foreign and other applicable laws, rules and regulations regarding political contributions. The Company's funds or assets must not be used for, or be contributed to, political campaigns or political practices under any circumstances without the prior written approval of the Company's Legal Department and, if required, the Board of Directors. O. Foreign Corrupt Practices Act The Company requires full compliance with the Foreign Corrupt Practices Act (“FCPA”) by all of its employees, agents, and contractors. The anti‑bribery and corrupt payment provisions of the FCPA make illegal any corrupt offer, payment, promise to pay, or authorization to pay any money, gift, or anything of value to any foreign official, or any foreign political party, candidate or official, for the purpose of: influencing any act or failure to act, in the official capacity of that foreign official or party; or inducing the foreign official or party to use influence to affect a decision of a foreign government or agency, in order to obtain or retain business for anyone, or direct business to anyone. All Company employees, agents and contractors whether located in the United States or abroad, are responsible for FCPA compliance and the procedures to ensure FCPA compliance. All managers and supervisory personnel are expected to monitor continued compliance with the FCPA to ensure compliance with the highest moral, ethical and professional standards of the Company. FCPA compliance includes the Company's policy on Maintaining and Managing Records in Section III (L) of this Code of Business Conduct and Ethics. Laws in most countries outside of the United States also prohibit or restrict government officials or employees of government agencies from receiving payments, entertainment, or gifts for the purpose of winning or keeping business. No contract or agreement may be made with any business in which a government official or employee holds a significant interest, without the prior approval of the Company's Legal Department. P. Export Controls A number of countries maintain controls on the destinations to which products or software may be exported. Some of the strictest export controls are maintained by the United States against countries that the U.S. government considers unfriendly or as supporting international terrorism. The U.S. regulations are complex and apply both to exports from the United States and to exports of products from other countries, when those products contain U.S.‑origin components or technology. Software created in the United States is subject to these regulations even if duplicated and packaged abroad. In some circumstances, an oral presentation containing technical data made to foreign nationals in the United States may constitute a controlled export. The Legal Department can provide you with guidance on which countries are prohibited destinations for Company products or whether a proposed technical presentation to foreign nationals may require a U.S. Government license. Accordingly, you should check with the Legal Department in advance of effecting any offshore transaction that may raise concerns regarding compliance with U.S. export control laws. Revised July 20, 2017 14 Q. Building Security If you suspect any illegal activity, security breach (whether in fences, cages, attempts by unauthorized personnel to gain entry or otherwise), or dangerous situation, it is critical that you report the violation to management, the security guard or to your human resources representative as soon as possible. In the event you come into contact with a person who doesn’t have the appropriate badge or other credential, you should politely inquire as to the individual’s business on the premises and, if unsatisfied with the response, promptly report the individual to the security guard and/or your human resources representative. In the event of an emergency, you should dial 911 (if you are in the United States) or the appropriate emergency number (if you are outside of the United States). IV. RESPONSIBILITIES TO OUR CUSTOMERS AND OUR SUPPLIERS A. Customer Relationships If your job puts you in contact with any Company customers or potential customers, it is critical for you to remember that you represent the Company to the people with whom you are dealing. Act in a manner that creates value for our customers and helps to build a relationship based upon trust. The Company and its employees have provided products and services for many years and have built up significant goodwill over that time. This goodwill is one of our most important assets, and the Company’s employees, agents and contractors must act to preserve and enhance our reputation. B. Publications of Others The Company subscribes to many publications that help employees do their jobs better. These include newsletters, reference works, online reference services, magazines, books, and other digital and printed works. Copyright law generally protects these works, and their unauthorized copying and distribution constitute copyright infringement. You must first obtain the consent of the publisher of a publication before copying publications or significant parts of them. When in doubt about whether you may copy a publication, consult the Legal Department. C. Selecting Suppliers The Company's suppliers make significant contributions to our success. To create an environment where our suppliers have an incentive to work with the Company, they must be confident that they will be treated lawfully and in an ethical manner. The Company's policy is to purchase supplies based on need, quality, service, price and terms and conditions. The Company's policy is to select significant suppliers or enter into significant supplier agreements through a competitive bid process where possible. Under no circumstances should any Company employee, agent or contractor attempt to coerce suppliers in any way. The confidential information of a supplier is entitled to the same protection as that of any other third party and must not be received before an appropriate nondisclosure agreement has been signed. A supplier's performance should generally not be discussed with anyone outside the Company. A supplier to the Company is Revised July 20, 2017 15 generally free to sell its products or services to any other party, including competitors of the Company. In some cases where the products or services have been designed, fabricated, or developed to our specifications, the agreement between the parties may contain restrictions on sales. D. Government Relations It is the Company's policy to comply fully with all applicable laws and regulations governing contact and dealings with government employees and public officials, and to adhere to high ethical, moral and legal standards of business conduct. This policy includes strict compliance with all local, state, federal, foreign and other applicable laws, rules and regulations. If you have any questions concerning government relations, you should contact the Company's Legal Department. E. Lobbying Employees, agents or contractors whose work requires lobbying communication with any member or employee of a legislative body or with any government official or employee in the formulation of legislation must have prior written approval of such activity from the Company's Legal Department. Activity covered by this policy includes meetings with legislators or members of their staffs or with senior executive branch officials. Preparation, research, and other background activities that are done in support of lobbying communication are also covered by this policy even if the communication ultimately is not made. F. Government Contracts It is the Company's policy to comply fully with all applicable laws and regulations that apply to government contracting. It is also necessary to strictly adhere to all terms and conditions of any contract with local, state, federal, foreign or other applicable governments. The Company's Legal Department must review and approve all contracts with any government entity. G. Free and Fair Competition Most countries have well‑developed bodies of law designed to encourage and protect free and fair competition. The Company is committed to obeying both the letter and spirit of these laws. The consequences of not doing so can be severe for all of us. These laws often regulate the Company's relationships with its distributors, resellers, dealers, and customers. Competition laws generally address the following areas: pricing practices (including price discrimination), discounting, terms of sale, credit terms, promotional allowances, secret rebates, exclusive dealerships or distributorships, product bundling, restrictions on carrying competing products, termination, and many other practices. Competition laws also govern, usually quite strictly, relationships between the Company and its competitors . AS A GENERAL RULE, CONTACTS WITH COMPETITORS SHOULD BE LIMITED AND SHOULD ALWAYS AVOID SUBJECTS SUCH AS PRICES OR OTHER TERMS AND CONDITIONS OF SALE, CUSTOMERS, AND SUPPLIERS. Employees, agents or contractors of the Company may not knowingly make false or misleading statements Revised July 20, 2017 16 regarding its competitors or the products of its competitors, customers or suppliers. Participating with competitors in a trade association or in a standards creation body is acceptable when the association has been properly established, has a legitimate purpose, and has limited its activities to that purpose. Membership in trade associations should be approved in advance by the Legal Department. No employee, agent or contractor shall at any time or under any circumstances enter into an agreement or understanding, written or oral, express or implied, with any competitor concerning prices, discounts, other terms or conditions of sale, profits or profit margins, costs, allocation of product or geographic markets, allocation of customers, limitations on production, boycotts of customers or suppliers, or bids or the intent to bid or even discuss or exchange information on these subjects. In some cases, legitimate joint ventures with competitors may permit exceptions to these rules as may bona fide purchases from or sales to competitors on non‑competitive products, but the Company's Legal Department must review all such proposed ventures in advance. These prohibitions are absolute and strict observance is required. Collusion among competitors is illegal, and the consequences of a violation are severe. Although the spirit of these laws, known as "antitrust," "competition," or "consumer protection" or unfair competition laws, is straightforward, their application to particular situations can be quite complex. To ensure that the Company complies fully with these laws, each of us should have a basic knowledge of them and should involve our Legal Department early on if it appears that a questionable situation may arise. H. Industrial Espionage It is the Company's policy to lawfully compete in the marketplace. This commitment to fairness includes respecting the rights of our competitors and abiding by all applicable laws in the course of competing. The purpose of this policy is to maintain the Company's reputation as a lawful competitor and to help ensure the integrity of the competitive marketplace. The Company expects its competitors to respect our rights to compete lawfully in the marketplace, and we must respect their rights equally. Company employees, agents and contractors may not steal or unlawfully use the information, material, products, intellectual property, or proprietary or confidential information of anyone including suppliers, customers, business partners or competitors. V. WAIVERS Any waiver of any provision of this Code of Business Conduct and Ethics for a member of the Company’s Board of Directors or an executive officer must be approved in writing prior to the proposed transaction by the Company’s Board of Directors and promptly publicly disclosed. Any waiver of any provision of this Code of Business Conduct and Ethics with respect to any other employee, agent or contractor must be approved in writing prior to the proposed transaction by the Company’s Legal Department. VI. DISCIPLINARY ACTIONS Revised July 20, 2017 17 The matters covered in this Code of Business Conduct and Ethics are of the utmost importance to the Company, its stockholders and its business partners, and are essential to the Company's ability to conduct its business in accordance with its stated values. We expect all of our employees, agents, contractors and consultants to adhere to these rules in carrying out their duties for the Company. The Company will take appropriate action against any employee, agent, contractor or consultant whose actions are found to violate these policies or any other policies of the Company. Disciplinary actions may include immediate termination of employment or business relationship at the Company's sole discretion. Where the Company has suffered a loss, it may pursue its remedies against the individuals or entities responsible. Where laws have been violated, the Company will cooperate fully with the appropriate authorities. You should review the Company's policies and procedures at the Sanmina intranet site for more detailed information. Revised July 20, 2017 18 VII. ACKNOWLEDGMENT OF CODE OF BUSINESS CONDUCT AND ETHICS I have received and read the Company's Code of Business Conduct and Ethics. I understand the standards and policies contained in the Company Code of Business Conduct and Ethics and understand that there may be additional policies or laws specific to my job. I further agree to comply with the Company Code of Business Conduct and Ethics, including, without limitation, Section III (C) concerning conflicts of interest. I acknowledge that violations of the Company Code of Business Conduct, including, without limitation, Section III (C) concerning conflicts of interest, constitute a material breach of the Company’s rules and regulations and are grounds for termination of my employment with the Company. If I have questions concerning the meaning or application of the Company Code of Business Conduct and Ethics, any Company policies, or the legal and regulatory requirements applicable to my job, I know I can consult my manager, the Human Resources Department or the Legal Department. Name Signature Date Location (Facility) Please sign and return this form to the Human Resources Manager at your facility. Revised July 20, 2017 19 LIST OF SUBSIDIARIES Entity Name AET Holdings Limited CertainSource Technology Group Inc. CST Real Estate LLC Davos Group Limited Hadco Corporation Hadco Santa Clara, Inc. MPSTOR Inc. MPSTOR Limited Primary Sourcing Corp. PT. Sanmina-SCI Batam Sanmina (B.V.I.) Ltd Sanmina Corporation Sanmina Enclosures Systems Hungary Limited Liability Company Sanmina Ireland Unlimited Company Sanmina SAS Sanmina-SCI (China) Limited Sanmina-SCI (H.K.) Limited Sanmina-SCI (Shenzhen) Limited Sanmina-SCI AB Sanmina-SCI Central Services Sanmina-SCI Circuits (Wuxi) Co., Ltd Sanmina-SCI Corporation (Malaysia) Sdn Bhd Sanmina-SCI Corporation Africa (Pty) Ltd. Sanmina-SCI Corporation Argentina SA Sanmina-SCI Corporation Colombia S.A.S. Sanmina-SCI Czech Republic s.r.o. Sanmina-SCI de Mexico S.A. de C.V. Sanmina-SCI do Brasil Integration Ltda. Sanmina-SCI do Brasil Ltda. Sanmina-SCI do Brasil Technology Ltda. Sanmina-SCI Dutch Holdings B.V. Sanmina-SCI Electronics Pte. Ltd. Sanmina-SCI EMS Haukipudas Oy Sanmina-SCI Enclosure Systems (Asia) Limited Sanmina-SCI Enclosure Systems (Shenzhen) Limited Sanmina-SCI Enclosure Systems (Suzhou) Co. Ltd. Sanmina-SCI Enclosure Systems Oy Sanmina-SCI Germany GmbH Sanmina-SCI Holding (Thailand) Limited Sanmina-SCI Holding GmbH & Co. KG Sanmina-SCI Holdings Australia PTY LTD Sanmina-SCI Hungary Electronics Manufacturing LLC Sanmina-SCI Hungary Holding Limited Liability Company Sanmina-SCI India Private Limited Sanmina-SCI Israel EMS Ltd. Exhibit 21.1 Jurisdiction Mauritius Texas Texas British Virgin Islands Massachusetts Delaware Delaware Ireland Texas Indonesia British Virgin Islands Delaware Hungary Ireland France Hong Kong Hong Kong China Sweden France China Malaysia South Africa Argentina Colombia Czech Republic Mexico Brazil Brazil Brazil Netherlands Singapore Finland Hong Kong China China Finland Germany Thailand Germany Australia Hungary Hungary India Israel Entity Name Sanmina-SCI Israel Medical Systems Ltd Sanmina-SCI Optical Technology (Shenzhen) Ltd Sanmina-SCI Pte. Ltd. Sanmina-SCI Real Estate Partnership Sanmina-SCI RSP de Mexico, S.A. de C.V. Sanmina-SCI Systems (Kunshan) Co., Limited Sanmina-SCI Systems (Malaysia) Sdn. Bhd. Sanmina-SCI Systems (Thailand) Ltd. Sanmina-SCI Systems Australia Pty Ltd Sanmina-SCI Systems de Mexico S.A. de C.V. Sanmina-SCI Systems Holdings, Inc. Sanmina-SCI Systems Ireland Limited Sanmina-SCI Systems Israel LTD. Sanmina-SCI Systems Japan, Ltd. Sanmina-SCI Systems Singapore Pte. Ltd. Sanmina-SCI Systems Tel Aviv Ltd. Sanmina-SCI Technology India Pvt Ltd Sanmina-SCI Technology Limited Sanmina-SCI U.K. Limited Sanmina-SCI/TAG de Mexico, S.A. de C.V. SCI Brockville Corp. SCI Technology, Inc. SensorWise, Inc. Jurisdiction Israel China Singapore France Mexico China Malaysia Thailand Australia Mexico Delaware Ireland Israel Japan Singapore Israel India Cayman Islands United Kingdom Mexico Canada Alabama Texas CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EXHIBIT 23.1 We hereby consent to the incorporation by reference in the Registration Statements on Form S‑3 (Nos. 333‑131360, 333‑61042, 333‑50282, 333‑39316, 333‑95467, 333‑84221, 333‑84039, 333‑76279, and 333‑71313) and on Form S‑8 (Nos. 333-214706, 333‑203596, 333‑195455, 333‑188085, 333-182042, 333‑172128, 333‑165435, 333‑157099, 333‑84704, 333‑112605, 333‑108942, 333‑104692, 333‑100236, 333‑87946, 333‑84704, 333‑83110, 333‑75616, 333‑64294, 333‑39930, 333‑79259, and 333‑23565) of Sanmina Corporation of our report dated November 13, 2017 relating to the consolidated financial statements, financial statement schedule and the effectiveness of internal control over financial reporting, which appears in this Form 10‑K. /s/ PricewaterhouseCoopers LLP ______________________ San Jose, California November 13, 2017 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EXHIBIT 23.2 The Board of Directors Sanmina Corporation: We consent to the incorporation by reference in the registration statements on Form S-3 (Nos. 333-131360, 333-61042, 333-50282, 333- 39316, 333-95467, 333-84221, 333-84039, 333-76279, and 333-71313) and on Form S-8 (Nos. 333-214706, 333-203596, 333-195455, 333- 188085, 333-182042, 333-172128, 333-165435, 333-157099, 333-84704, 333-112605, 333-108942, 333-104692, 333-100236, 333-87946, 333-84704, 333-83110, 333-75616, 333-64294, 333-39930, 333-79259 and 333-23565) of Sanmina Corporation of our report dated November 19, 2015, with respect to the consolidated statements of income, comprehensive income, stockholders’ equity, and cash flows, for the year ended October 3, 2015, which report appears in the September 30, 2017 annual report on Form 10-K of Sanmina Corporation. /s/ KPMG LLP ______________________ Santa Clara, California November 13, 2017  EXHIBIT 31.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO SECTION 302(A) OF THE SARBANES-OXLEY ACT OF 2002 I, Robert K. Eulau, certify that: 1. 2. 3. 4. I have reviewed this Annual Report on Form 10-K of Sanmina Corporation; Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report; The Registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have: (a) (b) (c) (d) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; Evaluated the effectiveness of the Registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and Disclosed in this report any change in the Registrant's internal control over financial reporting that occurred during the Registrant's most recent fiscal quarter (the Registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting; and 5. The Registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant's auditors and the audit committee of the Registrant's Board of Directors (or persons performing the equivalent functions): (a) (b) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant's ability to record, process, summarize and report financial information; and Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant's internal control over financial reporting. Date: November 13, 2017 /s/ ROBERT K. EULAU Robert K. Eulau Chief Executive Officer (Principal Executive Officer) EXHIBIT 31.2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO SECTION 302(A) OF THE SARBANES-OXLEY ACT OF 2002 I, David R. Anderson, certify that: 1. 2. 3. 4. I have reviewed this Annual Report on Form 10-K of Sanmina Corporation; Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report; The Registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have: (a) (b) (c) (d) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; Evaluated the effectiveness of the Registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and Disclosed in this report any change in the Registrant's internal control over financial reporting that occurred during the Registrant's most recent fiscal quarter (the Registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting; and 5. The Registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant's auditors and the audit committee of the Registrant's Board of Directors (or persons performing the equivalent functions): (a) (b) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant's ability to record, process, summarize and report financial information; and Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant's internal control over financial reporting. Date: November 13, 2017 /s/ David R. Anderson David Anderson Chief Financial Officer (Principal Financial and Accounting Officer) CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 EXHIBIT 32.1 Pursuant to the requirement set forth in Section 1350 of Chapter 63 of Title 18 of the United States of America Code (18 U.S.C. §1350), Robert K.Eulau, Chief Executive Officer of Sanmina Corporation (the “Company”), hereby certifies that, to the best of his knowledge: 1. 2. The Company's Annual Report on Form 10-K for the fiscal year ended September 30, 2017 , to which this Certification is attached as Exhibit 32.1 (the “Periodic Report”), fully complies with the requirements of Section 13(a) or Section 15(d) of the Exchange Act; and The information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of the Company. IN WITNESS WHEREOF , the undersigned has set his hand hereto as of November 13, 2017 . This certification accompanies the Form 10-K to which it relates, is not deemed filed with the Securities and Exchange Commission and is not to be incorporated by reference into any filing of Sanmina Corporation under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended (whether made before or after the date of the Form 10-K), irrespective of any general incorporation language contained in such filing. //s/ ROBERT K. EULAU Robert K. Eulau Chief Executive Officer (Principal Executive Officer) CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 EXHIBIT 32.2 Pursuant to the requirement set forth in Section 1350 of Chapter 63 of Title 18 of the United States of America Code (18 U.S.C. §1350), David Anderson, Chief Financial Officer of Sanmina Corporation (the “Company”), hereby certifies that, to the best of his knowledge: 1. 2. The Company's Annual Report on Form 10-K for the fiscal year ended September 30, 2017 , to which this Certification is attached as Exhibit 32.2 (the “Periodic Report”), fully complies with the requirements of Section 13(a) or Section 15(d) of the Exchange Act; and The information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of the Company. IN WITNESS WHEREOF , the undersigned has set his hand hereto as of November 13, 2017 . This certification accompanies the Form 10-K to which it relates, is not deemed filed with the Securities and Exchange Commission and is not to be incorporated by reference into any filing of Sanmina Corporation under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended (whether made before or after the date of the Form 10-K), irrespective of any general incorporation language contained in such filing. / /s/ David R. Anderson David R. Anderson Chief Financial Officer (Principal Financial and Accounting Officer) 

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