[SANMINA-SCI LOGO]
Filed by Sanmina Corporation
Pursuant to rule 425 under the
Securities Act of 1933 and Deemed filed pursuant to
Rule 14a-12 of the Securities Exchange Act of 1934
Subject Company: SCI Systems, Inc.
Commission File No.: 0-2251
GLOBAL ELECTRONICS MANUFACTURING
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SAFE HARBOR STATEMENT
The foregoing contains certain forward-looking statements that involve risks and
uncertainties, including uncertainties associated with economic conditions in
the electronics industry, changes in customer requirements and in the volume of
sales to principal customers, the ability of the company to obtain product
components, assimilate acquired businesses and to achieve the anticipated
benefits of such acquisitions, and competition and technological change. For a
more detailed discussion of these and other factors, please refer to our most
recent filings with the Securities Exchange Commission.
Shareholders of both companies should also carefully review the joint proxy
statement/prospectus relating to the transaction which will be filed with the
Securities and Exchange Commission. The joint proxy statement/prospectus will,
when filed, be available at the SEC's website (www.sec.gov) and at the investor
relations sections of Sanmina's and SCI's websites.
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CLOSING DATE
DECEMBER 6, 2001
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NEW COMPANY NAME
SANMINA-SCI
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"CAPABILITIES
AND
MARKET OPPORTUNITIES"
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TOTAL MANUFACTURING SOLUTION
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ENGINEERING
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END-TO-END SOLUTION
- 500+ DESIGN ENGINEERS
- 1,600+ MANUFACTURING AND TEST ENGINEERS
- GLOBAL DESIGN CENTERS
- ASIC TO FINAL SYSTEM DESIGN
ONE OF THE STRONGEST DESIGN AND
ENGINEERING ORGANIZATIONS IN THE EMS INDUSTRY
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TOTAL MANUFACTURING SOLUTION
END-TO-END SOLUTION
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CIRCUIT FABRICATION
GLOBAL TECHNOLOGY LEADER
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TOTAL MANUFACTURING SOLUTION
END-TO-END SOLUTION
[PHOTO]
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CIRCUIT BOARD ASSEMBLY
GLOBAL TECHNOLOGY LEADER AND ONE OF THE LARGEST
IN TERMS OF CAPACITY
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TOTAL MANUFACTURING SOLUTION
GLOBAL TECHNOLOGY LEADER
END-TO-END SOLUTION
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BACKPLANE ASSEMBLY
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TOTAL MANUFACTURING SOLUTION
END-TO-END SOLUTION
[PHOTO]
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RF/OPTICAL CABLE ASSEMBLY
FOCUSED ON CRITICAL TECHNOLOGIES
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TOTAL MANUFACTURING SOLUTION
END-TO-END SOLUTION
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ENCLOSURE SYSTEMS
GLOBAL TECHNOLOGY LEADER AND
POSITIONED TO BECOME ONE OF THE
LARGEST IN TERMS OF CAPACITY
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TOTAL MANUFACTURING SOLUTION
END-TO-END SOLUTION
[PHOTO]
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SUBSYSTEM ASSEMBLY
LEVERAGE OUR CORE COMPETENCY STRENGTHS
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TOTAL MANUFACTURING SOLUTION
END-TO-END SOLUTION
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GLOBAL ORDER FULFILLMENT
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SANMINA-SCI COMPETITIVE EDGE
- Unsurpassed End-to-End Solution Capabilities
- Leading Technology
- Global Order Fulfillment
- Culture - Serviced Based Organization
- Diversified Customer Base in High Growth Sectors
- Increased Scale and Financial Strength Position Company for Accelerated
Growth
MERGER CREATES PREMIER EMS COMPANY
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GLOBAL FOOTPRINT
[WORLD MAP]
BELGIUM
FINLAND
FRANCE
GERMANY
HUNGARY
IRELAND
SCOTLAND
SPAIN
SWEDEN
THE NETHERLANDS
UNITED KINGDOM
CANADA
MEXICO
UNITED STATES
BRAZIL
AUSTRALIA
ISRAEL
REPUBLIC OF SINGAPORE
THAILAND
CHINA
JAPAN
MALAYSIA
TAIWAN
23 COUNTRIES
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SANMINA-SCI DIVERSIFIED CUSTOMER BASE
IN HIGH GROWTH SECTORS
[PIE CHARTS]
SCI
High End
Computing
18%
Multimedia
11%
PCs
33%
Medical/Aerospace/Other
8%
Communications
31%
SANMINA
High End
Computing
14%
Industrial &
Medical Instruments
14%
Communications
72%
SANMINA-SCI
High End
Computing
17%
Multimedia
7%
PCs
22%
Industrial/Medical/Aerospace
Other
10%
Communications
44%
LTM Based on September 2001
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SANMINA-SCI TOTAL SOLUTION
- Leading Edge Technology
- Dedicated Supply Chain Management
- Global Advanced Engineering Support
- Global Flexible Manufacturing Capabilities
- Lower Product Cost
"END-TO-END SOLUTION"
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SANMINA-SCI FINANCIALS
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SANMINA-SCI FINANCIAL OVERVIEW
HISTORICAL NET SALES
($ MILLIONS)
[BAR GRAPH]
1998 1999 2000 2001
8,575 9,199 12,946 12,513
Based on September year end
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SANMINA-SCI FINANCIAL OVERVIEW
SALES TREND - LAST 4 QUARTERS
($ MILLIONS)
[BAR GRAPH]
4,081 3,208 2,851 2,373
Q1'01 Q2'01 Q3'01 Q4'01
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SANMINA-SCI FINANCIAL OVERVIEW
NET INCOME TREND - LAST 4 QUARTERS
($ THOUSANDS)
[BAR GRAPH]
Q1'01 Q2'01 Q3'01 Q4'01
166,700 148,700 62,460 17,800
[SANMINA-SCI LOGO]
SANMINA-SCI FINANCIAL OVERVIEW
Strong Combined Balance Sheet Enhances
Ability to Lead Industry Consolidation
Pro Forma Balance Sheet Items (9/29/01)
Cash and Investments $1,442
Total Debt $2,940
Stockholders Equity $6,203
Total Capitalization $9,143
Net Debt to Total Capitalization 16.8%
Total Debt to Total Capitalization 32.9%
FINANCIALLY STRONG FOR FUTURE GROWTH
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HOW SANMINA/SCI COMPARES
MERGER CREATES PREMIER EMS COMPANY
($ in Millions)
[BAR GRAPH]
ENTERPRISE VALUE AS OF 11/14/01
Sanmina/SCI CLS FLEX JBL SLR
10,776 9,045 12,905 5,285 13,986
[BAR GRAPH]
REVENUE
Sanmina/SCI CLS FLEX JBL SLR
12,532 11,004 12,709 4,331 20,736
[BAR GRAPH]
EBITDA
Sanmina/SCI CLS FLEX JBL SLR
1,014 572 771 319 1,162
[BAR GRAPH]
EBITDA Margin
Sanmina/SCI CLS FLEX JBL SLR
8.9% 5.4% 5.8% 8.0% 5.8%
Last twelve month estimate based on September
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STRATEGY FOR CONTINUED GROWTH
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SANMINA'S FOCUSED GROWTH STRATEGY
- Capitalize on Core Competencies
- Target High Growth Customer Markets
- Expand Customer Partnerships
- Enhance Manufacturing Capabilities
- Broaden Geographic Presence
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MARKET OPPORTUNITY
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MARKET OPPORTUNITY
($ BILLIONS)
[BAR GRAPH]
2000 2001 2002 2003 2004 2005
106.1 103.7 133.1 177.4 231.6 288.1
Source: Technology Forecasters, Inc. October 2001
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FOCUS ON HIGH GROWTH SECTORS
[PIE CHART]
INDUSTRIAL/MEDICAL/
& AEROSPACE
10%-15%
PC COMPUTING
15%-20%
MULTIMEDIA
5%-10%
HIGH-END COMPUTING
20%-25%
COMMUNICATIONS
40%-45%
FUTURE END MARKET SEGMENTS
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BUILDING STRONG,
LONG TERM CUSTOMER
RELATIONSHIPS
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LEADER IN COMMUNICATIONS
(40% - 45%)
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LEADER IN INDUSTRIAL/MEDICAL/AEROSPACE
(10%-15%)
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LEADER IN HIGH-END COMPUTING
(20%-25%)
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LEADER IN PC COMPUTING
(15%-20%)
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[HEWLETT PACKARD LOGO]
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LEADERS IN MULTIMEDIA
(5%-10%)
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STRATEGIC BENEFITS OF MERGER
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STRATEGIC BENEFITS OF MERGER
- Creates a Full Portfolio of Services with Leadership Position in One EMS
Company
- Increases Global Footprint and Customer Presence
- Well Diversified Company
- Creates a More Competitive Company Because of the Vertical Integration and
Low-Cost Global Manufacturing Sites
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STRATEGIC BENEFITS OF MERGER
- Strong Balance Sheet
- Scale Bringing Greater Credibility with Customers for New Business
- Ability to Offer Cross-Selling Opportunities
- Combined Companies Have Stronger Growth Rate Potential
"END-TO-END SOLUTION"
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WHY INVEST IN SANMINA-SCI?
- Trends Toward Outsourcing
- Total Manufacturing Solution Capabilities
- Diverse Customer Base of Industry Leaders
- Positioned to Deliver Industry Leading Financial Results
- Strong Management Team with Focused Strategy
PROFITABLE GROWTH POTENTIAL
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