**UNITED STATES**

**SECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

** **

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** **

**Form 10-K/A**

 

**Amendment No.1**

 

**(Mark One)**

**x  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**

** **

**For the fiscal year ended****October 2, 2010**

** **

**or**

** **

**o  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-SCI Corporation**

(Exact name of registrant as specified in its charter)

 

| **Delaware**(State or other jurisdiction of   incorporation or organization) | ** ** | **77-0228183**(I.R.S. Employer   Identification Number) |
|------------------------------------------------------------------------------|------------|---------------------------------------------------------|

 

| **2700 North First Street, 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 Exchange Act:

**Common Stock, $0.01 Par Value**

 

Securities registered pursuant to Section 12(g) of the Exchange 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  o

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act.  Yes  o  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  o

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes  o  No  o

 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K 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. o

 

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 o              |
|------------------------------------------------------------------------------|--------|----------------------------------|
|                                                                         |   |                             |
| Non-accelerated filer o   (Do not check if a smaller reporting company) |   | Smaller reporting company o |

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes  o  No  x

 

The aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant was approximately $962,426,240 as of April 3, 2010, based upon the last reported sale price of the common stock on the Nasdaq Global Select Market on April 2, 2010.

 

As of November 15, 2010, the number of shares outstanding of the registrant’s common stock was 79,811,960.

 

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**DOCUMENTS INCORPORATED BY REFERENCE**

 

Certain information is incorporated into Part III of this report by reference to the Proxy Statement for the registrant’s annual meeting of stockholders to be held on January 20, 2011 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.

 

 

 

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**EXPLANATORY NOTE**

 

The Registrant is filing this Amendment No. 1 on Form 10-K/A to its Annual Report on Form 10-K for the fiscal year ended October 2, 2010 (the “Original Form 10-K”) solely in order to file as Exhibit 23.1 the executed consent of the independent registered public accounting firm, which was inadvertently omitted from the Original Form 10-K. No other part of the Original Form 10-K is being amended hereby.

 

1

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**PART IV**

 

**Item 15.     *Exhibits and Financial Statement Schedules***

 
| **(a)** | ** ** | **(1)** |   | The   following financial statements are filed under Item 8 hereof as part of this   report: |
|---------|------------|---------|--------|----------------------------------------------------------------------------------------------|

 
| ** **                                                                                                                                   | **Page** |
|----------------------------------------------------------------------------------------------------------------------------------------------|----------|
| Report   of Independent Registered Public Accounting Firm                                                                                    | 48       |
| Financial   Statements:                                                                                                                      |     |
| Consolidated   Balance Sheets, As of October 2, 2010 and October 3, 2009                                                           | 49       |
| Consolidated   Statements of Operations, Years Ended October 2, 2010, October 3,   2009 and September 27, 2008                | 50       |
| Consolidated   Statements of Comprehensive Loss, Years Ended October 2, 2010,   October 3, 2009 and September 27, 2008        | 51       |
| Consolidated   Statements of Stockholders’ Equity, Years Ended October 2, 2010,   October 3, 2009 and September 27, 2008 | 52       |
| Consolidated   Statements of Cash Flows, Years Ended October 2, 2010, October 3,   2009 and September 27, 2008                | 53       |
| Notes   to Consolidated Financial Statements                                                                                                 | 65       |

 
| **(2)** | The   following financial statement schedule of Sanmina-SCI 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)** | Refer   to item 15(b) immediately below.                                                                                                                                                                                                                               |

 

2

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**(b)      Exhibits**

 
| **Exhibit   Number** | ** ** | **Description**                                                                                                                                                                                                                                                                                                                                              |
|----------------------|------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                 |       |                                                                                                                                                                                                                                                                                                                                                         |
| 3.1(1)               |       | Restated   Certificate of Incorporation of the Registrant, dated January 31, 1996.                                                                                                                                                                                                                                                                      |
| 3.2(2)               |       | Certificate   of Amendment of the Restated Certificate of Incorporation of the Registrant,   dated March 9, 2001.                                                                                                                                                                                                                                       |
| 3.3(3)               |       | Certificate   of Designation of Rights, Preferences and Privileges of Series A   Participating Preferred Stock of the Registrant, dated May 31, 2001.                                                                                                                                                                                              |
| 3.4(4)               |       | Certificate   of Amendment of the Restated Certificate of Incorporation of the Registrant,   dated December 7, 2001.                                                                                                                                                                                                                                    |
| 3.5(5)               |       | Amended   and Restated Bylaws of the Registrant adopted by the Board of Directors on   December 1, 2008.                                                                                                                                                                                                                                                |
| 3.6(6)               |       | Certificate   of Amendment of the Restated Certificate of Incorporation of the Registrant,   as amended, dated July 27, 2009.                                                                                                                                                                                                                           |
| 4.1(7)               |       | Preferred   Stock Rights Agreement, dated as of May 17, 2001 between the Registrant   and Wells Fargo National Bank, Minnesota, N.A., including the form of   Certificate of Determination, the form of Rights Certificate and the Summary   of Rights attached thereto as Exhibits A, B, and C.                                                   |
| 4.2(8)               |       | Supplemental   Indenture No. 3, dated as of October 7, 2005, to the Subordinated   Indenture, by and among SCI Systems, Inc., Sanmina-SCI USA, Inc.   and J.P. Morgan Trust Company, National Association, as trustee.                                                                                                                   |
| 4.3(9)               |       | Second   Supplemental Indenture, dated as of September 30, 2005, among   Sanmina-SCI USA, Inc., the Registrant and U.S. Bank National   Association, as trustee.                                                                                                                                                                                   |
| 4.4(10)              |       | Intercreditor   Agreement, dated as of December 23, 2002, by and among, as second lien   collateral trustees, LaSalle Business Credit, Inc., as collateral agent,   State Street Bank and Trust Company of California, N.A. and each New First   Lien Claimholder Representative which may become a party from time to time,   and the Registrant. |
| 4.5(11)              |       | Indenture,   dated as of February 24, 2005, among the Registrant, the guarantors   party thereto and U.S. Bank National Association, as trustee.                                                                                                                                                                                                        |
| 4.6(12)              |       | First   Supplemental Indenture, dated as of September 30, 2005, among   Sanmina-SCI USA, Inc., the Registrant and U.S. Bank National   Association, as trustee.                                                                                                                                                                                    |
| 4.7(13)              |       | Second   Supplemental Indenture, dated as of January 3, 2007, among the   Registrant and U.S. Bank National Association, as trustee.                                                                                                                                                                                                                    |
| 4.8(14)              |       | Indenture,   dated as of February 15, 2006, among the Registrant, certain   subsidiaries of the Registrant as guarantors thereunder and U.S. Bank   National Association, as trustee.                                                                                                                                                                   |
| 4.9(15)              |       | First   Supplemental Indenture, dated as of January 3, 2007, among the   Registrant and U.S. Bank National Association, as trustee.                                                                                                                                                                                                                     |
| 4.10(16)             |       | Indenture,   dated as of June 12, 2007, among Registrant, the guarantors party   thereto, and Wells Fargo Bank, National Association as trustee, relating to   the Senior Floating Rate Notes due 2014.                                                                                                                                                 |
| 10.1(17)             |       | Amended   1990 Incentive Stock Plan.                                                                                                                                                                                                                                                                                                                         |
| 10.2(18)(19)         |       | 1999   Stock Plan.                                                                                                                                                                                                                                                                                                                                           |
| 10.3(20)             |       | Addendum   to the 1999 Stock Plan (Additional Terms and Conditions for Employees of the   French subsidiary(ies)), dated February 21, 2001.                                                                                                                                                                                                             |
| 10.4(21)             |       | 1995   Director Option Plan.                                                                                                                                                                                                                                                                                                                                 |
| 10.5(22)             |       | 1996   Supplemental Stock Plan.                                                                                                                                                                                                                                                                                                                              |
| 10.6(23)             |       | Hadco   Corporation Non-Qualified Stock Option Plan, as Amended and Restated   July 1, 1998.                                                                                                                                                                                                                                                            |
| 10.7(24)             |       | SCI   Systems, Inc. 1994 Stock Option Incentive Plan.                                                                                                                                                                                                                                                                                                   |
| 10.8(25)             |       | SCI   Systems, Inc. 2000 Stock Incentive Plan.                                                                                                                                                                                                                                                                                                          |
| 10.9(26)             |       | SCI   Systems, Inc. Board of Directors Deferred Compensation Plan.                                                                                                                                                                                                                                                                                      |
| 10.10(27)            |       | Form of   Indemnification Agreement executed by the Registrant and its officers and   directors pursuant to the Delaware reincorporation.                                                                                                                                                                                                               |
| 10.11(28)(19)        |       | Amended   and Restated Sanmina-SCI Corporation Deferred Compensation Plan for Outside   Directors.                                                                                                                                                                                                                                                           |
| 10.12(29)            |       | Rules of   the Sanmina-SCI Corporation Stock Option Plan 2000 (Sweden).                                                                                                                                                                                                                                                                                 |
| 10.13(30)            |       | Rules of   the Sanmina-SCI Corporation Stock Option Plan 2000 (Finland).                                                                                                                                                                                                                                                                                |
| 10.14(31)(19)        |       | Amended   and Restated Sanmina-SCI Corporation Deferred Compensation Plan dated   June 9, 2008.                                                                                                                                                                                                                                                         |
| 10.15(32)            |       | 2003   Employee Stock Purchase Plan.                                                                                                                                                                                                                                                                                                                         |
| 10.16(33)            |       | Randy   Furr separation agreement.                                                                                                                                                                                                                                                                                                                           |

 

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| **Exhibit   Number** | ** ** | **Description**                                                                                                                                                                                                                                                                                                                                                                                                                                   |
|----------------------|------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 10.17(34)(19)        |       | Employment   Agreement dated as of March 2, 2007 by and between the Registrant and   Michael Tyler.                                                                                                                                                                                                                                                                                                                                          |
| 10.18(35)            |       | Asset   Purchase and Sale Agreement dated February 17, 2008 by and among the   Registrant, Sanmina-SCI USA Inc., SCI Technology, Inc., Sanmina-SCI   Systems de Mexico S.A. de C.V., Sanmina-SCI Systems Services de Mexico S.A.   de C.V., Sanmina-SCI Hungary Electronics Manufacturing Limited Liability   Company, Sanmina-SCI Australia PTY LTD and Foxteq Holdings, Inc.                                 |
| 10.19(36)            |       | Amendment   to Asset Purchase Agreement dated February 17, 2008 by and among the   Registrant, Sanmina-SCI USA Inc., SCI Technology, Inc., Sanmina-SCI   Systems de Mexico S.A. de C.V., Sanmina-SCI Systems Services de   Mexico S.A. de C.V., Sanmina-SCI Hungary Electronics Manufacturing   Limited Liability Company, Sanmina-SCI Australia PTY LTD and Foxteq   Holdings, Inc., dated July 7, 2008. |
| 10.20(37)            |       | Asset   Purchase Agreement dated April 25, 2008 by and among Sanmina-SCI   USA Inc., Sanmina-SCI Systems de Mexico S.A. de C.V., Sanmina-SCI   Systems Services de Mexico S.A. de C.V., Lenovo (Singapore) Pte.Ltd. and   Lenovo Centro Tecnologico, SdeRL de C.V.                                                                                                                                                            |
| 10.21(38)(19)        |       | Revised   form of Officer and Director Indemnification Agreement.                                                                                                                                                                                                                                                                                                                                                                                 |
| 10.22(39)            |       | Loan,   Guaranty and Security Agreement, dated as of November 19, 2008, among   the Registrant and certain of, as Designated Canadian Guarantors, the   financial institutions party thereto from time to time as its subsidiaries as   borrowers, Sanmina-SCI Systems (Canada) Inc. and SCI Brockville Corp.s   lenders and Bank of America, N.A., as agent for such lenders.                                                          |
| 10.23(40)(19)        |       | 2009   Incentive Plan, as amended.                                                                                                                                                                                                                                                                                                                                                                                                                |
| 10.24(41)            |       | Credit   and Security Agreement dated as of November 24, 2008 by and among   Sanmina SPV LLC, the lenders named therein and Deutsche Bank AG, New York   Branch, as administrative agent and collateral agent.                                                                                                                                                                                                                               |
| 10.25(42)(19)        |       | Deferred   Compensation Plan for Outside Directors amended and restated effective   January 1, 2009.                                                                                                                                                                                                                                                                                                                                         |
| 10.26(42)(19)        |       | Deferred   Compensation Plan effective January 1, 2009.                                                                                                                                                                                                                                                                                                                                                                                      |
| 10.27(43)(19)        |       | Description   of Calendar 2010 Non-employee Director Compensation Arrangements.                                                                                                                                                                                                                                                                                                                                                                   |
| 10.28(44)(19)        |       | Form of   Stock Option Agreement for use under the 2009 Incentive Plan.                                                                                                                                                                                                                                                                                                                                                                      |
| 10.29(45)(19)        |       | Form of   Restricted Stock Unit Agreement for use under the 2009 Incentive Plan.                                                                                                                                                                                                                                                                                                                                                             |
| 10.30(46)(19)        |       | Form of   Restricted Stock Agreement for use under the 2009 Incentive Plan.                                                                                                                                                                                                                                                                                                                                                                  |
| 10.31(47)(19)        |       | Employment   offer letter dated September 4, 2009 between the Registrant and Bob   Eulau.                                                                                                                                                                                                                                                                                                                                               |
| 10.32(48)(19)        |       | Amendment   to Employment Agreement by and between the Registrant and Michael Tyler dated   November 15, 2007.                                                                                                                                                                                                                                                                                                                               |
| 10.33(49)(19)        |       | Form of   Change of Control Severance Benefit Agreement.                                                                                                                                                                                                                                                                                                                                                                                     |
| 10.34(50)            |       | Amendment   No. 1 dated as of April 6, 2010 to Loan, Guaranty and Security   Agreement dated as of November 19, 2008 among the Registrant and certain   of its subsidiaries, as borrowers, Sanmina-SCI Systems (Canada), Inc.   and SCI Brockville Corp., as Designated Canadian Guarantors, the financial   institutions party thereto and Bank of America, N.A. as agent for such   lenders.                                |
| 10.35(51)            |       | Incremental   Loan Agreement Joinder dated as of April 6, 2010 among the parties to   the Loan and Security Agreement dated November 19, 2008 and Goldman   Sachs Lending Partners LLC and Morgan Stanley Senior Funding, Inc., as   assuming lenders under the Loan and Security Agreement.                                                                                                                                       |
| 10.36(52)(19)        |       | Amendment   to Employment Agreement by and between the Registrant and Michael R. Tyler   dated April 6, 2010.                                                                                                                                                                                                                                                                                                                                |
| 14.1(53)             |       | Code   of Business Conduct and Ethics of the Registrant.                                                                                                                                                                                                                                                                                                                                                                                          |
| 21.1(54)             |       | Subsidiaries   of the Registrant.                                                                                                                                                                                                                                                                                                                                                                                                                 |
| 23.1                 |       | Consent   of KPMG LLP, independent registered public accounting firm (filed   herewith).                                                                                                                                                                                                                                                                                                                                                     |
| 31.1                 |       | 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).                                                                                                                                                                                                                   |
| 31.2                 |       | 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).                                                                                                                                                                                                                   |
| 32.1(55)             |       | 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).                                                                                                                                                                                                                                                       |
| 32.2(55)             |       | 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).                                                                                                                                                                                                                                                       |

 

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| (1) |   | 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. |
|-----|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| (2) |   | 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.                                                                            |

 

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| (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 4.2 to the Registrant’s Registration Statement   on Form 8-A, filed with the SEC on May 25, 2001.                                                       |
| (8)  |   | Incorporated   by reference to Exhibit 4.2.3 to the Registrant’s Annual Report on   Form 10-K for the fiscal year ended October 1, 2005, filed with the   SEC on December 29, 2005.       |
| (9)  |   | Incorporated   by reference to Exhibit 4.7.2 to the Registrant’s Annual Report on   Form 10-K for the fiscal year ended October 1, 2005, filed with the   SEC on December 29, 2005.       |
| (10) |   | Incorporated   by reference to Exhibit 4.9 to the Registrant’s Quarterly Report on   Form 10-Q for the fiscal quarter ended December 28, 2002, filed   with the SEC on February 11, 2003. |
| (11) |   | Incorporated   by reference to Exhibit 4.1 to the Registrant’s Current Report on   Form 8-K, filed with the SEC on February 24, 2005.                                                          |
| (12) |   | Incorporated   by reference to Exhibit 4.13.1 to the Registrant’s Annual Report on   Form 10-K for the fiscal year ended October 1, 2005, filed with the   SEC on December 29, 2005.      |
| (13) |   | Incorporated   by reference to Exhibit 4.13.2 to the Registrant’s Annual Report on   Form 10-K for the fiscal year ended September 30, 2006, filed with   the SEC on January 3, 2007.     |
| (14) |   | Incorporated   by reference to Exhibit 4.1 to the Registrant’s Current Report on   Form 8-K, filed with the SEC on February 17, 2006.                                                          |
| (15) |   | Incorporated   by reference to Exhibit 4.14.1 to the Registrant’s Annual Report on   Form 10-K for the fiscal year ended September 30, 2006, filed with   the SEC on January 3, 2007.     |
| (16) |   | Incorporated   by reference to Exhibit 4.2 to the Registrant’s Current Report on   Form 8-K, filed with the SEC on June 13, 2007.                                                              |
| (17) |   | Incorporated   by reference to Exhibit 10.2 to the Registrant’s Annual Report on   Form 10-K, SEC File No. 000-21272, filed with the SEC on   December 29, 1994.                          |
| (18) |   | 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.                                                       |
| (19) |   | Compensatory   plan in which an executive officer or director participates.                                                                                                                                        |
| (20) |   | 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.   |
| (21) |   | Incorporated   by reference to Exhibit 10.4 to the Registrant’s Registration Statement   on Form S-8, SEC File No. 333-23565, filed with the SEC on   March 19, 1997.                     |
| (22) |   | Incorporated   by reference to Exhibit 10.1 to the Registrant’s Registration Statement   on Form S-8, SEC File No. 333-23565, filed with the SEC on   March 19, 1997.                     |
| (23) |   | Incorporated   by reference to Exhibit 4.2 to the Registrant’s Registration Statement   on Form S-8, filed with the SEC on June 23, 2000.                                                      |
| (24) |   | Incorporated   by reference to Exhibit 4.1 to the Registrant’s Registration Statement   on Form S-8, filed with the SEC on December 20, 2001.                                                  |
| (25) |   | Incorporated   by reference to Exhibit 4.2 to the Registrant’s Registration Statement   on Form S-8, filed with the SEC on December 20, 2001.                                                  |
| (26) |   | Incorporated   by reference to Exhibit 4.3 to the Registrant’s Registration Statement   on Form S-8, filed with the SEC on December 20, 2001.                                                  |
| (27) |   | Incorporated   by reference to Exhibit 10.4 to the Registrant’s Registration Statement   on Form S-1, SEC File No. 33-70700, filed with the SEC on   February 19, 1993.                   |
| (28) |   | 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.      |
| (29) |   | 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.     |
| (30) |   | 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.   |
| (31) |   | 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.      |
| (32) |   | 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.                                                     |

 

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| (33) |   | Incorporated   by reference to Exhibit 10.58 to the Registrant’s Annual Report on   Form 10-K for the fiscal year ended October 1, 2005, filed with the   SEC on December 29, 2005.                                                                                                                                                                                                                                                |
|------|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| (34) |   | Incorporated   by reference to Exhibit 10.62 to the Registrant’s Annual Report on   Form 10-K for the fiscal year ended September 29, 2007, filed with   the SEC on November 28, 2007.                                                                                                                                                                                                                                             |
| (35) |   | Incorporated   by reference to Exhibit 10.64 to the Registrant’s Quarterly Report on   Form 10-Q for the fiscal quarter ended March 29, 2008, filed with   the SEC on May 6, 2008.                                                                                                                                                                                                                                                 |
| (36) |   | Incorporated   by reference to Exhibit 10.71 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.                                                                                                                                                                                                                                               |
| (37) |   | Incorporated   by reference to Exhibit 10.67 to the Registrant’s Quarterly Report on Form 10-Q   for the fiscal quarter ended March 29, 2008, filed with the SEC on   May 6, 2008                                                                                                                                                                                                                                                  |
| (38) |   | 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.                                                                                                                                                                                                                                               |
| (39) |   | Incorporated   by reference to Exhibit 10.36 to Registrant’s Annual Report on   Form 10-K for the fiscal year ended September 27, 2008, filed with   the SEC on November 24, 2008.                                                                                                                                                                                                                                                 |
| (40) |   | Incorporated   by reference to Exhibit 10.37 of the Registrant’s Registration Statement   on Form  S-8, filed with the SEC on  March 12, 2010.                                                                                                                                                                                                                                                                                |
| (41) |   | Incorporated   by reference to Exhibit 10.38 to the Registrant’s Quarterly Report on   Form 10-Q for the fiscal quarter ended December 27, 2008, filed   with the SEC on February 2, 2009.                                                                                                                                                                                                                                         |
| (42) |   | 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.                                                                                                                                                                                                                                                 |
| (43) |   | Incorporated   by reference to Exhibit 10.42 to the Registrant’s Quarterly Report on   Form 10-Q for the fiscal quarter ended January 2, 2010.                                                                                                                                                                                                                                                                                          |
| (44) |   | 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                                                                                                                                                                                                                                                  |
| (45) |   | 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                                                                                                                                                                                                                                                  |
| (46) |   | 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                                                                                                                                                                                                                                                  |
| (47) |   | Incorporated   by reference to Exhibit 10.46 to the Registrant’s Annual Report on   Form 10-K for the fiscal year ended October 3, 2009.                                                                                                                                                                                                                                                                                                |
| (48) |   | Incorporated   by reference to Exhibit 10.47 to the Registrant’s Annual Report on   Form 10-K for the fiscal year ended October 3, 2009.                                                                                                                                                                                                                                                                                                |
| (49) |   | 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.                                                                                                                                                                                                                                                                                          |
| (50) |   | Incorporated   by reference to Exhibit 10.49 to Registrant’s Quarterly Report on   Form 10-Q for the fiscal quarter ended April 3, 2010.                                                                                                                                                                                                                                                                                                |
| (51) |   | Incorporated   by reference to Exhibit 10.50 to Registrant’s Quarterly Report on   Form 10-Q for the fiscal quarter ended April 3, 2010.                                                                                                                                                                                                                                                                                                |
| (52) |   | Incorporated   by reference to Exhibit 10.51 of Registrant’s Quarterly Report on   Form 10-Q for the fiscal quarter ended July 3, 2010.                                                                                                                                                                                                                                                                                                 |
| (53) |   | Incorporated   by reference to Exhibit 14.1 to Registrant’s Annual Report on   Form 10-K for the fiscal year ended September 27, 2008, filed with   the SEC on August 4, 2008                                                                                                                                                                                                                                                      |
| (54) |   | Incorporated   by reference to Exhibit 21.1 of the Original Form 10-K.                                                                                                                                                                                                                                                                                                                                                                            |
| (55) |   | 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. |

 

6

----

 

**SIGNATURES**

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this amendment to be signed on its behalf by the undersigned, thereunto duly authorized.

 
|                      | SANMINA-SCI   CORPORATION |
|---------------------------|---------------------------|
| Date:   May 24, 2011 | (Registrant)              |
|                      |                      |
|                      |                      |   |
|                      | By:                       | /s/   Jure Sola |
|                      |                      | Jure   Sola, *Chairman and Chief Executive Officer* |

 

Pursuant to the requirements of the Securities Exchange Act of 1934, this amendment has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 
| **Signature**            | ** ** | **Title**                                        | ** ** | **Date**                                |
|--------------------------|------------|--------------------------------------------------|------------|-----------------------------------------|
|                     |       |                                             |       |                                    |
| /s/ Jure Sola            |       | Chief   Executive Officer and Director           |       | May 24, 2011                       |
| Jure Sola                |       | (Principal   Executive Officer)                  |       |                                    |
|                     |       |                                             |       |                                    |
| /s/ Robert K. Eulau      |       |  Chief Financial Officer                    |       | May 24, 2011                       |
| Robert K. Eulau          |       | (Principal   Financial Officer)                  |       |                                    |
|                     |       |                                             |       |                                    |
| /s/ Todd Schull          |       | Senior   Vice-President and Corporate Controller |       | May 24, 2011                       |
| Todd Schull              |       | (Principal   Accounting Officer)                 |       |                                    |
|                     |       |                                             |       |                                    |
| /s/ Neil Bonke           |       | Director                                         |       | May 24, 2011                       |
| Neil Bonke               |       |                                             |       |                                    |
| /s/ John P. Goldsberry   |       | Director                                         |       | May 24, 2011                       |
| John P. Goldsberry       |       |                                             |       |                                    |
| /s/ Joseph Licata        |       | Director                                         |       | May 24, 2011                       |
| Joseph Licata            |       |                                             |       |                                    |
| /s/ Jean Manas           |       | Director                                         |       | May 20, 2011                       |
| Jean Manas               |       |                                             |       |                                    |
|                     |       | Director                                         |       | May     , 2011 |
| Mario M. Rosati          |       |                                             |       |                                    |
| /s/ A. Eugene Sapp       |       | Director                                         |       | May 24, 2011                       |
| A. Eugene Sapp, Jr. |       |                                             |       |                                    |
| /s/ Wayne Shortridge     |       | Director                                         |       | May 24, 2011                       |
| Wayne Shortridge         |       |                                             |       |                                    |
| /s/ Jackie M. Ward       |       | Director                                         |       | May 24, 2011                       |
| Jackie M. Ward           |       |                                             |       |                                    |

 

7

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**EXHIBIT INDEX**

 
| **Exhibit   Number** | ** ** | **Description**                                                                                                                                                                                                                                                                                                                                              |
|----------------------|------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                 |       |                                                                                                                                                                                                                                                                                                                                                         |
| 3.1(1)               |       | Restated   Certificate of Incorporation of the Registrant, dated January 31, 1996.                                                                                                                                                                                                                                                                      |
| 3.2(2)               |       | Certificate   of Amendment of the Restated Certificate of Incorporation of the Registrant,   dated March 9, 2001.                                                                                                                                                                                                                                       |
| 3.3(3)               |       | Certificate   of Designation of Rights, Preferences and Privileges of Series A   Participating Preferred Stock of the Registrant, dated May 31, 2001.                                                                                                                                                                                              |
| 3.4(4)               |       | Certificate   of Amendment of the Restated Certificate of Incorporation of the Registrant,   dated December 7, 2001.                                                                                                                                                                                                                                    |
| 3.5(5)               |       | Amended   and Restated Bylaws of the Registrant adopted by the Board of Directors on   December 1, 2008.                                                                                                                                                                                                                                                |
| 3.6(6)               |       | Certificate   of Amendment of the Restated Certificate of Incorporation of the Registrant,   as amended, dated July 27, 2009.                                                                                                                                                                                                                           |
| 4.1(7)               |       | Preferred   Stock Rights Agreement, dated as of May 17, 2001 between the Registrant   and Wells Fargo National Bank, Minnesota, N.A., including the form of   Certificate of Determination, the form of Rights Certificate and the Summary   of Rights attached thereto as Exhibits A, B, and C.                                                   |
| 4.2(8)               |       | Supplemental   Indenture No. 3, dated as of October 7, 2005, to the Subordinated   Indenture, by and among SCI Systems, Inc., Sanmina-SCI USA, Inc.   and J.P. Morgan Trust Company, National Association, as trustee.                                                                                                                   |
| 4.3(9)               |       | Second   Supplemental Indenture, dated as of September 30, 2005, among   Sanmina-SCI USA, Inc., the Registrant and U.S. Bank National   Association, as trustee.                                                                                                                                                                                   |
| 4.4(10)              |       | Intercreditor   Agreement, dated as of December 23, 2002, by and among, as second lien   collateral trustees, LaSalle Business Credit, Inc., as collateral agent,   State Street Bank and Trust Company of California, N.A. and each New First   Lien Claimholder Representative which may become a party from time to time,   and the Registrant. |
| 4.5(11)              |       | Indenture,   dated as of February 24, 2005, among the Registrant, the guarantors   party thereto and U.S. Bank National Association, as trustee.                                                                                                                                                                                                        |
| 4.6(12)              |       | First   Supplemental Indenture, dated as of September 30, 2005, among   Sanmina-SCI USA, Inc., the Registrant and U.S. Bank National   Association, as trustee.                                                                                                                                                                                    |
| 4.7(13)              |       | Second   Supplemental Indenture, dated as of January 3, 2007, among the   Registrant and U.S. Bank National Association, as trustee.                                                                                                                                                                                                                    |
| 4.8(14)              |       | Indenture,   dated as of February 15, 2006, among the Registrant, certain   subsidiaries of the Registrant as guarantors thereunder and U.S. Bank   National Association, as trustee.                                                                                                                                                                   |
| 4.9(15)              |       | First   Supplemental Indenture, dated as of January 3, 2007, among the   Registrant and U.S. Bank National Association, as trustee.                                                                                                                                                                                                                     |
| 4.10(16)             |       | Indenture,   dated as of June 12, 2007, among Registrant, the guarantors party   thereto, and Wells Fargo Bank, National Association as trustee, relating to   the Senior Floating Rate Notes due 2014.                                                                                                                                                 |
| 10.1(17)             |       | Amended   1990 Incentive Stock Plan.                                                                                                                                                                                                                                                                                                                         |
| 10.2(18)(19)         |       | 1999   Stock Plan.                                                                                                                                                                                                                                                                                                                                           |
| 10.3(20)             |       | Addendum   to the 1999 Stock Plan (Additional Terms and Conditions for Employees of the   French subsidiary(ies)), dated February 21, 2001.                                                                                                                                                                                                             |
| 10.4(21)             |       | 1995   Director Option Plan.                                                                                                                                                                                                                                                                                                                                 |
| 10.5(22)             |       | 1996   Supplemental Stock Plan.                                                                                                                                                                                                                                                                                                                              |
| 10.6(23)             |       | Hadco   Corporation Non-Qualified Stock Option Plan, as Amended and Restated   July 1, 1998.                                                                                                                                                                                                                                                            |
| 10.7(24)             |       | SCI   Systems, Inc. 1994 Stock Option Incentive Plan.                                                                                                                                                                                                                                                                                                   |
| 10.8(25)             |       | SCI   Systems, Inc. 2000 Stock Incentive Plan.                                                                                                                                                                                                                                                                                                          |
| 10.9(26)             |       | SCI   Systems, Inc. Board of Directors Deferred Compensation Plan.                                                                                                                                                                                                                                                                                      |
| 10.10(27)            |       | Form of   Indemnification Agreement executed by the Registrant and its officers and   directors pursuant to the Delaware reincorporation.                                                                                                                                                                                                               |
| 10.11(28)(19)        |       | Amended   and Restated Sanmina-SCI Corporation Deferred Compensation Plan for Outside   Directors.                                                                                                                                                                                                                                                           |
| 10.12(29)            |       | Rules of   the Sanmina-SCI Corporation Stock Option Plan 2000 (Sweden).                                                                                                                                                                                                                                                                                 |
| 10.13(30)            |       | Rules of   the Sanmina-SCI Corporation Stock Option Plan 2000 (Finland).                                                                                                                                                                                                                                                                                |

 

8

----

 
| **Exhibit   Number** | ** ** | **Description**                                                                                                                                                                                                                                                                                                                                                                                                                                   |
|----------------------|------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                 |       |                                                                                                                                                                                                                                                                                                                                                                                                                                              |
| 10.14(31)(19)        |       | Amended   and Restated Sanmina-SCI Corporation Deferred Compensation Plan dated   June 9, 2008.                                                                                                                                                                                                                                                                                                                                              |
| 10.15(32)            |       | 2003   Employee Stock Purchase Plan.                                                                                                                                                                                                                                                                                                                                                                                                              |
| 10.16(33)            |       | Randy   Furr separation agreement.                                                                                                                                                                                                                                                                                                                                                                                                                |
| 10.17(34)(19)        |       | Employment   Agreement dated as of March 2, 2007 by and between the Registrant and   Michael Tyler.                                                                                                                                                                                                                                                                                                                                          |
| 10.18(35)            |       | Asset   Purchase and Sale Agreement dated February 17, 2008 by and among the   Registrant, Sanmina-SCI USA Inc., SCI Technology, Inc., Sanmina-SCI   Systems de Mexico S.A. de C.V., Sanmina-SCI Systems Services de   Mexico S.A. de C.V., Sanmina-SCI Hungary Electronics Manufacturing   Limited Liability Company, Sanmina-SCI Australia PTY LTD and Foxteq   Holdings, Inc.                               |
| 10.19(36)            |       | Amendment   to Asset Purchase Agreement dated February 17, 2008 by and among the   Registrant, Sanmina-SCI USA Inc., SCI Technology, Inc., Sanmina-SCI   Systems de Mexico S.A. de C.V., Sanmina-SCI Systems Services de   Mexico S.A. de C.V., Sanmina-SCI Hungary Electronics Manufacturing   Limited Liability Company, Sanmina-SCI Australia PTY LTD and Foxteq   Holdings, Inc., dated July 7, 2008. |
| 10.20(37)            |       | Asset   Purchase Agreement dated April 25, 2008 by and among Sanmina-SCI   USA Inc., Sanmina-SCI Systems de Mexico S.A. de C.V., Sanmina-SCI   Systems Services de Mexico S.A. de C.V., Lenovo (Singapore) Pte.Ltd. and   Lenovo Centro Tecnologico, SdeRL de C.V.                                                                                                                                                            |
| 10.21(38)(19)        |       | Revised   form of Officer and Director Indemnification Agreement.                                                                                                                                                                                                                                                                                                                                                                                 |
| 10.22(39)            |       | Loan,   Guaranty and Security Agreement, dated as of November 19, 2008, among   the Registrant and certain of, as Designated Canadian Guarantors, the   financial institutions party thereto from time to time a its subsidiaries as   borrowers, Sanmina-SCI Systems (Canada) Inc. and SCI Brockville Corp.s   lenders and Bank of America, N.A., as agent for such lenders.                                                           |
| 10.23(40)(19)        |       | 2009   Incentive Plan, as amended.                                                                                                                                                                                                                                                                                                                                                                                                                |
| 10.24(41)            |       | Credit   and Security Agreement dated as of November 24, 2008 by and among   Sanmina SPV LLC, the lenders named therein and Deutsche Bank AG, New York   Branch, as administrative agent and collateral agent.                                                                                                                                                                                                                               |
| 10.25(42)(19)        |       | Deferred   Compensation Plan for Outside Directors amended and restated effective   January 1, 2009.                                                                                                                                                                                                                                                                                                                                         |
| 10.26(42)(19)        |       | Deferred   Compensation Plan effective January 1, 2009.                                                                                                                                                                                                                                                                                                                                                                                      |
| 10.27(43)(19)        |       | Description   of Calendar 2010 Non-employee Director Compensation Arrangements.                                                                                                                                                                                                                                                                                                                                                                   |
| 10.28(44)(19)        |       | Form of   Stock Option Agreement for use under the 2009 Incentive Plan.                                                                                                                                                                                                                                                                                                                                                                      |
| 10.29(45)(19)        |       | Form of   Restricted Stock Unit Agreement for use under the 2009 Incentive Plan.                                                                                                                                                                                                                                                                                                                                                             |
| 10.30(46)(19)        |       | Form of   Restricted Stock Agreement for use under the 2009 Incentive Plan.                                                                                                                                                                                                                                                                                                                                                                  |
| 10.31(47)(19)        |       | Employment   offer letter dated September 4, 2009 between the Registrant and Bob   Eulau.                                                                                                                                                                                                                                                                                                                                               |
| 10.32(48)(19)        |       | Amendment   to Employment Agreement by and between the Registrant and Michael Tyler dated   November 15, 2007.                                                                                                                                                                                                                                                                                                                               |
| 10.33(49)(19)        |       | Form of   Change of Control Severance Benefit Agreement.                                                                                                                                                                                                                                                                                                                                                                                     |
| 10.34(50)            |       | Amendment   No. 1 dated as of April 6, 2010 to Loan, Guaranty and Security   Agreement dated as of November 19, 2008 among the Registrant and certain   of its subsidiaries, as borrowers, Sanmina-SCI Systems (Canada), Inc.   and SCI Brockville Corp., as Designated Canadian Guarantors, the financial   institutions party thereto and Bank of America, N.A. as agent for such   lenders.                                |
| 10.35(51)            |       | Incremental   Loan Agreement Joinder dated as of April 6, 2010 among the parties to   the Loan and Security Agreement dated November 19, 2008 and Goldman   Sachs Lending Partners LLC and Morgan Stanley Senior Funding, Inc., as   assuming lenders under the Loan and Security Agreement.                                                                                                                                       |
| 10.36(52)(19)        |       | Amendment   to Employment Agreement by and between the Registrant and Michael R. Tyler   dated April 6, 2010.                                                                                                                                                                                                                                                                                                                                |
| 14.1(53)             |       | Code   of Business Conduct and Ethics of the Registrant.                                                                                                                                                                                                                                                                                                                                                                                          |
| 21.1(54)             |       | Subsidiaries   of the Registrant.                                                                                                                                                                                                                                                                                                                                                                                                                 |
| 23.1                 |       | Consent   of KPMG LLP, independent registered public accounting firm (filed   herewith).                                                                                                                                                                                                                                                                                                                                                     |
| 31.1                 |       | 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).                                                                                                                                                                                                                   |
| 31.2                 |       | 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).                                                                                                                                                                                                                   |
| 32.1(55)             |       | 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).                                                                                                                                                                                                                                                       |

 

9

----

 
| **Exhibit   Number** | ** ** | **Description**                                                                                                                                                                             |
|----------------------|------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 32.2(55)             |       | 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). |

 

----

| (1)  |   | 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. |
|------|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| (2)  |   | 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 4.2 to the Registrant’s Registration Statement   on Form 8-A, filed with the SEC on May 25, 2001.                                                                                                                                  |
| (8)  |   | Incorporated   by reference to Exhibit 4.2.3 to the Registrant’s Annual Report on   Form 10-K for the fiscal year ended October 1, 2005, filed with the   SEC on December 29, 2005.                                                                                  |
| (9)  |   | Incorporated   by reference to Exhibit 4.7.2 to the Registrant’s Annual Report on   Form 10-K for the fiscal year ended October 1, 2005, filed with the   SEC on December 29, 2005.                                                                                  |
| (10) |   | Incorporated   by reference to Exhibit 4.9 to the Registrant’s Quarterly Report on   Form 10-Q for the fiscal quarter ended December 28, 2002, filed   with the SEC on February 11, 2003.                                                                            |
| (11) |   | Incorporated   by reference to Exhibit 4.1 to the Registrant’s Current Report on   Form 8-K, filed with the SEC on February 24, 2005.                                                                                                                                     |
| (12) |   | Incorporated   by reference to Exhibit 4.13.1 to the Registrant’s Annual Report on   Form 10-K for the fiscal year ended October 1, 2005, filed with the   SEC on December 29, 2005.                                                                                 |
| (13) |   | Incorporated   by reference to Exhibit 4.13.2 to the Registrant’s Annual Report on   Form 10-K for the fiscal year ended September 30, 2006, filed with   the SEC on January 3, 2007.                                                                                |
| (14) |   | Incorporated   by reference to Exhibit 4.1 to the Registrant’s Current Report on   Form 8-K, filed with the SEC on February 17, 2006.                                                                                                                                     |
| (15) |   | Incorporated   by reference to Exhibit 4.14.1 to the Registrant’s Annual Report on   Form 10-K for the fiscal year ended September 30, 2006, filed with   the SEC on January 3, 2007.                                                                                |
| (16) |   | Incorporated   by reference to Exhibit 4.2 to the Registrant’s Current Report on   Form 8-K, filed with the SEC on June 13, 2007.                                                                                                                                         |
| (17) |   | Incorporated   by reference to Exhibit 10.2 to the Registrant’s Annual Report on   Form 10-K, SEC File No. 000-21272, filed with the SEC on   December 29, 1994.                                                                                                     |
| (18) |   | 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.                                                                                                                                  |
| (19) |   | Compensatory   plan in which an executive officer or director participates.                                                                                                                                                                                                                   |
| (20) |   | 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.                                                                              |
| (21) |   | Incorporated   by reference to Exhibit 10.4 to the Registrant’s Registration Statement   on Form S-8, SEC File No. 333-23565, filed with the SEC on   March 19, 1997.                                                                                                |
| (22) |   | Incorporated   by reference to Exhibit 10.1 to the Registrant’s Registration Statement   on Form S-8, SEC File No. 333-23565, filed with the SEC on   March 19, 1997.                                                                                                |
| (23) |   | Incorporated   by reference to Exhibit 4.2 to the Registrant’s Registration Statement   on Form S-8, filed with the SEC on June 23, 2000.                                                                                                                                 |
| (24) |   | Incorporated   by reference to Exhibit 4.1 to the Registrant’s Registration Statement   on Form S-8, filed with the SEC on December 20, 2001.                                                                                                                             |
| (25) |   | Incorporated   by reference to Exhibit 4.2 to the Registrant’s Registration Statement   on Form S-8, filed with the SEC on December 20, 2001.                                                                                                                             |
| (26) |   | Incorporated   by reference to Exhibit 4.3 to the Registrant’s Registration Statement   on Form S-8, filed with the SEC on December 20, 2001.                                                                                                                             |
| (27) |   | Incorporated   by reference to Exhibit 10.4 to the Registrant’s Registration Statement   on Form S-1, SEC File No. 33-70700, filed with the SEC on   February 19, 1993.                                                                                              |
| (28) |   | 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.                                                                                 |

 

10

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| (29) |   | 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.                                                                                                                                                                                                                                              |
|------|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| (30) |   | 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.                                                                                                                                                                                                                                            |
| (31) |   | 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.                                                                                                                                                                                                                                               |
| (32) |   | 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.                                                                                                                                                                                                                                                                                              |
| (33) |   | Incorporated   by reference to Exhibit 10.58 to the Registrant’s Annual Report on   Form 10-K for the fiscal year ended October 1, 2005, filed with the   SEC on December 29, 2005.                                                                                                                                                                                                                                                |
| (34) |   | Incorporated   by reference to Exhibit 10.62 to the Registrant’s Annual Report on   Form 10-K for the fiscal year ended September 29, 2007, filed with   the SEC on November 28, 2007.                                                                                                                                                                                                                                             |
| (35) |   | Incorporated   by reference to Exhibit 10.64 to the Registrant’s Quarterly Report on   Form 10-Q for the fiscal quarter ended March 29, 2008, filed with   the SEC on May 6, 2008.                                                                                                                                                                                                                                                 |
| (36) |   | Incorporated   by reference to Exhibit 10.71 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.                                                                                                                                                                                                                                               |
| (37) |   | Incorporated   by reference to Exhibit 10.67 to the Registrant’s Quarterly Report on   Form 10-Q for the fiscal quarter ended March 29, 2008, filed with   the SEC on May 6, 2008                                                                                                                                                                                                                                                  |
| (38) |   | 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.                                                                                                                                                                                                                                               |
| (39) |   | Incorporated   by reference to Exhibit 10.36 to Registrant’s Annual Report on   Form 10-K for the fiscal year ended September 27, 2008, filed with   the SEC on November 24, 2008.                                                                                                                                                                                                                                                 |
| (40) |   | Incorporated   by reference to Exhibit 10.37 of the Registrant’s Registration Statement   on Form  S-8, filed with the SEC on  March 12, 2010.                                                                                                                                                                                                                                                                                |
| (41) |   | Incorporated   by reference to Exhibit 10.38 to the Registrant’s Quarterly Report on   Form 10-Q for the fiscal quarter ended December 27, 2008, filed   with the SEC on February 2, 2009.                                                                                                                                                                                                                                         |
| (42) |   | 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.                                                                                                                                                                                                                                                 |
| (43) |   | Incorporated   by reference to Exhibit 10.42 to the Registrant’s Quarterly Report on   Form 10-Q for the fiscal quarter ended January 2, 2010.                                                                                                                                                                                                                                                                                          |
| (44) |   | 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                                                                                                                                                                                                                                                  |
| (45) |   | 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                                                                                                                                                                                                                                                  |
| (46) |   | 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                                                                                                                                                                                                                                                  |
| (47) |   | Incorporated   by reference to Exhibit 10.46 to the Registrant’s Annual Report on   Form 10-K for the fiscal year ended October 3, 2009.                                                                                                                                                                                                                                                                                                |
| (48) |   | Incorporated   by reference to Exhibit 10.47 to the Registrant’s Annual Report on   Form 10-K for the fiscal year ended October 3, 2009.                                                                                                                                                                                                                                                                                                |
| (49) |   | 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.                                                                                                                                                                                                                                                                                          |
| (50) |   | Incorporated   by reference to Exhibit 10.49 to Registrant’s Quarterly Report on   Form 10-Q for the fiscal quarter ended April 3, 2010.                                                                                                                                                                                                                                                                                                |
| (51) |   | Incorporated   by reference to Exhibit 10.50 to Registrant’s Quarterly Report on   Form 10-Q for the fiscal quarter ended April 3, 2010.                                                                                                                                                                                                                                                                                                |
| (52) |   | Incorporated   by reference to Exhibit 10.51 of Registrant’s Quarterly Report on   Form 10-Q for the fiscal quarter ended July 3, 2010.                                                                                                                                                                                                                                                                                                 |
| (53) |   | Incorporated   by reference to Exhibit 14.1 to Registrant’s Annual Report on   Form 10-K for the fiscal year ended September 27, 2008, filed with   the SEC on August 4, 2008                                                                                                                                                                                                                                                      |
| (54) |   | Incorporated   by reference to Exhibit 21.1 of the Original Form 10-K.                                                                                                                                                                                                                                                                                                                                                                            |
| (55) |   | 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. |

 

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