UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) September 27, 2011
Jabil Circuit, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware
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001-14063
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38-1886260 |
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| (State or other jurisdiction
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(Commission File Number)
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(IRS Employer |
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Identification No.) |
10560 Dr. Martin Luther King, Jr. Street North, St. Petersburg, Florida 33716
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code (727) 577-9749
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
Item 2.02 Results of Operations and Financial Condition.
On September 27, 2011, Jabil Circuit, Inc. issued a press release announcing its results of
operations for the fourth fiscal quarter and full fiscal year ended August 31, 2011 and held a
related conference call to discuss these results. A copy of the press release was furnished as
Exhibit 99.1 to a Current Report on Form 8-K that the Company filed with the Securities and
Exchange Commission on September 27, 2011. A copy of the presentation posted on the Company’s
website before the conference call and discussed on the call is attached as Exhibit 99.1 hereto and
is incorporated by reference herein.
The presentation attached as Exhibit 99.1 hereto contains forward-looking statements, including
those regarding our anticipated financial results for our fourth fiscal quarter and fiscal year
2011; our currently expected first quarter of fiscal year 2012 net revenue, core operating income,
core operating margin, core and GAAP earnings per share results, sales, general & administrative
expenses, research & development expenses, amortization of intangibles, stock-based compensation,
net interest expense and core tax rate; the estimated sequential growth of our segments; our IT
infrastructure investments; our High Velocity Systems (“HVS”) segment’s focus on cost; our HVS
segment’s development of new technology, approaches and locations; our HVS segment’s provision of
synergy to high growth areas; our HVS segment’s abilities to operate with relatively light assets
and generate free cash flow; our Enterprise & Infrastructure (“E&I”) segment’s engineering
intimacy, manufacturing quality, planning tools, locations, scale, capability and systems; our
Materials Technology Group’s differentiated materials technology and synergistic value; the
strength of our Aftermarket Services relative to our competitors; the diversification of our
Aftermarket Services; the movement of our Healthcare & Instrumentation sector beyond electronics;
the standing of our Healthcare & Instrumentation sector relative to our competitors in terms of mix
and complexity; the participation of our Industrial & CleanTech sector in the entire ecosystem; the
constant state of change and challenge related to our customers’ locations and businesses; the
ability of our customers to manage in the current environment; our ability to globally develop,
make, deliver and service products; and the demand for our services. The statements in this
presentation are based on current expectations, forecasts and assumptions involving risks and
uncertainties that could cause actual outcomes and results to differ materially. These risks and
uncertainties include, but are not limited to: our determination as we finalize our financial
results for our fourth fiscal quarter and fiscal year 2011 that our financial results and
conditions differ from our current preliminary unaudited numbers set forth herein; adverse changes
in the demand, or expected demand, of our customers; the expected new business opportunities in
targeted segments failing to arise; adverse changes in current macro-economic conditions, both in
the U.S. and internationally; our financial performance during and after the current economic
conditions; our ability to maintain and improve costs, quality and delivery for our customers;
risks and costs inherent in litigation; whether our realignment of our capacity will adversely
affect our cost structure, ability to service customers and labor relations; our ability to take
advantage of perceived benefits of offering customers vertically integrated services; changes in
technology; competition; anticipated growth for us and our industry that may not occur; managing
rapid growth; managing rapid declines in customer demand that may occur; our ability to
successfully consummate acquisitions and divestitures; managing the integration of businesses we
acquire (including, with respect to the acquisition of the Italian and French sites, potential
unknown liabilities and the costs associated with addressing potential reduced business activity at
these sites); risks associated with international sales and operations; retaining key personnel;
our dependence on a limited number of large customers; changes in our investment decisions; changes
in our HVS segment’s operational focus, development and provision of synergy, abilities to operate
with relatively light assets and generate free cash flow; changes in our E&I segment’s engineering,
manufacturing quality, planning tools, locations, scale, capability and systems; changes in our
Materials Technology Group’s differentiated materials technology and synergistic value; our
Aftermarket Services weakening relative to our competitors; changes in the diversification of our
Aftermarket Services; changes in the focus and relative competitive standing of our Healthcare &
Instrumentation sector; changes in the operations of our Industrial & CleanTech sector; and
business and competitive factors generally affecting the electronic manufacturing services
industry, our customers and our business; other factors that we may not have currently identified
or quantified; and other risks, relevant factors and uncertainties identified in our Annual Report
on Form 10-K for the fiscal year ended August 31, 2010, subsequent Reports on Form 10-Q and Form
8-K and our other securities filings. Jabil disclaims any intention or obligation to update or
revise any forward-looking statements, whether as a result of new information, future events or
otherwise.
The information furnished herewith pursuant to Item 2.02 of this Current Report, including Exhibit
99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the
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“Exchange Act”), or otherwise subject to the liabilities of that section. The information in this
Current Report shall not be incorporated by reference into any filing under the Securities Act of
1933, as amended, or the Exchange Act, whether made before or after the date of this Current
Report, regardless of any general incorporation language in the filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following exhibit is furnished herewith:
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Description |
99.1
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Presentation dated September 27, 2011. |
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