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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 10-Q

Commission File Number: 0-31285

TTM TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)

        Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý    No o

        Number of shares of common stock, no par value, of registrant outstanding at October 18, 2002: 39,846,453

TABLE OF CONTENTS

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Item 1.    Financial Statements

TTM TECHNOLOGIES, INC.
Condensed Consolidated Balance Sheets
(Unaudited)
(In thousands)

See accompanying notes to condensed consolidated financial statements.

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TTM TECHNOLOGIES, INC.
Condensed Consolidated Statements of Operations
(Unaudited)
(In thousands, except per share amounts)

See accompanying notes to condensed consolidated financial statements.

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TTM TECHNOLOGIES, INC.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)

        Supplemental disclosure of noncash investing and financing activities: During 2002 and 2001, the Company recorded $189 and $477, respectively, of tax benefit for employee exercises of options.

See accompanying notes to condensed consolidated financial statements.

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TTM TECHNOLOGIES, INC.
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(In thousands, except per share amounts)

1.    Basis of Presentation

        The accompanying condensed consolidated financial statements have been prepared by TTM Technologies, Inc. (the "Company"), without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to such rules and regulations. These condensed consolidated financial statements reflect all adjustments (consisting only of normal recurring adjustments), which in the opinion of management, are necessary to present fairly the financial position, the results of operations and cash flows of the Company for the periods presented. It is suggested that these condensed consolidated financial statements be read in conjunction with the consolidated financial statements and the notes thereto included in the Company's Annual Report to Shareholders on Form 10-K.

        The results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year.

2.    Earnings (Loss) Per Common Share

        The following is a reconciliation of the numerator and denominator used to calculate basic earnings per common share and diluted earnings per common share for the quarter and three quarters ended September 30, 2002, and October 1, 2001:

        The computation of Diluted EPS does not assume exercise or conversion of securities that would have an antidilutive effect on net income per common share. As of September 30, 2002, stock options to purchase 2,533 shares of common stock were not considered for loss periods since their effect would be antidilutive, thereby decreasing the loss for common shares. As of October 1, 2001, options to purchase 451 shares of common stock were not included in the computation of Diluted EPS because the exercise prices of the options were greater than the average market price of the common shares during the third fiscal quarter 2001.

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3.    Common Stock Transactions

        The Company completed a secondary offering in February 2002 in which a total, including the overallotment option, of 7,245 shares of common stock were sold (2,025 were sold by the Company and 5,220 shares were sold by the selling shareholders) at a price of $8.50 per share. The Company received net proceeds of approximately $15,283 after the underwriting discounts of $0.446 per share and other secondary offering expenses of approximately $1,027, which includes a $258 financial advisory fee paid to T.C. Management Partners IV, L.L.C. and Brockway Moran & Partners Management, L.P., entities owned by certain of our shareholders.

        During the three fiscal quarters ended September 30, 2002, the Company issued options to purchase 266 shares of common stock at a weighted-average exercise price of $9.84 per share.

        During the three fiscal quarters ended September 30, 2002, employees exercised stock options to purchase 179 shares of common stock at $2.63 per share for total proceeds of $471. The Company recorded a tax benefit of $189 as an increase to common stock for certain nonqualified options that were exercised during the same quarters.

        At September 30, 2002, there were outstanding options to purchase 2,533 shares of common stock with a weighted average price of $5.86.

4.    Goodwill and Other Intangible Assets

        Effective January 1, 2002, the Company adopted FASB Statement No. 142, "Goodwill and Other Intangible Assets." FASB No. 142 requires that goodwill and intangible assets deemed to have indefinite lives are no longer amortized but subject to assessment for impairment by applying a fair-valued-based impairment test in accordance with the statement. Other intangible assets will continue to be amortized over their useful lives. Upon adoption during the first quarter of 2002, the Company performed the required impairment tests of goodwill and determined that no impairment had occurred.

        As of September 30, 2002, the Company had goodwill with a carrying value of $63,153 which is not being amortized and is subject to impairment testing. The Company performs a goodwill impairment test on an annual basis or more often, if events or changes in circumstances indicate that impairment may exist. The Company plans to perform its annual impairment test no later than the first quarter of 2003. It is possible that the test could result in an impairment charge which could have an adverse impact on the Company's profitability and results of operations.

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        The following is a reconciliation of net income (loss) and earnings (loss) per share adjusted to show the impact of eliminating goodwill amortization and the related income tax effect as if FASB No. 142 had been in place during the quarter and three quarters ended October 1, 2001:

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5.    Restructuring charges

        The Company recorded $907 in pretax restructuring charges for labor force reduction at its Burlington facility during the second quarter ended July 1, 2002. The charges consist of primarily severance costs for 141 terminated employees. All terminated employees were notified in June 2002. As of September 30, 2002, all restructuring accrual amounts were paid.

        Subsequent to quarter end, the Company announced its plans to consolidate manufacturing capabilities by closing its Burlington facility by the end of 2002. The Company expects to record significant restructuring charges in the fourth quarter of 2002. Although the assessment of the exact breakdown of the restructuring charges has not been finalized, the Company expects a substantial impairment charge related to the building, property and equipment at the Burlington facility and restructuring charges associated with the elimination of 51 employees at the facility.

6.    Legal Matters

        From time to time the Company may become a party to various legal proceedings arising in the ordinary course of our business. The Company was recently advised that it has been added as a defendant in a patent infringement lawsuit filed in the U.S. District Court for the District of Arizona by Lemelson Medical, Education and Research Foundation, Limited Partnership. The suit alleges that the Company infringed certain "machine vision" and other patents owned by the plaintiff and seeks injunctive relief, damages for the alleged infringements and payment of the plaintiff's attorneys' fees. Although the ultimate outcome of this matter is not currently determinable, the Company believes it has meritorious defenses to these allegations and, based in part on the licensing terms offered by the Lemelson Partnership, does not expect this litigation to materially impact the Company's business, results of operations or financial condition. However, there can be no assurance that the ultimate resolution of this matter will not have a material adverse effect. Furthermore, there can be no assurance that the Company will prevail in any such litigation.

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Item 2.  Management's Discussion and Analysis of Financial Condition and Results of Operations

        The following discussion of our financial condition and results of operations should be read in conjunction with our condensed consolidated financial statements and the related notes and the other financial information included in this Quarterly Report on Form 10-Q. This discussion and analysis contains forward-looking statements that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of specified factors, including those set forth in the section below entitled "Factors That May Affect Future Results" and elsewhere in this Quarterly Report on Form 10-Q.

        This discussion and analysis should be read in conjunction with "Management's Discussion and Analysis of Financial Condition and Results of Operations" set forth in our annual report on Form 10-K for the fiscal year ended December 31, 2001, filed with the Securities and Exchange Commission.

OVERVIEW

        We provide time-critical, one-stop manufacturing services for highly complex printed circuit boards. Our customers include original equipment manufacturers of electronic products and their suppliers, or electronic manufacturing services providers. Our time-to-market focused manufacturing services enable our customers to shorten the time required to develop new products and bring them to market.

        We support a strong and diversified customer base. We measure customers as those companies that place at least two orders in a 12-month period. As of September 30, 2002, we had approximately 560 customers, compared to approximately 620 customers as of October 1, 2001. We added 31 new customers in the third fiscal quarter 2002. Sales to our top 10 customers decreased from 53.0% of our net sales for the third fiscal quarter 2001 to 40.0% of our net sales for the third fiscal quarter 2002.

        The following table shows the percentage of our net sales in each of the principal end markets we served for the periods indicated:

        Our products are manufactured to our customers' design specifications and are priced to reflect both the complexity of the printed circuit boards and the time and volume requirements for the order. Generally, we quote prices after we receive the design specifications and time and volume requirements from our customers. Purchase orders may be cancelled prior to shipment. We charge customers a fee, based on percentage completed, if an order is cancelled once it has entered production.

        We recognize revenues upon shipment to the customer. We record net sales as our gross sales less an allowance for returns. We provide our customers a limited right of return for defective printed circuit boards. We record an allowance for estimated sales returns at the time of sale based on our historical results.

        Cost of goods sold consists of materials, labor, outside services and overhead expenses incurred in the manufacture and testing of our products. Many factors affect our gross margin, including capacity utilization, product mix, production volume and yield. We do not participate in any significant long-term supply contracts, and we believe there are a number of potential suppliers for the raw materials we use. We believe that our cost of goods sold will continue to fluctuate as a percentage of net sales.

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        Selling and marketing expenses consist primarily of salaries and commissions paid to our internal sales force and commissions paid to independent sales representatives, as well as costs associated with marketing materials and trade shows. As quick-turn sales become a higher percentage of total sales, our average commission rate is expected to increase. We expect our selling and marketing expenses to continue to fluctuate as a percentage of net sales.

        General and administrative costs primarily include the salaries for executive, finance, accounting, facilities and human resources personnel, as well as insurance expenses and expenses for accounting and legal assistance. We expect these expenses to continue to fluctuate as a percentage of net sales as we add personnel and incur additional costs related to the growth of our business and the requirements of operating as a public company.

        Amortization of intangibles consists of intangible assets, which we recorded as a result of the Power Circuits acquisition in July 1999. Effective January 1, 2002, we no longer record amortization on goodwill (see "Recently Issued Accounting Standards"). However, we will continue to amortize our intangible assets, which are primarily comprised of definite-lived strategic customer relationships.

        Our interest expense relates to our senior credit facility and our other long-term obligations.

        Amortization of debt issuance costs consists of the amortization of loan origination fees and related expenses. Interest and other income consists primarily of interest received on our cash balances.

Significant Accounting Policies—Significant Judgments and Estimates

        Accounting policies where significant judgments and estimates are made include: asset valuation related to bad debts; sales returns and allowances; impairment of long-lived assets, including goodwill and intangible assets; and realizability of deferred tax assets. A detailed description of these estimates and our pol