Attached files
| file | filename |
|---|---|
| EX-10.1 - EXHIBIT 10.1 - INGRAM MICRO INC | dp17321_ex1001.htm |
| EX-10.2 - EXHIBIT 10.2 - INGRAM MICRO INC | dp17321_ex1002.htm |
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): April 26,
2010
Ingram
Micro Inc.
(Exact
Name of Registrant as Specified in Charter)
|
Delaware
|
1-12203
|
62-1644402
|
|
(State or Other
Jurisdiction
of
Incorporation)
|
(Commission File
Number)
|
(I.R.S.
Employer
Identification
No.)
|
|
1600
E. St. Andrew Place, Santa Ana, CA 92705
|
|
(Address of
Principal Executive Offices and Zip
Code)
|
(714)
566-1000
(Registrant’s
Telephone Number, including Area Code)
Not
Applicable
(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:
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
o
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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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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.01.
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Entry
into a Material Definitive
Agreement.
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On April
26, 2010, Ingram Micro Inc. (the “Company”) and Ingram Funding Inc. (“Ingram
Funding”), a wholly-owned subsidiary of the Company, entered into a new U.S.
revolving trade account receivable-backed financing program (the “New
Receivables Program”) pursuant to a Receivables Purchase Agreement and a
Receivables Sale Agreement included as exhibits in this report. The
New Receivables Program replaces the Company’s previous U.S. revolving trade
account receivable-backed financing program, which was terminated on the
same date as discussed below under Item 1.02. The New Receivables
Program provides for up to $500 million initially in borrowing capacity
secured by a majority of the Company’s U.S.-based receivables, and may, subject
to the financial institution’s approval and availability of eligible
receivables, be increased to $700 million in accordance with the terms of the
Receivables Purchase Agreement. The New Receivables Program matures
in April 2013 and the interest rate is dependent on designated commercial
paper rates (or, in certain circumstances, an alternate rate) plus a
predetermined margin. The Receivables Purchase Agreement is subject to customary
fees and contains various customary affirmative and negative covenants,
representations and warranties and default and termination provisions. The
foregoing description is qualified in its entirety by reference to the
Receivables Purchase Agreement and the Receivables Sale Agreement, copies of
which are filed as Exhibit 10.1 and 10.2 to this report, respectively, and
incorporated herein by reference.
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Item
1.02.
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Termination
of a Material Definitive Agreement.
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On April
26, 2010, in connection with the entry into the New Receivables Program
discussed above, the Company and Ingram Funding terminated a previous
receivables funding agreement, dated July 29, 2004, as amended from time to
time, among the Company, Ingram Funding and General Electric Capital Corporation
and a previous receivables sale agreement, dated July 29, 2004, as amended
from time to time, between the Company and Ingram Funding (collectively, the
“Previous Program”). The maximum amount available under the Previous
Program was $650 million and the final maturity date was July 30,
2010. The Company had no borrowings outstanding under the Previous
Program as of April 3, 2010.
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Item
2.03.
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Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement of a Registrant.
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The information set forth in Item 1.01
is incorporated by reference herein.
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Item
9.01.
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Financial
Statements and Exhibits.
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(d)
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Exhibits.
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Exhibit
No.
|
Description
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|||
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10.1
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Receivables
Purchase Agreement dated April 26, 2010 among Ingram Micro Inc., Ingram
Funding Inc., the various Purchaser Groups from time to time party thereto
and BNP Paribas
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|||
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10.2
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Receivables Sale Agreement dated
April 26, 2010 among Ingram Micro Inc., Ingram Funding Inc. and each of
the other entities party thereto from time to time as
Originators
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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INGRAM
MICRO INC.
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||||||
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Date:
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April
28, 2010
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By:
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/s/
Larry C. Boyd
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|||
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Name:
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Larry
C. Boyd
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|||||
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Title:
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Executive
Vice President,
Secretary
and General Counsel
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|||||
EXHIBIT
INDEX
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Exhibit
No.
|
Description
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|||
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10.1
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Receivables
Purchase Agreement dated April 26, 2010 among Ingram Micro Inc., Ingram
Funding Inc., the various Purchaser Groups from time to time party thereto
and BNP Paribas
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|||
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10.2
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Receivables Sale Agreement dated
April 26, 2010 among Ingram Micro Inc., Ingram Funding Inc. and each of
the other entities party thereto from time to time as
Originators
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