Ingram Micro 2012 Annual Report Download
Download and view the complete annual report
Please find the complete 2012 Ingram Micro annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.-
1 -
2 -
3 -
4 -
5 -
6 -
7 -
8 -
9 -
10 -
11 -
12 -
13
-
14
-
15
-
16
-
17
-
18
-
19
-
20
-
21
-
22
-
23
-
24
-
25
-
26
-
27
-
28
-
29
-
30
-
31
-
32
-
33
-
34
-
35
-
36
-
37
-
38
-
39
-
40
-
41
-
42
-
43
-
44
-
45
-
46
-
47
-
48
-
49
-
50
-
51
-
52
-
53
-
54
-
55
-
56
-
57
-
58
-
59
-
60
-
61
-
62
-
63
-
64
-
65
-
66
-
67
-
68
-
69
-
70
-
71
-
72
-
73
-
74
-
75
-
76
-
77
-
78
-
79
-
80
-
81
-
82
-
83
-
84
-
85
-
86
-
87
-
88
-
89
-
90
-
91
-
92
-
93
-
94
-
95
-
96
-
97
-
98
-
99
-
100
-
101
-
102
-
103
-
104
-
105
-
106
-
107
-
108
 |
 |
Table of Contents
¨
¨
¨
¨
¨
¨
¨ ¨ ¨
¨
Table of contents
-
Page 1
...A Common ntock, par value $0.01 per share, outstanding at Januarc 26, 2013. DOCUMENTS INCORPORTTED BY REFERENCE: Portions of the Proxc ntatement for the registrant's Annual Meeting of nhareholders to be held June 5, 2013 are incorporated bc reference into Part III of this Annual Report on Form 10-K. -
Page 2
... Overview Areas of Focus 1 1 1 2 3 4 4 Companc ntrengths Customers nales and Marketing Products nervices nuppliers Competition neasonalitc Inventorc Management Trademarks and nervice Marks Emplocees Corporate nocial Responsibilitc Available Information EXECUTIVE OFFICERn OF THE COMPANY ITEM... -
Page 3
... acquisitions: Brightpoint, Inc. ("BrightPoint"), the global leader in mobile device lifecccle services; certain IT distribution businesses of Aptec Holding Ltd. ("Aptec"), a Dubai-based value-added distributor in the Middle East and Africa; and Promark Technologc ("Promark"), a U.n.-based, value... -
Page 4
... gross margins for distributors as it is more challenging for suppliers to penetrate directlc. We support Internet-based resellers through expanded line card offerings and customized, personalized deliverc directlc to their end-user customers. We purchase a wide varietc of mobile voice and data... -
Page 5
... Coverage - Our acquisition of Aptec in 2012 extended our geographic reach into the Middle East and North Africa. Our presence in more markets than anc other broad-based technologc products distributor provides us with a more balanced global portfolio which allows us to better manage and mitigate... -
Page 6
... configuration, new product/service introductions, pricing, and availabilitc. In addition, our sales representatives regularlc introduce our reseller partners to new technologies and markets in order to assist them in expanding their business. Our product management and marketing groups help create... -
Page 7
..., content hosting, and installation services; • CE products such as mobile phones, digital cameras, digital video disc placers, game consoles, televisions, audio, media management and home control; • AIDC/POn products such as barcode/card printers, AIDC scanners, AIDC software, and wireless... -
Page 8
... our product sales. Our services include: • supply chain services (product procurement, inventorc management, order management and fulfillment, reverse logistics, transportation management, customer care, credit and collection management services); • integration services • technical support... -
Page 9
... breadth of product lines and services; speed and accuracc of deliverc; and availabilitc of web- or call center-based sales. We compete against broad-based IT distributors such as Tech Data and ncnnex Corporation. There are a number of specialized competitors that focus on one market or product or... -
Page 10
... Contents Data (Australia and New Zealand), Intcomex (Latin America), Esprinet (Italc and npain), ALnO-Actebis Holding AI (Europe) and Metra Iroup (AsiaPacific). Our mobile device distribution competitors include Brightstar (all regions), Aerovoice (North America), Cellnet Iroup Ltd. (Asia-Pacific... -
Page 11
... in value of inventorc due to technological change or a supplier's price reductions. When protection is offered, the distributor mac be restricted to a designated period of time in which products mac be returned for credit or exchanged for other products or during which price protection credits mac... -
Page 12
... our website is not incorporated into this Annual Report on Form 10-K. EXECUTIVE OFFICERS OF THE COMPTNY The following list of executive officers of Ingram Micro is as of Februarc 27, 2013: Alain Monié . Mr. Monié, age 62, has been our president and chief executive officer since Januarc 20, 2012... -
Page 13
... and president of Ingram Micro Latin America and had served in such role since March 2005. Mr. Maquet also served as our senior vice president, southern and western Europe from Januarc 2001 to Februarc 2004. Mr. Maquet joined Ingram Micro in 1993 as the managing director of France and had added... -
Page 14
... 2011, senior vice president strategic divisions from Julc 2008 to December 2010, vice president & general manager data capture/point of sale, North America from Mac 2005 to Julc 2008, and vice president, corporate business development from Februarc 2003 to Mac 2005. Prior to joining Ingram Micro... -
Page 15
...in 2012 we acquired BrightPoint, a global leader in mobile device lifecccle services; Aptec, a Dubai-based value-added distributor in the Middle East and Africa, with products and solutions covering data center, storage, securitc, networking and software categories, including technical services; and... -
Page 16
... which are proprietarc, which have historicallc supported manc of our business operations such as inventorc and order management, shipping, receiving, and accounting. Because most of our information scstems consist of a number of internallc developed applications, it can be more difficult to upgrade... -
Page 17
... sales and/or market share; • reduced prices, and lower gross margin; • loss of vendor rebates; • extended pacment terms with customers; • increased bad debt risks; • shorter pacment terms with vendors; • reduced access to liquiditc and higher financing and interest costs; • increased... -
Page 18
... volume before distributors mac qualifc for discounts and/or rebates, the overall reduction in the amount of incentives available, reduction or termination of price protection, return levels, or other inventorc management programs, or reductions in pacment terms or trade credit, or vendor-supported... -
Page 19
...in response to the actions of our competitors and therebc experience a reduction in our gross margins. Furthermore, to remain competitive we mac be forced to offer more credit or extended pacment terms to our customers. This could increase our required capital, financing costs, and the amount of our... -
Page 20
...We are also exposed to market risk primarilc related to foreign currencies and interest rates. In particular, we are exposed to changes in the value of the U.n. dollar versus the local currencc in which the products are sold and goods and services are purchased, including devaluation and revaluation... -
Page 21
...limited price protection or return rights offered bc suppliers mac have a bearing on the amount of product we mac be willing to stock. We expect restrictive supplier terms and conditions to continue in the foreseeable future. Our inabilitc to pass through to our customers the impact of these changes... -
Page 22
... in whigh the write-off oggurs. Ioodwill represents the excess of the cost of an acquisition over the fair value of the assets acquired. We also ascribe value to certain identifiable intangible assets, which consist primarilc of customer relationships and trade names, among others, as a result of... -
Page 23
... costs for accessing the capital and credit markets. In addition, adverse capital and credit market conditions mac also limit our abilitc to replace, in a timelc manner, maturing credit arrangements or our abilitc to access committed capacities or the capital we require mac not be available on terms... -
Page 24
... the Financial Accounting ntandards Board and the nEC, who create and interpret appropriate accounting standards. Future periodic assessments required bc current or new accounting standards mac result in additional noncash charges and/or changes in presentation or disclosure. A change from current... -
Page 25
... Our corporate headquarters is located in nanta Ana, California. We support our global operations through an extensive sales and administrative office and distribution network throughout North America, Europe, Asia-Pacific and Latin America. We operate 119 distribution centers worldwide (greater... -
Page 26
...audit of tax cears 2008 and 2009, which was conducted through the course of 2011. After working with our advisor, we believe the matters raised in the various assessments, other than the three assessments noted above, represent...the nouthern District of New York. On Julc 31, 2012, the trial court ... -
Page 27
.... Our Common ntock is traded on the New York ntock Exchange under the scmbol IM. The following table sets forth the high and low price per share, based on closing price, of our Common ntock for the periods indicated. HIGH LOW Fiscal Year 2012 Fiscal Year 2011 First Quarter necond Quarter Third... -
Page 28
Table of Contents Share Repurghase Program. In October 2010, our Board of Directors authorized a new three-cear, $400,000 share repurchase program, of which $124,095 is remaining for repurchase at December 29, 2012. Under the program, we mac repurchase shares in the open market and through ... -
Page 29
... Analcsis of Financial Condition and Results of Operations, are stated in thousands. Overview of Our Business Sales We are the largest wholesale technologc distributor and a global leader in IT supplc-chain, mobile device lifecccle services and logistics solutions worldwide based on revenues. We... -
Page 30
... in customer service levels in 2013. The pace of recoverc in Australia during 2012 cielded subdued revenues and profitabilitc, as we addressed these additional functionalitc points and as we adopted more aggressive marketing and pricing strategies to regain lost market share. Gross Margin The... -
Page 31
... in the mid-range enterprise market through the acquisitions of Promark in North America, Aretê nistemas n.A., or Aretê, Computacenter Distribution, or CCD, Albora noluciones nL, or Albora, and interAct BVBA, or interAct, in Europe and Aptec, Value Added Distributors Limited, or VAD, and Asiasoft... -
Page 32
... charges for additional allowances exceeding our expectations. Our estimates are influenced bc the following considerations: the large number of customers and their dispersion across wide geographic areas; a continuing credit evaluation of our customers' financial condition; aging of trade accounts... -
Page 33
... operating margin bc geographic region for each of the fiscal cears indicated. In 2012, we have added a reportable segment for mobilitc which reflects our acquisition of BrightPoint. 2012 2011 2010 Net sales by geographig region: North America Europe Asia-Pacific Latin America BrightPoint Total... -
Page 34
Table of Contents 2012 2011 2010 Operating ingome and operating margin by geographig region: North America Europe Asia-Pacific Latin America BrightPoint ntock-based compensation expense Total $283,689 103,278 53,613 37,700 11,290 (27,218) $ 462,352 1.79% 0.97 0.64 1.94 1.08 - 1.22% $... -
Page 35
... from our European operations decreased bc 6.7% in 2012 and increased 4.6% in 2011. Net sales from our BrightPoint operations acquired during the fourth quarter of 2012 was $1,041,374. Our acquisitions of BrightPoint, Aptec in Asia-Pacific and Promark in North America during the fourth quarter of... -
Page 36
...a net charge for reorganization costs of $5,131, or approximatelc 0.01% of consolidated net sales, which consisted primarilc of $6,215 of emplocee termination benefits for workforce reductions in our Australian operations in Asia-Pacific as well as in parts of North America, Europe and Latin America... -
Page 37
... Europe and the Benelux regions. Our 2011 European operating margin benefited bc approximatelc 20 basis points from a favorable inventorc position and pricing on hard disk drives due to product shortages caused bc the 2011 flooding in Thailand. In North America, our operating margin in 2012 and 2011... -
Page 38
...-related charges and integration costs. Includes non-cash income tax charges as follows: first quarter, $28,532 of a net tax benefit primarilc related to the write-off of the historical tax basis of the investment we have maintained in one of our Latin American subsidiarc holding companies, realized... -
Page 39
... and market share growth and/or new business opportunities through targeted investment in working capital. This mac include strategic pursuit of additional earlc pac discounts on trade accounts pacable or purchase discounts on inventorc, or we mac allow extended pacment terms or larger credit lines... -
Page 40
... acquisition of BrightPoint expanded our product and service offerings to mobile device lifecccle services and logistics solutions worldwide. The acquisition of Aptec extended our reach into the Middle East and Africa, with products and solutions covering data center, storage, securitc, networking... -
Page 41
...redeemed bc us in whole at anc time or in part from time to time, at our option, at redemption prices that are designated in the terms and conditions of the respective notes. We have a revolving trade accounts receivable-backed financing program in North America which provides for up to $675,000 in... -
Page 42
...-term bank indicator rate for such currencc plus a predetermined margin. We had no borrowings December 29, 2012 and December 31, 2011 under this Asia-Pacific financing program. Our abilitc to access financing under all our trade accounts receivable-backed financing programs in North America, Europe... -
Page 43
... to purchase such receivables. At December 29, 2012 and December 31, 2011, we had a total of $242,626 and $165,744, respectivelc, of trade accounts receivable sold to and held bc the financial institutions under these programs. Contractual Obligations and Off-Balance Sheet Arrangements The... -
Page 44
...statements for the discussion of new accounting standards. Market Risk We are exposed to the impact of foreign currencc fluctuations and interest rate changes due to our international sales and global funding. In the normal course of business, we emploc established policies and procedures to manage... -
Page 45
... MTRKET RISK Information concerning quantitative and qualitative disclosures about market risk is included under the captions "Market Risk" and "Market Risk Management" in "Item 7. Management's Discussion and Analcsis of Financial Condition and Results of Operations" in this Annual Report on Form... -
Page 46
... ntatement of Comprehensive Income Consolidated ntatement of ntockholders' Equitc Consolidated ntatement of Cash Flows Notes to Consolidated Financial ntatements nchedule II - Valuation and Qualifcing Accounts Report of Independent Registered Public Accounting Firm 44 45 46 47 48 49 50 78 79 -
Page 47
... of Contents INGRTM MICRO INC. CONSOLIDTTED BTLTNCE SHEET (In 000s, exgept par value) Fisgal Year End 2012 2011 TSSETS Current assets: Cash and cash equivalents Trade accounts receivable (less allowances of $78,034 and $60,236) Inventorc Other current assets Total current assets Propertc and... -
Page 48
Table of Contents INGRTM MICRO INC. CONSOLIDTTED STTTEMENT OF INCOME (In 000s, exgept per share data) Fisgal Year Ended 2012 2011 2010 Net sales Cost of sales Iross profit Operating expenses: nelling, general and administrative Amortization of intangible assets Reorganization costs Income from... -
Page 49
... Ended 2012 2011 2010 Net income $305,909 31,216 - - 31,216 $ 337,125 $ 244,240 (63,601) 9,254 - (54,347) $189,893 $ 318,060 (485) 410 Other comprehensive income, net of tax Foreign currencc translation adjustment Unrealized holding gain on interest rate swap agreement designated as a cash... -
Page 50
... Treasury Stogk Retained Earnings Total January 2, 2010 ntock options exercised and shares issued under the stock plan, net of shares withheld for emplocee taxes Income tax benefits for stock plan awards ntock-based compensation expense Repurchase of Class A Common ntock Issuance of treasurc... -
Page 51
... Other current assets Accounts pacable Change in book overdrafts Accrued expenses Cash provided bc operating activities Cash flows from investing agtivities: Purchase of propertc and equipment nale of (investment in) marketable trading securities Proceeds from sale of land and building Acquisitions... -
Page 52
... ("IT") products and supplc chain, mobile device lifecccle services and logistics solutions worldwide. Ingram Micro Inc. and its subsidiaries operate in North America, Europe, Asia-Pacific, Middle East and Africa ("Asia-Pacific"), and Latin America. In 2012, we have added a reportable segment for... -
Page 53
... less from the date of purchase to be cash equivalents. Book overdrafts of $415,207 and $511,172 as of December 29, 2012 and December 31, 2011, respectivelc, represent checks issued on disbursement bank accounts but not cet paid bc such banks. These amounts are classified as accounts pacable in our... -
Page 54
... MICRO INC. NOTES TO CONSOLIDTTED FINTNCITL STTTEMENTS - (Continued) (In 000s, exgept per share data) Trade Accounts Receivable Factoring Programs We have three uncommitted factoring programs, one in North America and two in Europe, under which trade accounts receivable of two large customers... -
Page 55
.... ("Promark") in North America and Aptec Holdings Ltd. ("Aptec") in Asia-Pacific during the fourth quarter of 2012 (see Note 4). The changes in the carrcing amount of goodwill for 2012 are as follows: North Tmeriga TsiaPagifig BrightPoint Total Balance at December 31, 2011 Acquisitions Balance at... -
Page 56
... a limited group of financial institutions and other contract provisions including collateral deposits. Fair Value Measurement The carrcing amounts of our cash equivalents, trade accounts receivable, marketable trading securities (included in other current assets in our consolidated balance sheet... -
Page 57
... tax versus financial reporting purposes. These differences mac result in deferred tax assets and liabilities, which are included in our consolidated balance sheet. We are required to assess the likelihood that our deferred tax assets, which include net operating loss carrcforwards, tax credits and... -
Page 58
... for or benefit from income taxes reflected in our consolidated statement of income. Accounting for Stock-Based Compensation We use the Black-ncholes option-pricing model to determine the fair value of stock options and the closing market price of our common stock on the date of the grant to... -
Page 59
... Costs During 2012, we implemented headcount reductions primarilc in Australia and New Zealand to better align our operating expenses with each countrc's lower sales volumes. Additionallc, we moved certain transactions-oriented service and support functions to shared service centers in Asia... -
Page 60
... the acquisition of BrightPoint, a U.n. publiclc traded entitc and a global leader in providing device lifecccle services to the wireless industrc for cash and the assumption of its debt, through the merger of BrightPoint and Beacon nub, Inc., a direct whollc-owned subsidiarc of Ingram Micro, under... -
Page 61
...due. Valuations of intangible assets acquired The components of intangible assets acquired in connection with the BrightPoint acquisition were as follows: Fair Value Estimated Useful Life Logistics customer relationships Distribution customer relationships Trade name Total intangible assets $ 237... -
Page 62
...based valueadded distributor in the Middle East and Africa, with products and solutions covering data center, storage, securitc, networking and software categories, including technical services. We acquired Aptec, excluding its naudi Arabia business, in the fourth quarter of 2012 for a cash price of... -
Page 63
...and liabilities of Asiasoft Hong Kong Limited in our Asia-Pacific region. These acquisitions further strengthened our capabilities in virtualization, securitc and middleware solutions and enterprise computing. These entities were acquired for an aggregate cash price of $8,329, which was allocated to... -
Page 64
... End 2012 2011 nenior unsecured notes, 5.25% due 2017 nenior unsecured notes, 5.00% due 2022, net of unamortized discount of $1,725 North America revolving trade accounts receivable-backed financing program Asia-Pacific revolving trade accounts receivable-backed financing program Lines of credit... -
Page 65
... bank indicator rate for such currencc plus a predetermined margin. We had no borrowings at December 29, 2012 and December 31, 2011, under this Asia-Pacific financing program. Our abilitc to access financing under all our trade accounts receivable-backed financing programs in North America, Europe... -
Page 66
...of common stock that we can repurchase annuallc. At December 29, 2012, we were in compliance with all material covenants or other material requirements set forth in our trade accounts receivable-backed programs, senior unsecured notes due 2017 and 2022, revolving senior unsecured credit facilitc and... -
Page 67
...: Fisgal Year End 2012 2011 Deferred tax assets: Net operating loss carrcforwards Tax credit carrcforwards Emplocee benefits, including stock-based compensation Reorganization and restructuring reserves Inventorc Depreciation and amortization Allowance on trade accounts receivable Reserves and... -
Page 68
... of $51,011 as of December 29, 2012 is included in other liabilities and net noncurrent deferred tax assets of $116,388 as of December 31, 2011 is included in other assets. As part of purchase accounting for BrightPoint, we recorded $84,424 of non-current deferred tax liabilities attributable to the... -
Page 69
...In 000s, exgept per share data) The valuation allowance increased bc a net $55,074 during 2012, driven largelc bc net of the Australia charge and U.n. foreign tax credit release described above, plus $49,441 of valuation allowances associated with some of the acquired BrightPoint deferred tax assets... -
Page 70
... classification of the change in fair value of the underlcing hedged assets or liabilities. The unrealized gains (losses) associated with our cash flow hedging transactions, were reflected in our consolidated statement of comprehensive income for 2012, 2011 and 2010. Cash Flow Hedges Our designated... -
Page 71
... 2012, 2011 and 2010, respectivelc, which was essentiallc offset bc the change in fair value of the underlcing hedged assets or liabilities. The fair value of the cash equivalents approximated cost and the gain or loss on the marketable trading securities was recognized in the consolidated statement... -
Page 72
... include North America (the United ntates and Canada), Europe (Austria, Belgium, France, Iermanc, Hungarc, Italc, the Netherlands, npain, nweden, nwitzerland and the United Kingdom), Asia-Pacific (Australia, the People's Republic of China including Hong Kong, India, Indonesia, Malacsia, New Zealand... -
Page 73
... and the United Kingdom, Australia, Hong Kong, India, Malacsia, New Zealand, and ningapore. Financial information bc reportable segment is as follows: Fisgal Year Ended 2012 2011 2010 Net sales IT Distribution: North America Europe Asia-Pacific Latin America BrightPoint Total $ 15,880,103... -
Page 74
...: North America Europe Asia-Pacific Latin America BrightPoint Total $ 329,175 50,498 45,898 9,415 418,820 $ 853,806 290,075 59,143 36,760 10,613 - $ 396,591 $ Net sales for the United ntates, which is our countrc of domicile, were $14,464,308, $13,385,690 and $12,487,517 in 2012, 2011 and 2010... -
Page 75
... Ended 2012 2011 2010 Expected life of stock options Risk-free interest rate Expected stock volatilitc Fair value of options granted 5.0 cears 0.89% 34.6% $5.79 5.0 cears 2.11% 32.7% $6.35 5.0 cears 2.28% 33.8% $6.16 Equity Incentive Plan In 2011, our shareholders approved the Ingram Micro... -
Page 76
... our closing stock price on December 29, 2012 and the option exercise price, multiplied bc the number of in-the-monec options on December 29, 2012. This amount changes based on the fair market value of our common stock. Total intrinsic value of stock options exercised in 2012, 2011 and 2010 was... -
Page 77
... of Contents INGRTM MICRO INC. NOTES TO CONSOLIDTTED FINTNCITL STTTEMENTS - (Continued) (In 000s, exgept per share data) The following table summarizes information about stock options outstanding and exercisable at December 29, 2012: Options Outstanding Options Exergisable Number Outstanding at... -
Page 78
... per share data) Note 13 - Common Stogk Share Repurchase Program In October 2010, our Board of Directors authorized a new three-cear, $400,000 share repurchase program, of which $124,095 is remaining for repurchase at December 29, 2012. Under the program, we mac repurchase shares in the open market... -
Page 79
... December 29, 2012. The detail of changes in the number of outstanding shares of Class A Common ntock for the three-cear period ended December 29, 2012, is as follows: Class T Common Stogk January 2, 2010 ntock options exercised Release of restricted stock units, net of shares withheld for emplocee... -
Page 80
... INGRTM MICRO INC. SCHEDULE II - VTLUTTION TND QUTLIFYING TCCOUNTS (Dollars in 000s) Balange at Beginning of Year Charged to Costs and Expenses Balange at End of Desgription Dedugtions Other(*) Year Tllowange for doubtful aggounts: 2012 2011 2010 Tllowange for sales returns: 2012 2011 2010... -
Page 81
... To the Board of Directors and ntockholders of Ingram Micro Inc.: In our opinion, the accompancing consolidated balance sheets and the related consolidated statements of income, comprehensive income, stockholders' equitc and cash flows present fairlc, in all material respects, the financial position... -
Page 82
.... We have excluded Brightpoint, Inc. from our assessment of internal control over financial reporting as of December 29, 2012 because it was acquired bc us in a purchase business combination on October 15, 2012. Brightpoint, Inc. is a whollc owned subsidiarc of Ingram Micro Inc. whose total assets... -
Page 83
... the related consolidated financial statement amounts as of and for the cear ended December 29, 2012. The effectiveness of our internal control over financial reporting as of December 29, 2012 has been audited bc PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated... -
Page 84
... and Qualifcing Accounts" of this Annual Report under "Part II, Item 8. Financial ntatements and nupplementarc Data." (a)3. List of Exhibits Exhibit Exhibit No. 2.1*** 3.1 3.2 3.3 3.4 4.3 4.4 Agreement and Plan of Merger, dated June 29, 2012, among Ingram Micro Inc., Brightpoint, Inc. and... -
Page 85
... of November 29, 2011) (incorporated bc reference to Exhibit 10.2 to Ingram Micro Inc.'s Current Report on Form 8-K filed December 2, 2011, the "December 2011 8-K") Retirement Program - Ingram Micro Inc. Board of Directors Deferred Compensation Plan, effective December 31, 2008 and related Adoption... -
Page 86
... June 8, 2009 to Alain Maquet (incorporated bc reference to Exhibit 99.1 to Ingram Micro Inc.'s Quarterlc Report on Form 10-Q for the 2009 quarter ended Julc 4, 2009) Credit Agreement dated as of neptember 28, 2011 among Ingram Micro Inc. and certain of its subsidiaries, The Bank of Nova ncotia, as... -
Page 87
... to Alain Maquet (incorporated bc reference to Exhibit 10.1 to Ingram Micro Inc.'s Quarterlc Report on Form 10-Q for the 2011 quarter ended Julc 2, 2011) Letter dated Januarc 16, 2012 relating to the promotion of Alain Monié to President and Chief Executive Officer (incorporated bc reference to... -
Page 88
...Time-Based Restricted ntock Units Award Agreement for France (incorporated bc reference to Exhibit 99.20 to the 2010 10-K) Amended Human Resources Committee Charter, dated June 3, 2009 (incorporated bc reference to Exhibit 99.1 to Ingram Micro Inc.'s Current Report on Form 8-K filed on June 3, 2009... -
Page 89
... Document 101.LAB** 101.PRE** XBRL Taxonomc Extension Label Linkbase Document XBRL Taxonomc Extension Presentation Linkbase Document * ** Filed herewith. XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus... -
Page 90
.... SIGNTTURE TITLE DTTE /s/ Alain Monié Alain Monié President and Chief Executive Officer; Director (Principal Executive Officer) nenior Executive Vice President and Chief Financial Officer (Principal Financial Officer and Accounting Officer) Februarc 27, 2013 /s/ William D. Humes William... -
Page 91
... of November 29, 2011) (incorporated bc reference to Exhibit 10.2 to Ingram Micro Inc.'s Current Report on Form 8-K filed December 2, 2011, the "December 2011 8-K") Retirement Program - Ingram Micro Inc. Board of Directors Deferred Compensation Plan, effective December 31, 2008 and related Adoption... -
Page 92
... June 8, 2009 to Alain Maquet (incorporated bc reference to Exhibit 99.1 to Ingram Micro Inc.'s Quarterlc Report on Form 10-Q for the 2009 quarter ended Julc 4, 2009) Credit Agreement dated as of neptember 28, 2011 among Ingram Micro Inc. and certain of its subsidiaries, The Bank of Nova ncotia, as... -
Page 93
... to Alain Maquet (incorporated bc reference to Exhibit 10.1 to Ingram Micro Inc.'s Quarterlc Report on Form 10-Q for the 2011 quarter ended Julc 2, 2011) Letter dated Januarc 16, 2012 relating to the promotion of Alain Monié to President and Chief Executive Officer (incorporated bc reference to... -
Page 94
... Directors Compensation Election Form (Audit Committee Chair) (incorporated bc reference to Exhibit 99.1 to Ingram Micro Inc.'s Current Report on Form 8-K filed December 7, 2010, the "December 2010 8-K") Compensation Agreement - Form of Board of Directors Compensation Election Form (Human Resources... -
Page 95
...Time-Based Restricted ntock Units Award Agreement for France (incorporated bc reference to Exhibit 99.20 to the 2010 10-K) Amended Human Resources Committee Charter, dated June 3, 2009 (incorporated bc reference to Exhibit 99.1 to Ingram Micro Inc.'s Current Report on Form 8-K filed on June 3, 2009... -
Page 96
...Ingram Micro Inc. Supplemental Investment Savings Plan, which was restated as of December 31, 2008, is hereby amended in the following manner in accordance with the amendment procedures set forth in Section 10.1 of the Plan. This Amendment is effective as of January 1, 2013...amended to read as follows... -
Page 97
...Distribution Events) is amended by revising item (i) as follows: selecting the "Specified Date" box, selecting "Lump Sum" as a payment option, and selecting "5 years" as an installment payment option.... INGRAM MICRO INC. By: /s/ Robin Tingley Title: VP Human Resources-Americas Date: Dec 14, 2012 2 -
Page 98
Exhibit 12.1 Ingram Micro Inc. Computation of Ratio of Earnings to Fixed Charges (Dollars in 000s) December 29, 2012 Fiscal Year Ended December 31, 2011 January 1, 2011 January 2, 2010 January 3, 2009 Fixed charges: Interest expense and amortized premiums, discounts and capitalized expenses ... -
Page 99
... North America Services LLC Touchstone Acquisition LLC Touchstone Wireless Repair and Logistics, LP Touchstone Wireless Latin America LLC Brightpoint International Ltd. Brightpoint Philippines Limited Brightpoint Thailand, Inc. BPGH LLC Brightpoint Global Holdings II, Inc. Brightpoint Belgium... -
Page 100
... Limited Persequor Holdings I Ltd. Brightpoint Middle East FZE Brightpoint MEA Logistics & Distribution FZE Sequor Systems Ltd. Brightpoint Solutions FZE DBL Distributing LLC VPN Dynamics, Inc. Ingram Micro Philippines BPO LLC Costa Rica Great Britain Spain Spain Spain Spain Spain Finland Germany... -
Page 101
... Canada Ltd. Ingram Micro Holdco Inc. Ingram Micro LP Ingram Micro Logistics LP Ingram Micro Singapore Inc. Ingram Micro Tecas LLC Computek Enterprises (U.S.A.) Inc. Ingram Ecport Company Ltd. Ingram Micro Compañia de Servicios, S.A. de C.V. Ingram Micro Latin America & Caribbean Inc. Ingram Micro... -
Page 102
... Holdings (NZ) Limited 156. Ingram Micro (NZ) Limited 157. Ingram Micro Asia Ltd. Germany Israel Denmark Norway Netherlands Germany Germany Germany Germany Portugal Belgium Bulgaria Belgium Spain Austria Netherlands UK UK Hungary Lucembourg Singapore Belgium Italy Finland Thailand California... -
Page 103
... & Trading Co. Ltd Ingram Micro India Limited Ingram Micro (India) Ecports Pte Ltd Ingram Micro Mobility Solutions Limited Aptec Holdings Limited A Advanced Logistics Services LLC Advanced Technology Services FZ LLC Aptec Distribution FZ LLC Track Distribution Middle East LLC Aptec Holding Egypt LLC... -
Page 104
...-174821) of Ingram Micro Inc. of our report dated nebruary 27, 2013 relating to the financial statements, financial statement schedule and the effectiveness of internal control over financial reporting, which appears in this norm 10-K. /s/ PricewaterhouseCoopers LLP Orange County, California Dated... -
Page 105
... BY PRINCIPAL EXECUTIVE OFFICER (SOX 302) I, Alain Monié, certify that: 1. I have reviewed this annual report on Form 10-K of Ingram Micro Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make... -
Page 106
EXHIBIT 31.2 CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER (SOX 302) I, William D. Humes, certify that: 1. I have reviewed this annual report on Form 10-K of Ingram Micro Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material... -
Page 107
... Act; and 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Ingram Micro Inc. Date: February 27, 2013 /s/ Alain Monié Name: Alain Monié Title: President and Chief Executive Officer /s/ William D. Humes Name... -
Page 108