Ingram Micro 2013 Annual Report Download - page 53

Table of Contents
INGRAM MICRO INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(In 000s, except per share data)
In the fourth quarter of 2012, we acquired Aptec, excluding its Saudi Arabia business, for a cash price of approximately $16,302. The purchase price
has been allocated to the assets acquired and liabilities assumed based on their estimated fair values on the transaction dates, resulting in the recording of
goodwill of $6,622 and identifiable intangible assets of $1,834, primarily related to vendor and customer relationships and trademarks with estimated useful
lives of 10 and 3 years, respectively.
On November 30, 2012, we acquired all of the outstanding shares of Promark for an initial cash payment of $7,707; payment of its outstanding debt of
$4,675; a hold-back amount of $2,250, and a maximum potential earn-out of $1,000 to be paid out by the first quarter of 2015 based upon the achievement
of certain pre-defined targets. We have allocated the purchase price to the identifiable assets acquired and liabilities assumed at their estimated fair values with
$3,755 recorded as goodwill. This acquisition further strengthens our position in higher value products and solutions and extends our reach within the public
sector in the North American region.
Pro forma results of operations of Aptec and Promark have not been presented because the effects of the business combinations of these acquisitions,
individually and in the aggregate, were not material to our consolidated results of operations.
Note 5 — Property and Equipment
Property and equipment consist of the following:
Fiscal Year End
2013
2012
Land $11,614
$11,706
Buildings and leasehold improvements 190,604
186,934
Distribution equipment 286,902
278,064
Computer equipment and software 690,841
636,723
1,179,961
1,113,427
Accumulated depreciation (691,262)
(632,103)
$488,699
$481,324
Note 6 — Debt
The carrying value of our outstanding debt consists of the following:
Fiscal Year End
2013
2012
Senior unsecured notes, 5.25% due 2017 $300,000
$300,000
Senior unsecured notes, 5.00% due 2022, net of unamortized discount of $1,546 and $1,725,
respectively 298,454
298,275
North America revolving trade accounts receivable-backed financing program 199,000
345,000
Lines of credit and other debt 48,772
111,268
846,226
1,054,543
Short-term debt and current maturities of long-term debt (48,772)
(111,268)
$797,454
$943,275
In August 2012, we issued through a public offering $300,000 of 5.00% senior unsecured notes due 2022, resulting in cash proceeds of approximately
$296,256, net of discount and issuance costs of $1,794 and $1,950, respectively. Interest on the notes is payable semiannually in arrears on February 10
and August 10, commencing February 10, 2013. We also have $300,000 of 5.25% senior unsecured notes due 2017. Interest on the notes is payable
semiannually in arrears on March 1 and September 1 of each year. These notes may be redeemed by us in whole at any 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 borrowing capacity.
This financing program matures in November 2015. This financing program, subject to the financial institutions’ approval and availability of eligible
receivables, may be increased to $900,000 in accordance with the extended terms
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