Ingram Micro 2008 Annual Report Download

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35
COUNTRIES
1,500
MANUFACTURERS
170,000
CUSTOMERS
AND YOU
2008 INGRAM MICRO ANNUAL REPORT
2008 INGRAM MICRO ANNUAL REPORT

Table of contents

  • Page 1
    COUNTRIES 35 1,500 MANUFACTURERS 170,000 CUSTOMERS AND YOU 2008 INGRAM MICRO ANNUAL REPORT

  • Page 2
    ...Net sales Gross profit Income (loss) from operations Net income (loss) Diluted earnings (loss) per share Cash and cash ...share (1) 410,484 264,859 1.59 Excludes off-balance sheet debt of $68,505 at fiscal year end 2006, which represents all of the undivided interests in transferred accounts...

  • Page 3
    .../POS), networking, enterprise solutions and North American logistics businesses - all strong gross margin contributors - grew significantly above the company's average sales growth. Following the mid-year spike in fuel prices, we introduced incremental freight charges to offset transportation costs...

  • Page 4
    ... on gross margins and operating costs in 2008 would not be sufficient given the significant downturn the IT sector experienced coming into the new year. In early 2009, we announced further restructuring actions, primarily in North America and Europe, which are expected to yield additional annual...

  • Page 5
    .... Along these lines, we expanded our worldwide presence in the DC/POS segment in 2008 through organic growth, as well as the acquisitions of Paradigm, located in the United Kingdom, and Eurequat and Intertrade, based in France and Germany, respectively. These acquisitions helped augment our...

  • Page 6
    ... about Ingram Micro's future. Throughout our company's history, our seasoned management team and associates worldwide have established a proven track record of overcoming difficult conditions, including economic downturns and reductions in technology spending. The tough choices we made in 2008 are...

  • Page 7
    ...ANDREW PLACE, SANTA ANA, CALIFORNIA 92705 (714) 566-1000 (Registrant's telephone number, including area code) SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: Title of Each Class: Name of Each Exchange on Which Registered: Class A Common Stock, New York Stock Exchange Par Value $.01 Per...

  • Page 8
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  • Page 9
    TABLE OF CONTENTS PART I ...ITEM 1. BUSINESS ...Introduction ...History ...Industry...Company Strengths ...Customers ...Sales and Marketing ...Products ...Services ...Suppliers ...Competition ...Seasonality ...Inventory Management ...Trademarks and Service Marks ...Employees ...Available Information...

  • Page 10
    PART IV ...ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES ...(a) 1. Financial Statements ...(a) 2. Financial Statement Schedules ...(a) 3. List of Exhibits ...SIGNATURES...CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER (SOX 302) ...

  • Page 11
    ...-of-sale ("POS"); managed, professional and warranty maintenance services; and consumer electronics ("CE") to broaden our product lines and market presence. We create value in the market by extending the reach of our technology partners, capturing market share for resellers and suppliers, creating...

  • Page 12
    ... our European operations and made targeted headcount reductions in North America, EMEA and Asia-Pacific. We continue to incorporate cost-savings measures in all business processes. We leverage our IT systems and warehouse locations to support custom shipment requirements, and by optimizing delivery...

  • Page 13
    ... additional value to our customers and become more connected to our resellers' end-user customers. Ingram Micro Services Division (North America) continues to build its industry-leading managed and professional services delivery engine, branded "Seismic." Managed services utilize application and...

  • Page 14
    ... sales offices and/or Ingram Micro representatives in 35 countries: North America (United States and Canada), EMEA (Austria, Belgium, Denmark, Finland, France, Germany, Hungary, Italy, Israel, The Netherlands, Norway, Portugal, Spain, Sweden, Switzerland, and United Kingdom), AsiaPacific (Australia...

  • Page 15
    ... CA named Ingram Micro its North American Distributor of the Year. Cherry Electrical Products recognized our DC/POS Division in North America as its top distributor for 2007 (awarded in April 2008) and our Nordics DC/POS operation was acknowledged by Zebra as its Nordics Partner of the Year for 2008...

  • Page 16
    ... hosting, and installation services; • CE products such as cell phones, digital cameras, digital video disc players, game consoles, televisions, audio, media management and home control; • AIDC/POS products such as barcode/card printers, AIDC scanners, AIDC software, wireless infrastructure...

  • Page 17
    ...POS suppliers, such as Acer; Adobe; Advanced Micro Devices Inc.; APC; Apple; Autodesk; Asus; Belkin; Brother; Canon USA, Inc.; Cisco; Citrix; CA; Emerson Network Power (India) Private Limited; Epson; Fujitsu Siemens Computers; Google; Haier; Hewlett-Packard; Hitachi GST; IBM; InFocus; Intel; Juniper...

  • Page 18
    ... Digital China (China), Redington (India), Express Data (Australia and New Zealand), Intcomex (Latin America), Esprinet (Italy and Spain), ALSO and Actebis (both in Europe). We believe that suppliers and resellers pursuing global strategies continue to seek distributors with global sales and support...

  • Page 19
    ... posted on our website is not incorporated into this Annual Report on Form 10-K. EXECUTIVE OFFICERS OF THE COMPANY The following list of executive officers of Ingram Micro is as of March 1, 2009: Gregory M.E. Spierkel. Mr. Spierkel, age 52, has been our chief executive officer since June 2005...

  • Page 20
    ...., from 1996-1999, and associate vice president, corporate communications for FHP International Corporation, a health care organization, from 1989 to 1996. Lynn Jolliffe. Ms. Jolliffe, age 56, has been our senior vice president, human resources since July 2007. She joined Ingram Micro in 1999 as the...

  • Page 21
    ... America since March 2005. Mr. Maquet served as our senior vice president, southern and western Europe from January 2001 to February 2004. Mr. Maquet joined Ingram Micro in 1993 as the managing director of France and had added additional countries to his responsibilities over the years. His career...

  • Page 22
    ... us, who purchase directly from them, limited protection from the loss in value of inventory due to technological change or such suppliers' price reductions. If major suppliers decrease the availability of price protection to us, such a change in policy could lower our gross margins on products 12

  • Page 23
    ... of price protection, return levels, or other inventory management programs, or reductions in payment terms or trade credit, or vendor-supported credit programs, may adversely impact our results of operations or financial condition. We also have significant credit exposure to our reseller customers...

  • Page 24
    ... or suppliers, which may negatively impact our sales or profitability. We operate a global business that exposes us to risks associated with international activities. We have local sales offices and/or Ingram Micro representatives in 35 countries, and sell our products and services to resellers in...

  • Page 25
    ... inventory management, order processing, shipping, receiving, and accounting. Because IMpulse is comprised of a number of legacy, internally developed applications, it can be harder to upgrade, and may not be adaptable to commercially available software. Also, we may acquire other businesses having...

  • Page 26
    ... as systems, limited price protection or return rights offered by suppliers may have a bearing on the amount of product we may be willing to stock. We expect restrictive supplier terms and conditions to continue in the foreseeable future. Our inability to pass through to our reseller customers the...

  • Page 27
    ... contends that the company failed to maintain adequate books and records relating to certain of our transactions with McAfee Inc. (formerly Network Associates, Inc.), and was a cause of McAfee's own securities-laws violations relating to the filing of reports and maintenance of books and records...

  • Page 28
    ...terms and conditions imposed by our suppliers and/or competitors and the prices we charge our customers, which in turn may negatively impact our revenues and/or gross margins; • seasonal variations in the demand for our products and services, which historically have included lower demand in Europe...

  • Page 29
    ... to be expected for a full fiscal year. We are dependent on third-party shipping companies for the delivery of our products. We rely almost entirely on arrangements with third-party shipping and freight forwarding companies for the delivery of our products. The termination of our arrangements with...

  • Page 30
    ... headquarters is located in Santa Ana, California. We support our global operations through an extensive sales and administrative office and distribution network throughout North America, EMEA, Latin America, and Asia-Pacific. As of January 3, 2009 we operated 108 distribution centers worldwide...

  • Page 31
    ... contends that the company failed to maintain adequate books and records relating to certain of our transactions with McAfee Inc. (formerly Network Associates, Inc.), and was a cause of McAfee's own securities-laws violations relating to the filing of reports and maintenance of books and records...

  • Page 32
    PART II ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Common Stock. Our Common Stock is traded on the New York Stock Exchange under the symbol IM. The following table sets forth the high and low price per share, based on closing...

  • Page 33
    ... amount of specific repurchase transactions will depend upon market conditions, corporate considerations and applicable legal and regulatory requirements. Through January 3, 2009, we purchased 15,307,791 shares of our common stock for an aggregate cost of $247.4 million. (1) The Company has, and may...

  • Page 34
    ... $ 398,423 6,926,737 514,832 2,240,810 (1) Fiscal 2008 includes a reduction in costs of sales of $8,224 for the release of a portion of the commercial tax reserve in Brazil. Fiscal 2007 includes a net charge to costs of sales of $30,134 related to a reserve recorded for certain commercial taxes in...

  • Page 35
    ... product markets such as AIDC/POS and consumer electronics and related products and accessories, which generally have higher gross margins, and into certain service categories, including our Ingram Micro Logistics fee-for-service business. While these dynamics have kept our overall gross margin...

  • Page 36
    ... service, vendor management, technical support and inside sales (excluding field sales and management positions) - to a leading global business process outsource provider. As part of the plan, we also restructured and consolidated other job functions within the North American region. Total costs...

  • Page 37
    ... five years of the distribution businesses of Eurequat SA, Intertrade A.F. AG, Paradigm Distribution Ltd. and Symtech Nordic AS in EMEA, the Cantechs Group in Asia-Pacific and Nimax in North America, each of which expanded our value-added distribution of mobile data and AIDC/POS solutions; AVAD, the...

  • Page 38
    ... their dispersion across wide geographic areas; the fact that no single customer accounts for 10% or more of our net sales; a continuing credit evaluation of our customers' financial condition; aging of receivables, individually and in the aggregate; credit insurance coverage; the value and adequacy...

  • Page 39
    ... $475.3 million in carrying value of goodwill prior to the impairment in North America, EMEA and Asia-Pacific, respectively. This non-cash charge materially impacted our equity and results of operations in 2008, but does not impact our ongoing business operations, liquidity, cash flow or compliance...

  • Page 40
    ...percentage of total net sales represented thereby, as well as operating income and operating margin by geographic region for each of the fiscal years indicated. 2008 2007 ($ in millions) 2006 Net sales by geographic region: North America ...EMEA ...Asia-Pacific ...Latin America ... ...$14,192 ...11...

  • Page 41
    ... a percentage of net sales, for each of the fiscal years indicated. 2008 2007 2006 Net sales...100.00% 100.00% 100.00% Cost of sales ...94.35 94.55 94.63 Gross profit ...Operating expenses: Selling, general and administrative ...Impairment of goodwill ...Reorganization costs (credits) ...5.65 4.41...

  • Page 42
    ... evaluate and modify our pricing policies and certain terms, conditions and credit offered to our customers to reflect those being imposed by our vendors and general market conditions. In 2008, we introduced incremental freight recovery charges to a large portion of our account base. This initiative...

  • Page 43
    ... 2007, the credit to reorganization costs of $1.1 million primarily related to actions taken in prior years for which we incurred lower than expected costs associated with restructured facilities in North America. Our negative operating margin was 0.97% in 2008 compared to a positive margin of 1.27...

  • Page 44
    ... 2.02% in 2006. The improvement in Latin America reflected enhanced gross margins and the economies of scale associated with the higher volume of business and ongoing cost containment efforts from 2006 through 2008, as well as the positive impact in 2008 of the $8.2 million reversal of a portion of...

  • Page 45
    ... related to a period which has expired under the statute of limitations, recorded as a reduction of cost of sales, and a $2.9 million gain on the sale of our Asian semiconductor business, recorded as a reduction of SG&A expense. Liquidity and Capital Resources Cash Flows We have financed working...

  • Page 46
    ... 2008, we acquired Eurequat SA in France, Intertrade A.F. AG in Germany, Paradigm Distribution Ltd. in the United Kingdom and Cantechs Group in China, all distributors offering value-added distribution of automatic identification and data capture/point of sale ("AIDC/POS") technologies and/or mobile...

  • Page 47
    ... is reported as a reduction to SG&A expenses in our consolidated statement of income. We allocated $5.8 million of Asia-Pacific reporting unit goodwill as part of the disposition of the semiconductor business and in the determination of the associated gain on sale. In June 2007, we acquired certain...

  • Page 48
    ... costs at designated commercial paper rates plus a predetermined margin. At January 3, 2009 and December 29, 2007, we had no borrowings under these European revolving trade accounts receivable-backed financing facilities. During the fourth quarter of 2008, the Euro 230 million facility was extended...

  • Page 49
    ... with an offsetting adjustment to the hedged debt, bringing the total carrying value of the senior unsecured term loan to $261.8 million. We have a $275 million revolving senior unsecured credit facility with a bank syndicate in North America, which matures in August 2012. The interest rate on the...

  • Page 50
    ...five years our agreement with a third-party provider of IT outsourcing services. The services include mainframe, major server, desktop and enterprise storage operations, wide-area and local-area network support and engineering; systems management services; help desk services; and worldwide voice/PBX...

  • Page 51
    ... of AVAD, who subsequently became employed with us. These include agreements with two of the representative companies to sell products on our behalf for a commission. The related party transactions ended in 2007 by the sale of these companies to unrelated parties in the same year. For fiscal 2007...

  • Page 52
    ... Commission). The accounts receivable and accounts payable denominated in foreign currencies, which certain of these instruments are intended to hedge, were excluded from the model. The VaR model is a risk analysis tool and does not purport to represent actual losses in fair value that will be...

  • Page 53
    ... Statement of Income ...Consolidated Statement of Stockholders' Equity ...Consolidated Statement of Cash Flows ...Notes to Consolidated Financial Statements ...Schedule II - Valuation and Qualifying Accounts ...Report of Independent Registered Public Accounting Firm. . ... 44 45 46 47 48 74 75 43

  • Page 54
    INGRAM MICRO INC. CONSOLIDATED BALANCE SHEET (Dollars in 000s, except share data) Fiscal Year End 2008 2007 ASSETS Current assets: Cash and cash equivalents ...$ 763,495 Trade accounts receivable (less allowances of $73,638 and $83,155) ...3,179,455 Inventories ...2,306,617 Other current assets ......

  • Page 55
    INGRAM MICRO INC. CONSOLIDATED STATEMENT OF INCOME (Dollars in 000s, except per share data) 2008 Fiscal Year Ended 2007 2006 Net sales...$34,362,152 Cost of sales ...32,422,061 Gross profit ...Operating expenses: Selling, general and administrative ...Impairment of goodwill ...Reorganization costs ...

  • Page 56
    ... income ...December 30, 2006 ...Stock options exercised and shares issued under the stock plan, net of shares withheld for employee taxes ...Income tax benefit from stock plan awards ...Stock-based compensation expense ...Repurchase of Class A Common Stock ...Adjustment for adoption of FIN...

  • Page 57
    INGRAM MICRO INC. CONSOLIDATED STATEMENT OF CASH FLOWS 2008 Fiscal Year Ended 2007 (Dollars in 000s) 2006 Cash flows from operating activities: Net income (loss) ...$(394,921) Adjustments to reconcile net income (loss) to cash provided by operating activities: Depreciation and amortization ...68,...

  • Page 58
    ... products and supply chain solutions worldwide. Ingram Micro operates in North America, Europe, Middle East and Africa ("EMEA"), Asia-Pacific and Latin America. Note 2 - Significant Accounting Policies Basis of Consolidation The consolidated financial statements include the accounts of Ingram Micro...

  • Page 59
    ... 22% of its net sales in fiscal years 2008, 2007 and 2006, respectively, from products purchased from Hewlett-Packard Company. There were no other vendors that represented 10% or more of the Company's net sales in each of the last three years. Warranties The Company's suppliers generally warrant the...

  • Page 60
    ... in general, the Company experienced a similar decline in the market value of its stock. As a result, the Company's market capitalization was significantly lower than its book value. The Company's reporting units under FAS 142 are its regional operating segments. While the Latin America region...

  • Page 61
    ... to trade accounts receivable is limited due to the large number of customers and their dispersion across geographic areas. No single customer accounts for 10% or more of the Company's net sales. The Company performs ongoing credit evaluations of its customers' financial conditions, obtains credit...

  • Page 62
    ... issued pursuant to credit agreements approximate fair value because interest rates over the term of these instruments approximate current market interest rates. Treasury Stock The Company accounts for repurchased shares of common stock as treasury stock. Treasury shares are recorded at cost and are...

  • Page 63
    INGRAM MICRO INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) The components of comprehensive income (loss) are as follows: 2008 Fiscal Year Ended 2007 2006 Net income (loss) ...$(394,921) Changes in foreign currency translation adjustments and other ...(186,061) Comprehensive income (...

  • Page 64
    ... straight-line basis over the requisite service period of the award, which is the vesting term of outstanding stock-based awards. The Company estimates the forfeiture rate based on its historical experience during the preceding five fiscal years. New Accounting Standards In March 2008, the Financial...

  • Page 65
    ... of 2008, the Company announced cost-reduction programs, resulting in the rationalization and re-engineering of certain roles and processes primarily at the regional headquarters in EMEA and targeted reductions of primarily administrative and back-office positions in North America. Total costs of...

  • Page 66
    ...) $17 in Asia-Pacific related to detailed actions taken in prior years for which the Company incurred lower than expected costs associated with a facility consolidation. Note 4 - Acquisitions and Disposition In 2008, the Company acquired Eurequat SA in France, Intertrade A.F. AG in Germany, Paradigm...

  • Page 67
    ... the sale of its Asian semiconductor business for a cash price of $18,245. As a result, the Company recorded a pre-tax gain of $2,859, which is reported as a reduction to SG&A expenses in the Company's consolidated statement of income. The Company allocated $5,758 of Asia-Pacific goodwill as part of...

  • Page 68
    INGRAM MICRO INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) acquisition of VPN Dynamics and Securematics, the parties agreed that $4,100 of the purchase price shall be held in an escrow account to cover any contingent liabilities under the purchase agreement. The funds held in escrow ...

  • Page 69
    INGRAM MICRO INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) Note 6 - Long-Term Debt The Company's debt consists of the following: Fiscal Year End 2008 2007 North American revolving trade accounts receivable-backed financing facilities ...Asia-Pacific revolving trade accounts ...

  • Page 70
    ... with an offsetting adjustment to the hedged debt, bringing the total carrying value of the senior unsecured term loan to $261,754. The Company has a $275,000 revolving senior unsecured credit facility with a bank syndicate in North America, which matures in August 2012. The interest rate on the...

  • Page 71
    ... including metrics related to receivables and payables. The Company is also restricted by other covenants, including but not limited to restrictions on the amount of additional indebtedness it can incur, dividends it can pay, and the amount of common stock that it can repurchase annually. At January...

  • Page 72
    INGRAM MICRO INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) The provision for (benefit from) income taxes consists of the following: 2008 Fiscal Year Ended 2007 2006 Current: Federal ...State ...Foreign ...Deferred: Federal ...State ...Foreign ...Provision for income taxes ... $ 26,...

  • Page 73
    ... Company's net deferred tax assets and liabilities are as follows: Fiscal Year End 2008 2007 Net deferred tax assets and (liabilities): Net operating loss carryforwards ...Allowance on accounts receivable ...Available tax credits ...Inventories ...Depreciation and amortization...Employee benefits...

  • Page 74
    ... stock options and other employee stock programs, are recorded as an increase (decrease) in stockholders' equity and were $(784) in fiscal 2008 and $5,650 in fiscal 2007. Effective December 31, 2006, the beginning of fiscal year 2007, the Company adopted the provisions of Financial Accounting...

  • Page 75
    ... became employed with Ingram Micro. These include agreements with two of the representative companies to sell products on the Company's behalf for a commission. The related party transactions ended in 2007 by the sale of these companies to unrelated parties in the same year. For fiscal 2007 and 2006...

  • Page 76
    ... provides financing for limited sales to a certain customer of the Company, which accounted for less than 1% of the Company's North American net sales. The guarantee requires the Company to reimburse the third party for defaults by this customer up to an aggregate of $5,000. The fair value of this...

  • Page 77
    ..., wide-area and local-area network support and engineering; systems management services; help desk services; and worldwide voice/PBX. This agreement is cancelable at the option of the Company subject to payment of termination fees. The Company has an agreement with a leading global business process...

  • Page 78
    ... India, Malaysia, New Zealand, Singapore, Sri Lanka, and Thailand), and Latin America (Argentina, Brazil, Chile, Mexico, and the Company's Latin American export operations in Miami). Financial information by geographic segments is as follows: 2008 Fiscal Year Ended 2007 2006 Net sales North America...

  • Page 79
    INGRAM MICRO INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) Fiscal Year End 2008 2007 Identifiable assets North America ...EMEA ...Asia-Pacific ...Latin America ... ... $2,827,736 2,739,600 1,103,040 413,097 $7,083,473 $3,746,022 3,128,859 1,661,475 438,645 $8,975,001 Total ... In ...

  • Page 80
    ... units convertible upon vesting to the same number of shares of Class A Common Stock under the 2003 Plan. These shares have no purchase price and vest over a one-year period. In 2008, 2007 and 2006, the Company granted to certain employees 1,697,733, 1,574,894 and 1,374,144, respectively, restricted...

  • Page 81
    INGRAM MICRO INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) The aggregate intrinsic value in the table above represents the difference between the Company's closing stock price on January 3, 2009 and the option exercise price, multiplied by the number of in-the-money options on ...

  • Page 82
    ... employee benefit plans permit eligible employees to make contributions up to certain limits, which are matched by the Company at stipulated percentages. The Company's contributions charged to expense were $4,450 in 2008, $4,099 in 2007 and $3,365 in 2006. Note 13 - Common Stock Share Repurchase...

  • Page 83
    INGRAM MICRO INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) There were no issued and outstanding shares of Class B Common Stock during the three-year period ended January 3, 2009. The detail of changes in the number of outstanding shares of Class A Common Stock for the threeyear ...

  • Page 84
    INGRAM MICRO INC. SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Dollars in 000s) Balance at Beginning of Year Charged to Costs and Expenses Balance at End of Year Description Deductions Other(*) Allowance for doubtful accounts: 2008 ...2007 ...2006 ...Allowance for sales returns: 2008 ...2007...

  • Page 85
    REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Stockholders of Ingram Micro Inc.: In our opinion, the accompanying consolidated balance sheets and the related consolidated statements of income, stockholders' equity and cash flows present fairly, in all material...

  • Page 86
    ... this Annual Report on Form 10-K, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective in providing reasonable assurance that the objectives of the disclosure controls and procedures are met. Management's Report on Internal...

  • Page 87
    ... related Adoption Agreement (incorporated by reference to Exhibit 10.2 to the December 2008 8-K) Retirement Program - Ingram Micro Amended and Restated 401(k) Investment Plan ("401K Plan") (incorporated by reference to Exhibit 10.6 to the Company's Annual Report on Form 10-K for the 2005 fiscal year...

  • Page 88
    ...July 2008 8-K) Ingram Micro Code of Conduct (incorporated by reference to Exhibit 99.1 to the Company's Current Report on Form 8-K filed on November 13, 2007) Subsidiaries of the Registrant Consent of Independent Registered Public Accounting Firm Certification by Principal Executive Officer pursuant...

  • Page 89
    ... Agreement - 2009 Form of Board of Directors Restricted Stock Units Deferral Election Agreement (incorporated by reference to Exhibit 99.5 to the December 2008 8-K) Compensation Agreement - 2009 Form of Board of Directors Compensation Cash Deferral Election Form (incorporated by reference to...

  • Page 90
    ... EXCHANGE ACT OF 1934, THE REGISTRANT HAS DULY CAUSED THIS REPORT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED, THEREUNTO DULY AUTHORIZED. INGRAM MICRO INC. By: /s/ Larry C. Boyd Larry C. Boyd Senior Vice President, Secretary and General Counsel March 4, 2009 PURSUANT TO THE REQUIREMENTS...

  • Page 91
    SIGNATURE TITLE DATE /s/ Gerhard Schulmeyer Gerhard Schulmeyer /s/ Michael T. Smith Michael T. Smith /s/ Joe B. Wyatt Joe B. Wyatt Director March 4, 2009 Director March 4, 2009 Director March 4, 2009 81

  • Page 92
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  • Page 93
    ... Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: March 4, 2009 /s/ Gregory M.E. Spierkel Name: Gregory M. E. Spierkel Title: Chief Executive Officer (Principal Executive...

  • Page 94
    ... or other employees who have a significant role in the registrant's internal control over financial reporting. Date: March 4, 2009 /s/ William D. Humes Name: William D. Humes Title: Executive Vice President and Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

  • Page 95
    ... of Chapter 63 of Title 18 of the United States Code. In my capacity as chief executive officer of Ingram Micro Inc., I hereby certify that, to the best of my knowledge, Ingram Micro Inc.'s annual report on Form 10-K for the fiscal year ended January 3, 2009 as filed with the Securities and Exchange...

  • Page 96
    ... of Chapter 63 of Title 18 of the United States Code. In my capacity as chief financial officer of Ingram Micro Inc., I hereby certify that, to the best of my knowledge, Ingram Micro Inc.'s annual report on Form 10-K for the fiscal year ended January 3, 2009 as filed with the Securities and Exchange...

  • Page 97
    ...per share of the common stock was $13.98 on the last trading day of our 2008 fiscal year (January 2, 2009) and $13.22 on April 6, 2009, the record date of the annual meeting. The historical price performance of our common stock is not an indication of its future performance. 250 200 INGRAM MICRO INC...

  • Page 98
    Schedule 1 to Ingram Micro 2008 Annual Report Reconciliation of GAAP to Non-GAAP Financial Measures ($ in thousands, except per share data) 2008 2007 Fiscal Year 2006 2005 2004 Income (loss) from operations (GAAP)(1) ...Impairment of goodwill ...Non-GAAP income from operations ...Net income (loss) ...

  • Page 99
    ....com Lynn Jolliffe Senior Vice President, Human Resources SHAREOWNER INQUIRIES Requests for information may be sent to the Investor Relations Department at our corporate offices. Investor Relations Telephone information line: 714.382.8282 Investor Relations e-mail address: investor.relations...

  • Page 100
    INGRAM MICRO AND YOU Cert no. SGS-COC-3028