Ingram Micro 2011 Annual Report Download - page 66

INGRAM MICRO INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(In 000s, except per share data)
Adjustments reflected in the table above include a net increase of $365 to reorganization liabilities recorded
in prior years, consisting of additional charges in North America of $982 related to true-up for greater than
expected costs associated with facility consolidations, offset by credits in EMEA of $617 for lower than expected
costs associated with facility consolidations. Also included in the adjustments is a net foreign currency impact
that decreased the U.S. dollar liability by $85. We expect the remaining liabilities, all of which are associated
with facility costs, to be substantially utilized by the end of 2014.
Prior to 2006, we launched other outsourcing and optimization plans to improve operating efficiencies and
to integrate past acquisitions. While these reorganization actions were completed prior to the periods included
herein, future cash outlays are required for future lease payments related to exited facilities. The remaining
liabilities and 2011 activities associated with these actions are summarized in the table below:
Remaining
Liability at
January 1,
2011
Amounts Paid
and Charged
Against the
Liability Adjustments
Remaining
Liability at
December 31,
2011
Facility costs ......................... $4,803 $(882) $(1,493) $2,428
Adjustments reflected in the table above include a decrease in the reorganization liabilities recorded in prior
years totaling $1,449 for lower than expected costs associated with facility consolidations in North America and
the net foreign currency impact that decreased the U.S. dollar liability by $44. We expect the remaining
liabilities, all of which are associated with facility costs, to be fully utilized by the end of 2015.
Note 4 — Acquisitions and Dispositions
In 2011, we acquired the assets and liabilities of Aretê Sistemas S.A. (“Aretê”) in Spain, which further
strengthened our capabilities in value-added distribution in our EMEA region. Our agreement with Aretê called
for an initial cash payment of $1,066, a hold-back amount of $1,040, which was released during the second
quarter of 2011 upon settlement of certain closing matters, and a maximum potential earn-out of $5,000 to be
paid out over four years through December 31, 2014 based upon the achievement of certain pre-defined targets.
We have recorded the earn-out at $2,062, which reflects the estimated fair value of the payout to be achieved.
The aggregate purchase price of $4,168 has been allocated to the assets acquired and liabilities assumed based on
their estimated fair values on the transaction dates, including identifiable intangible assets of $4,142, primarily
related to vendor and customer relationships with estimated useful lives of 10 years.
In 2010, we acquired all of the outstanding shares of interAct BVBA and Albora Soluciones SL in our
EMEA region and the assets and liabilities of Asiasoft Hong Kong Limited in our Asia-Pacific region. These
acquisitions further strengthened our capabilities in virtualization, security and middleware solutions and
enterprise computing. These entities were acquired for an aggregate cash price of $8,329, which was allocated to
the assets acquired and liabilities assumed based on their estimated fair values on the transaction dates, including
identifiable intangible assets of $6,044, primarily related to vendor and customer relationships with estimated
useful lives of 10 years and deferred tax liabilities of $1,840 related to the intangible assets, none of which are
deductible for income tax purposes.
In 2009, we acquired certain assets of Computacenter Distribution in the United Kingdom and the assets and
liabilities of VAD in New Zealand, which further strengthened our distribution capabilities in the mid- to
high-end enterprise markets in EMEA and Asia-Pacific. Also in 2009, we acquired the assets and liabilities of
Vantex, which operated in five countries in the Asia-Pacific region. The Vantex acquisition further strengthened
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