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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):
February 14, 2002
INGRAM MICRO INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware 1-12203 62-1644402
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(State of Incorporation or (Commission File Number) (I.R.S. Employer
organization Identification No.)
1600 E. St. Andrew Place
Santa Ana, CA 92799-5125
(Address, including zip code of Registrant's principal executive offices)
Registrant's telephone number, including area code: (714) 566-1000
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Item 7. Financial Statements and Exhibits.
Exhibit No. Description
99.1 Press Release dated February 14, 2002
Item 9. Regulation FD Disclosure.
On February 14, 2002, Ingram Micro Inc. (the "Registrant") issued a press
release announcing its financial results for the fiscal year ended December 29,
2001. A copy of the press release is attached hereto as Exhibit 99.1, the text
of which is incorporated by reference herein.
SIGNATURE
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.
INGRAM MICRO INC.
By: /s/ James E. Anderson, Jr.
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Name: James E. Anderson, Jr.
Title: Senior Vice President
Secretary and General Counsel
Date: February 14, 2002
EXHIBIT 99.1
For More Information Contact:
Media Relations: Investor Relations:
Jennifer Baier Ria Marie Carlson
Ingram Micro Inc. Ingram Micro Inc.
(714) 382-2692 (714) 382-4400
jennifer.baier@ingrammicro.com ria.carlson@ingrammicro.com
INGRAM MICRO REPORTS FOURTH QUARTER AND
FISCAL YEAR 2001 RESULTS
Sequential improvements in operating performance drive results to high end of
guidance range
SANTA ANA, Calif., Feb. 14, 2002-- Ingram Micro Inc. (NYSE: IM), the
largest global wholesale provider of technology products and supply chain
management services, today announced financial results for the fourth quarter
and fiscal year ended Dec. 29, 2001.
Net sales were $6.14 billion versus $8.07 billion in the fourth quarter of
last year. Net income before reorganization costs and special items for the
fourth quarter was $14.4 million or $0.10 per share. Including reorganization
costs and special items, which aggregate $14.1 million before taxes, net income
was $5.7 million or $0.04 per share, compared with net income of $57.9 million
or $0.39 per share in the year-ago period.
The reorganization costs include $10.6 million primarily related to
facility consolidations in Europe, as well as workforce reductions in the U.S.,
Europe and certain other international operations, which together are expected
to result in annualized savings of approximately $10 million. Special items
include a $3.5 million impaired asset charge for an investment in an
Internet-related company.
"Sales and net income (before reorganization costs and special items) hit
the top of the guidance range we issued at the end of October," said Kent B.
Foster, chairman and chief executive officer, Ingram Micro Inc. "Our emphasis on
improving business processes and reducing costs is having a positive impact on
the bottom line. Sales were up five percent sequentially, while net income
(before reorganization costs and special items) nearly tripled during the same
period. Our balance sheet continued to shine, with debt cut in half compared
with last year and inventory turns at a record high for the fourth consecutive
quarter."
Additional Fourth Quarter Highlights
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o Income from operations, before reorganization costs and special items, was
$37.4 million - a sequential increase of 47 percent. For the fourth quarter
of 2000, income from operations was $119.4 million.
- more -
2/2/2 Ingram Micro Reports Fourth Quarter and Fiscal Year 2001 Results
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o Gross margin was 5.25 percent, within two basis points of the third
quarter, compared with 5.46 percent for the fourth quarter of 2000.
o Operating expenses, at $285.0 million, were $36.4 million less than a year
ago and relatively flat compared with the prior quarter, despite a
five-percent sequential increase in sales.
o Inventory turns and days on hand were at record-breaking levels. Inventory
turns hit 14.5, compared with 14.0 last quarter and 10.5 a year ago, while
inventory days on hand were 25.5 versus 27.0 last quarter and 35.0 a year
ago. At $1.62 billion, inventory was 44 percent lower than at the end of
2000.
o Total debt (including off-balance sheet debt of $222 million associated
with accounts receivable financing programs) was $680 million versus $1.5
billion at year-end 2000 - a 53 percent reduction. The total
debt-to-capitalization ratio was 27 percent.
"I continue to be pleased with the company's ability to perform in a
challenging environment," said Thomas A. Madden, executive vice president and
chief financial officer, Ingram Micro Inc. "Although we entered the fourth
quarter with mixed economic predictions about holiday buying patterns, we
focused on profitable growth and delivered a sequential sales increase that was
similar to the comparable period last year. We also held steady on expenses,
which improved the expense ratio compared with the third quarter. As a result,
net income before reorganization costs and special items jumped dramatically
versus the prior quarter."
Comparisons with the year-ago quarter were affected by the overall weak
demand for technology products experienced throughout the world in 2001,
according to Madden. Worldwide net sales were down 24 percent compared with the
fourth quarter of last year. Sales in the U.S. were $2.95 billion, 48 percent of
the worldwide total, a sequential decline of nine percent, or 37 percent less
than a year ago. European sales climbed 31 percent sequentially to $2.0 billion
(33 percent of the total), a decline of four percent in local currencies and
five percent in U.S. dollars compared with a year ago. For geographic regions
outside the United States and Europe, net sales were $1.19 billion (19 percent
of the total), a decline of seven percent versus last year, but a sequential
increase of 13 percent.
Worldwide operating income before reorganization costs and special items,
at $37.4 million, declined 69 percent versus the year-ago quarter, because of
the soft economic environment, but increased 47 percent sequentially on five
percent higher revenues due to steady cost control. Geographically, operating
income before reorganization costs and special items was $30.4 million for the
U.S., $4.5 million for Europe, and $2.5 million for the Canada, Latin America
and Asia-Pacific regions combined.
- more -
3/3/3 Ingram Micro Reports Fourth Quarter and Fiscal Year 2001 Results
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Fourth quarter depreciation expense was $22.0 million and goodwill
amortization was $5.1 million, resulting in earnings before interest, income
tax, depreciation and amortization (EBITDA) of $64.5 million, excluding
reorganization costs and special items, compared with $148.1 million a year ago.
Full-year Results
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For the 52 weeks ended Dec. 29, 2001, net sales totaled $25.19 billion, a
decline of 18 percent (17 percent before the adjustment of European exchange
rates) versus fiscal year 2000. Full-year sales were $13.51 billion in the U.S.
(54 percent of the worldwide total); $7.16 billion in Europe (28 percent of the
total); and $4.52 billion in the other geographic regions (18 percent of the
total). Gross margin for the year was 5.28 percent, a 21 basis point increase
over the prior fiscal year. Income from operations before reorganization costs
and special items was $157.2 million.
Net income, excluding reorganization costs and special items, was $48.9
million or $0.32 per share for fiscal year 2001 compared with $154.4 million or
$1.04 per share for 2000. Reorganization costs for 2001 were $41.4 million
pre-tax, with expected annualized savings of $55 million to $70 million. Special
items of $22.9 million pre-tax in 2001 included the write-off of capitalized
software ($10.2 million), reserves for claims filed with one of the company's
prior credit insurance companies ($9.2 million), and the impaired asset charge
for an investment in an Internet-related company ($3.5 million). Including
reorganization costs and special items, net income was $6.7 million or $0.04 per
share in 2001 versus $226.2 million or $1.52 per share in 2000, which included
gains from the sale of securities and from the repurchase of debentures ($71.7
million, net of tax).
"2001 was a tough year for the entire IT industry," said Foster, "but the
challenges we faced made Ingram Micro a much stronger, more competitive company.
The slow economy did not interfere with our strategic initiatives, which will
provide for powerful earnings leverage in the future. We made intelligent
improvements to our cost structure and significantly enhanced working capital
metrics. The new business opportunities we are cultivating in Asia, as well as
in logistics and emerging technologies, will bring diversification and growth
for years to come. I am optimistic about the future of this company."
Outlook for the First Quarter
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The following statements are based on the company's current expectations
and internal plan. These statements are forward-looking and actual results may
differ materially, as outlined in the company's periodic filings with the
Securities and Exchange Commission.
According to the company's forecast for the first quarter ending March 30,
2002, sales are expected to range from $5.55 billion to $5.70 billion, with net
income before any reorganization costs and special items ranging from $6.0
million to $12.0 million, or $0.04 to $0.08 per diluted share.
- more -
4/4/4 Ingram Micro Reports Fourth Quarter and Fiscal Year 2001 Results
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The company intends to adopt the provisions of the Statement of Financial
Accounting Standards No. 142 (SFAS 142), "Goodwill and Other Intangible Assets,"
during the first quarter of 2002. In accordance with SFAS 142, goodwill will no
longer be amortized. The company recorded goodwill amortization expense of $21.0
million in 2001 ($5.1 million in the fourth quarter of 2001), the elimination of
which is reflected in the guidance issued for the first quarter of 2002. SFAS
142 also requires that upon adoption goodwill be reviewed for impairment. As a
result, the company expects to record a non-cash charge for the cumulative
effect of the change in accounting principles upon adoption of SFAS 142 of $260
million to $290 million in the first quarter of 2002.
Conference Call and Web-cast
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Additional information about Ingram Micro's financial results will be
presented in a conference call today at 5 p.m. EST. To listen to the conference
call via telephone, call (888) 455-0750 (toll-free within the United States and
Canada) or (712) 271-3621 (other countries) and mention "Ingram Micro." An audio
file of the conference call will also be available on the Investor Relations
page of the Ingram Micro Web site, located at www.ingrammicro.com/corp. The
replay of the conference call will be available for one week through the Web
site or by calling (800) 678-3180 or (402) 220-3063 (outside the United States
or Canada).
Cautionary Statement for the Purpose of the Safe Harbor Provisions
of the Private Securities Litigation Reform Act of 1995
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The matters in this press release that are forward-looking statements are
based on current management expectations that involve certain risks, including,
without limitation: intense competition in the U.S., Canada and internationally;
the severe downturn in economic conditions (particularly purchases of technology
products) may continue or worsen; future terrorist or military actions;
continued pricing and margin pressures; failure to adjust costs in a timely
fashion in response to a sudden decrease in demand; the potential for declines
in inventory values and continued restrictive vendor terms and conditions; the
potential decline as well as seasonal variations in demand for Ingram Micro's
products and services; unavailability of adequate capital; inability to manage
future adverse industry trends; failure of information systems; significant
credit loss resulting from significant credit exposure to reseller customers and
negative trends in their businesses; interest rate and foreign currency
fluctuations; adverse impact of governmental controls and actions and political
or economic instability on foreign operations; changes in local, regional, and
global economic conditions and practices; dependency on key individuals and
inability to retain personnel; product supply shortages; the potential
termination of a supply agreement with a major supplier; difficulties and risks
associated with integrating operations and personnel in acquisitions;
disruptions due to reorganization activities; rapid product improvement and
technological change and resulting obsolescence risks; and dependency on
independent shipping companies.
Ingram Micro has instituted in the past and continues to institute changes
to its strategies, operations and processes to address these risk factors and to
mitigate their impact on Ingram Micro's results of operations and financial
condition. However, no assurances can be given that Ingram Micro will be
successful in these efforts. For a further discussion of these and other
significant factors to consider in connection with forward-looking statements
concerning Ingram Micro, reference is made to Exhibit 99.01 of Ingram Micro's
Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2001;
other risks or uncertainties may be detailed from time to time in Ingram Micro's
future SEC filings.
- more -
5/5/5 Ingram Micro Reports Fourth Quarter and Fiscal Year 2001 Results
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About Ingram Micro Inc.
Ingram Micro Inc. is the largest global wholesale provider of technology
products and supply chain management services. The company operates in 36
countries with sales of more than $25 billion for the fiscal year 2001. Ingram
Micro's global regions provide the distribution of technology products and
services, marketing development and supply chain management services to more
than 175,000 technology solution providers and 1,700 manufacturers. The company
is focused on maximizing shareowner value and achieving customer satisfaction
through innovation in the information technology supply chain. Visit
www.ingrammicro.com/corp.
# # #
02-04
(C) 2002 Ingram Micro Inc. All rights reserved. Ingram Micro is a trademark used
under license by Ingram Micro Inc.
All other logos, brand names and product names are trademarks of their
respective companies.
INGRAM MICRO INC.
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CONSOLIDATED BALANCE SHEET
(Dollars in 000s)
(Unaudited)
December 29, December 30,
2001 2000
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ASSETS
Current assets:
Cash $ 273,059 $ 150,560
Investment in available-for-sale securities 24,031 52,897
Accounts receivable, including retained
interest in securitized receivables, net 2,297,957 2,352,672
Inventories 1,623,628 2,919,117
Other current assets 238,171 294,838
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Total current assets 4,456,846 5,770,084
Property and equipment, net 303,833 350,829
Goodwill, net 508,227 430,853
Other 33,101 57,216
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Total assets $ 5,302,007 $ 6,608,982
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LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 2,607,145 $ 3,725,080
Accrued expenses 279,669 350,111
Current maturities of long-term debt 252,803 42,774
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Total current liabilities 3,139,617 4,117,965
Convertible debentures 405 220,035
Revolving credit facilities and other
long-term debt - 282,809
Senior subordinated notes 204,899 -
Other 89,788 113,781
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Total liabilities 3,434,709 4,734,590
Stockholders' equity 1,867,298 1,874,392
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Total liabilities and stockholders' equity $ 5,302,007 $ 6,608,982
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INGRAM MICRO INC.
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CONSOLIDATED STATEMENT OF INCOME
(Dollars in 000s, except per share data)
(Unaudited)
Thirteen Weeks Ended Fifty-two Weeks Ended
December 29, December 30, December 29, December 30,
2001 2000 2001 2000
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Net sales $ 6,142,751 $ 8,065,088 $ 25,186,933 $ 30,715,149
Cost of sales 5,820,297 7,624,349 23,857,034 29,158,851
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Gross profit 322,454 440,739 1,329,899 1,556,298
Selling, general and administrative expenses 285,032 321,383 1,172,665 1,202,861
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Income from operations before reorganization
costs and special items 37,422 119,356 157,234 353,437
Reorganization costs and special items 14,110 - 64,304 -
------------ ------------ ------------ ------------
Income from operations 23,312 119,356 92,930 353,437
Interest and other expense (income) 13,583 25,286 76,995 (9,072)
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Income before income taxes and extraordinary items 9,729 94,070 15,935 362,509
Provision for income taxes 4,074 36,218 6,588 138,756
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Income before extraordinary items 5,655 57,852 9,347 223,753
Extraordinary gain (loss) on repurchase of
debentures (net of $0, $1, $(1,634) and
$1,469 in income taxes, respectively) - 6 (2,610) 2,420
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Net income $ 5,655 $ 57,858 $ 6,737 $ 226,173
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Diluted earnings per share $ 0.04 $ 0.39 $ 0.04 $ 1.52
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Diluted weighted average shares outstanding 150,848,595 149,263,615 150,047,807 148,640,991
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