SEC Filing Summary: SYNNEX CORPORATION (8-K)
Business Context and Reporting Period
This Form 8-K Current Report, dated May 1, 2007, discloses a material acquisition completed by SYNNEX Canada Limited, a subsidiary of SYNNEX Corporation. The transaction involves the acquisition of substantially all assets of the Redmond Group of Companies (RGC), including AVS Technologies, an independent distributor of consumer electronics.
Key Financial Metrics
The filing details the financial terms of the acquisition but does not provide SYNNEX's consolidated revenue, profit, cash flow, or margin data for the period.
- Total Consideration: Approximately $29.3 million in cash (net of assumed debt).
- Payment Structure: Approximately $3.1 million is payable after 180 days following the closing date, contingent on confirmation of net tangible assets.
- Contingent Consideration: An additional $0.4 million may be paid if specific milestones are met within the first 13 months post-closing.
- Debt and Liquidity: The filing does not disclose the company's overall debt levels or liquidity position, only that debt was assumed as part of the net consideration calculation.
Material Changes
The primary material change is the expansion of SYNNEX's Canadian operations through the acquisition of RGC and AVS Technologies. This transaction was executed pursuant to an Acquisition Agreement dated March 27, 2007, and amended on April 30, 2007.
Guidance, Outlook, and Risks
The filing does not contain updated financial guidance, management outlook, or specific risk factors related to the acquisition beyond standard transactional contingencies. Notably, the required financial statements of the acquired business and pro forma financial information are not included in this report; SYNNEX stated these will be filed as soon as practicable.
Investor Verification Checklist
- Verify the upcoming filing of the acquired business's financial statements and pro forma financial information.
- Confirm the final purchase price allocation once the 180-day net tangible asset confirmation period concludes.
- Monitor the achievement of milestones required to trigger the additional $0.4 million contingent payment.
- Review the specific assets and liabilities assumed, as detailed in the omitted schedules (e.g., Fixed Assets, Contracts, Leases) referenced in the exhibit index.