Ingram Micro Holding Corp. Files IPO Amendment
Ticker: INGM · Form: S-1/A · Filed: Oct 15, 2024 · CIK: 1897762
Sentiment: neutral
Topics: ipo, sec-filing, amendment
TL;DR
Ingram Micro IPO filing updated. Looks like they're still aiming for the public markets.
AI Summary
Ingram Micro Holding Corp. filed an S-1/A amendment on October 15, 2024, for its initial public offering. The company, incorporated in Delaware, is seeking to register its securities under the Securities Act of 1933. Its principal executive offices are located at 3351 Michelson Drive, Suite 100, Irvine, CA 92612, with a business phone number of (714) 566-1000. Paul Bay is listed as the Chief Executive Officer.
Why It Matters
This filing indicates Ingram Micro Holding Corp. is moving forward with its plan to become a publicly traded company, which could impact its access to capital and future business strategies.
Risk Assessment
Risk Level: medium — As this is an S-1/A filing for an IPO, the company is seeking public investment, which inherently carries risks associated with market volatility and the success of a new public offering.
Key Numbers
- 333-282404 — SEC Registration Number (Identifies this specific registration filing with the SEC.)
- 20241015 — Filing Date (The date the amendment was officially filed with the SEC.)
Key Players & Entities
- Ingram Micro Holding Corp. (company) — Registrant
- October 15, 2024 (date) — Filing Date
- 333-282404 (other) — SEC Registration Number
- Paul Bay (person) — Chief Executive Officer
- 3351 Michelson Drive, Suite 100, Irvine, CA 92612 (location) — Principal Executive Offices
- (714) 566-1000 (phone_number) — Business Phone
- Willkie Farr & Gallagher LLP (company) — Legal Counsel
FAQ
What is the purpose of this S-1/A filing?
This is an amendment to a previously filed Form S-1 Registration Statement, indicating updates or revisions to the initial public offering details for Ingram Micro Holding Corp.
Who is the Chief Executive Officer of Ingram Micro Holding Corp.?
Paul Bay is the Chief Executive Officer of Ingram Micro Holding Corp., as indicated in the filing.
Where are Ingram Micro Holding Corp.'s principal executive offices located?
The principal executive offices are located at 3351 Michelson Drive, Suite 100, Irvine, CA 92612.
What is the SEC registration number associated with this filing?
The SEC registration number is 333-282404.
When was this amendment filed with the SEC?
This amendment (S-1/A) was filed with the SEC on October 15, 2024.
Filing Stats: 4,516 words · 18 min read · ~15 pages · Grade level 16.2 · Accepted 2024-10-15 08:37:16
Key Financial Figures
- $7.2 b — ate cash consideration of approximately $7.2 billion, net of any indebtedness acquired
- $500 million — ABL Credit Facilities, consisting of a $500 million ABL Term Loan Facility and a $3,500 mil
- $3,500 million — 00 million ABL Term Loan Facility and a $3,500 million ABL Revolving Credit Facility; the $2
- $2,000 million — on ABL Revolving Credit Facility; the $2,000 million Term Loan Credit Facility; and the $2
- $179.4 million — er credit facilities with approximately $179.4 million outstanding as of June 29, 2024, and en
- $21.50 — to be sold in this offering are sold at $21.50 per share, which is the midpoint of the
- $3,500 m — an aggregate principal amount of up to $3,500 million, subject to borrowing base capaci
- $500 m — ity in an aggregate principal amount of $500 million, entered into on July 2, 2021;
Filing Documents
- d126458ds1a.htm (S-1/A) — 4129KB
- d126458dex11.htm (EX-1.1) — 243KB
- d126458dex51.htm (EX-5.1) — 10KB
- d126458dex231.htm (EX-23.1) — 2KB
- d126458dex232.htm (EX-23.2) — 2KB
- d126458dexfilingfees.htm (EX-FILING FEES) — 29KB
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- 0001193125-24-237243.txt ( ) — 13904KB
RISK FACTORS
RISK FACTORS 38 LETTER FROM OUR CHIEF EXECUTIVE OFFICER 79 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 81
USE OF PROCEEDS
USE OF PROCEEDS 83 DIVIDEND POLICY 85 CAPITALIZATION 86
DILUTION
DILUTION 88 UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF INCOME 90
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 96
BUSINESS
BUSINESS 152 MANAGEMENT 176
EXECUTIVE COMPENSATION
EXECUTIVE COMPENSATION 184 CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS 207 PRINCIPAL AND SELLING STOCKHOLDER 211 DESCRIPTION OF MATERIAL INDEBTEDNESS 213
DESCRIPTION OF CAPITAL STOCK
DESCRIPTION OF CAPITAL STOCK 218 SHARES ELIGIBLE FOR FUTURE SALE 227 MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES TO NON-U.S. HOLDERS 229
UNDERWRITING
UNDERWRITING 233 LEGAL MATTERS 249 EXPERTS 250 WHERE YOU CAN FIND MORE INFORMATION 251 INDEX TO FINANCIAL STATEMENTS F-1 i Table of Contents ABOUT THIS PROSPECTUS You should rely only on the information contained in this prospectus or in any free writing prospectus we may authorize to be delivered or made available to you. Neither we nor the selling stockholder nor the underwriters have authorized anyone to provide you with different information. The Company, the selling stockholder and the underwriters take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. The information in this prospectus is accurate only as of the date of this prospectus, regardless of the time of delivery of this prospectus, or any free writing prospectus, as the case may be, or any sales of shares of our Common Stock. Our business, financial condition, results of operations and prospects may have changed since that date. For investors outside the United States: We are not, the selling stockholder is not and the underwriters are not, making an offer to sell shares of our Common Stock in any jurisdiction where the offer or sale is not permitted. Neither we nor the selling stockholder nor the underwriters have done anything that would permit this offering or possession or distribution of this prospectus in any jurisdiction where action for that purpose is required, other than in the United States. Persons outside the United States who come into possession of this prospectus must inform themselves about, and observe any restrictions relating to, the offering of shares of Common Stock and the distribution of this prospectus outside the United States. INDUSTRY AND MARKET DATA Within this prospectus, we reference information and statistics regarding the IT industry. We have obtained this information and statistics from various independent third-party sources, including independent industry publ