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Ingram Micro Holding Corporation(INGM) - 2024 Q4 - Annual Report

IPO and Financial Performance - The company completed an initial public offering (IPO) in October 2024, issuing 11,600,000 shares at a public offering price of 22.00pershare,withanadditional2,790,000sharessoldbythesellingstockholder[23].ForFiscalYear2024,6622.00 per share, with an additional 2,790,000 shares sold by the selling stockholder[23]. - For Fiscal Year 2024, 66% of consolidated net sales were generated from international operations, compared to 64% in Fiscal Year 2023 and 62% in Fiscal Year 2022[38]. - The company generated approximately 19% of consolidated net sales in Fiscal Year 2024 from products purchased from Apple Inc., and 10% from HP Inc.[28]. - The company categorizes its offerings into Technology Solutions, Cloud, and Other, with less than 5% of net sales coming from ITAD and reverse logistics solutions[33]. - The company has declared a quarterly cash dividend of 0.074 per share, to be paid on March 25, 2025[199]. - The company may change its dividend policy at any time, and there is no guarantee of future dividends[199]. - The stock price may experience significant volatility due to various factors, including operational results and market conditions[197]. Cloud and Technology Solutions - The company supports over 200 cloud solutions and manages more than 36 million seats through its cloud marketplace, with its CloudBlue platform managing over 52 million seats[29]. - The company has invested heavily in robotics and automation within its advanced logistics centers to enhance delivery capabilities and improve customer experience through its Ingram Micro Xvantage platform[25]. - The introduction of AI and ML capabilities into the company's Ingram Micro Xvantage platform aims to enhance competitive positioning, but faces risks from regulatory scrutiny and potential data breaches[176]. Operational and Market Challenges - The company recognizes seasonal fluctuations in demand, particularly lower demand in Europe during summer months and increased demand in the fourth quarter[39]. - The company faces competition from both global and local distributors, including TD Synnex and Arrow Electronics, but believes it is well-equipped to outperform competitors due to its comprehensive offerings and global reach[40]. - A significant percentage of the company's net sales is dependent on a few key vendors, and any adverse changes in vendor relationships could negatively impact operating margins and revenues[149]. - Vendor consolidation has resulted in fewer sources for products, increasing the bargaining power of larger vendors, which could adversely affect the company's revenues and operating results[153]. - The company faces risks related to supply shortages and customer order backlogs, which can significantly impact pricing and availability of products[151]. Workforce and Talent Development - As of December 28, 2024, the company had approximately 23,500 full-time associates and utilized about 5,250 full-time equivalent temporary or contract workers at peak[44]. - In 2024, approximately 77% of executive positions were filled with internal candidates, indicating a strong focus on internal talent development[50]. Sustainability and Compliance - The company aims to reduce absolute Scope 1 and 2 greenhouse gas emissions by 90% by 2030, using a 2022 base year[52]. - The company received a Platinum medal rating from EcoVadis, recognizing its sustainability efforts and placing it in the top 1% of over 125,000 assessed companies[54]. - The company has established targets for reducing waste in its operations as part of its sustainable impact program[52]. - The company is subject to various data privacy and protection laws, including the California Consumer Privacy Act and the General Data Protection Regulation (GDPR)[41]. - The company monitors changes in laws and regulations to ensure compliance, which may generate additional costs or impact financial condition[42]. Risk Management and Internal Controls - Material weaknesses in internal control over financial reporting have resulted in restatements of financial statements from 2021 to 2023[191]. - The company identified a material weakness in risk assessment processes, contributing to misstatements in financial statements[192]. - Remediation measures for material weaknesses include strengthening controllership functions and revising policies and procedures[195]. - The company may incur significant costs and management time to implement necessary changes to internal controls[195]. - Material weaknesses could lead to further misstatements and additional risks, including legal proceedings and reputational harm[194]. Cybersecurity and Data Protection - The company has implemented data security measures, including physical, technical, and administrative safeguards, to mitigate risks associated with cyberattacks, but cannot guarantee that breaches will not occur in the future[166]. - Compliance with new cybersecurity rules adopted by the SEC requires the company to disclose material cybersecurity incidents within four business days, effective December 18, 2023[174]. - The company faces increased compliance costs due to changing data transfer regulations, particularly regarding cross-border transfers of personal data under GDPR[169]. - The company is actively managing risks associated with third-party data processors through contractual arrangements, but cannot assure complete protection from potential violations[170]. Corporate Governance and Control - Platinum controls approximately 90% of the voting power of the outstanding Common Stock, allowing it to influence the election and removal of directors[180]. - Platinum has the right to nominate a majority of the board of directors as long as it owns at least 50% of the voting power of the outstanding stock[181]. - The company is classified as a "controlled company" under NYSE rules, which exempts it from certain corporate governance requirements[183]. - Anti-takeover provisions may delay or prevent a change of control, potentially affecting stockholder opportunities for premiums on shares[184]. Financial Risks and Liabilities - Each one-eighth percentage point change in interest rates would result in a change of approximately 5.53millioninannualinterestexpenseonthecompanysvariablerateindebtedness[139].ThecompanytransitionedfromLIBORtotheSecuredOvernightFinancingRate(SOFR)foritsinterestreferencerate,establishinga5.3175.53 million in annual interest expense on the company's variable rate indebtedness[139]. - The company transitioned from LIBOR to the Secured Overnight Financing Rate (SOFR) for its interest reference rate, establishing a 5.317% upper limit on the SOFR interest rate[139]. - The company has experienced credit risks from customers, including a loss of less than 10 million from a customer in receivership in 2022, highlighting potential vulnerabilities in customer payment obligations[156]. - The company is subject to indemnification claims that may reduce available funds for third-party claims, impacting financial stability[209].