Ingram Micro Holding Corp

Previous wording

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q and our audited consolidated financial statements and the related notes and the discussion under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations” for the year ended December 30, 2023 included in our final prospectus filed with the Securities and Exchange Commission (the “SEC”) on October 24, 2024 (the “Prospectus”). In addition to historical consolidated financial information, the following discussion contains forward-looking statements that reflect our plans, estimates, and beliefs that involve significant risks and uncertainties. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to those differences include those discussed below and elsewhere in this Quarterly Report on Form 10-Q and the Prospectus, particularly in “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements.”

Current wording

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q and our audited consolidated financial statements and the related notes and the discussion under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations” for the year ended December 28, 2024 included in our Annual Report. In addition to historical consolidated financial information, the following discussion contains forward-looking statements that reflect our plans, estimates, and beliefs that involve significant risks and uncertainties. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to those differences include those discussed below and elsewhere in this Quarterly Report on Form 10-Q and the Annual Report, particularly in “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements.”

Previous wording

Ingram Micro Holding Corporation and its subsidiaries are primarily engaged in the distribution of information technology (“IT”) products, cloud and other services worldwide. Ingram Micro operates in North America; Europe, Middle East and Africa (“EMEA”); Asia-Pacific; and Latin America.

Current wording

Ingram Micro Holding Corporation and its subsidiaries are primarily engaged in the distribution of information technology (“IT”) products, cloud and other services worldwide. Our business is organized into four reportable segments based on the different geographic regions in which we operate: North America; Europe, Middle East and Africa (“EMEA”); Asia-Pacific; and Latin America.

Previous wording

Our product, service and solution offerings consist of Client and Endpoint Solutions, Advanced Solutions, Cloud-based Solutions and Other, which include the product and service categories further described below. Results are impacted by changes in product mix, including entry or expansion into new markets, new product offerings and the exit or retraction of certain business. Furthermore, we have invested most heavily in recent years into Advanced Solutions and Cloud-based Solutions and capabilities globally, for which an increased need for more complex solutions coupled with more products being consumed on an as-a-service basis is driving a more rapid shift towards these offerings. Advanced Solutions and Cloud sales now collectively comprise more than one-third of our net sales.

Current wording

Our product, service and solution offerings consist of Client and Endpoint Solutions, Advanced Solutions, Cloud-based Solutions and Other, which include the product and service categories further described below. Our results are impacted by changes in demand levels and related product mix, including entry or expansion into new markets, new product offerings and the exit or retraction of certain business. Furthermore, we have invested most heavily in recent years into Advanced Solutions and Cloud-based Solutions and capabilities globally, for which an increased need for more complex solutions coupled with more products being consumed on an as-a-service basis is driving a more rapid shift towards these offerings. Advanced Solutions and Cloud sales now collectively comprise more than one-third of our net sales and more than half of our gross profit.

Previous wording

As part of our global presence in each of our four geographic regions, we offer customers a full spectrum of hardware and software, cloud services and logistics expertise through three main lines of business: Technology Solutions, Cloud and Other. In each of our geographic segments we offer customers the product categories listed below broken down under the respective line of business. Beginning in the second quarter of 2024, we began to refer to our Commercial & Consumer category as Client and Endpoint Solutions as a better reflection of the nature of the products and services within that category.

Current wording

As part of our global presence in each of our four geographic regions, we offer customers a full spectrum of hardware and software, cloud-based solutions, services and logistics expertise through four main lines of business: Client and Endpoint Solutions, Advanced Solutions, Cloud-based solutions and Other. In each of our geographic segments we offer customers the product categories listed below broken down under the respective line of business.

Previous wording

•Client and Endpoint Solutions. We offer a variety of higher-volume products targeted for corporate and individual end users, including desktop personal computers, notebooks, tablets, printers, components (including hard drives, motherboards, video cards, etc.), application software, peripherals, accessories and Ingram Micro branded solutions. We also offer a variety of products that enable mobile computing and productivity, including phones, phone tablets (including two-in-one “notebook/tablet” devices), smartphones, feature phones, mobile phone accessories, wearables and mobility software.

Current wording

•Client and Endpoint Solutions. We offer a variety of higher-volume products targeted for corporate and individual end users, including desktop personal computers, notebooks, tablets, printers, components (including hard drives, motherboards, video cards, etc.), application software, peripherals and accessories. We also offer a variety of products that enable mobile computing and productivity, including phones, phone tablets (including two-in-one “notebook/tablet” devices), smartphones, feature phones, mobile phone accessories, wearables and mobility software.

Previous wording

•Advanced Solutions. We offer enterprise grade hardware and software products aimed at corporate and enterprise users and generally characterized by specific projects, which account for lower volumes but higher-margin products individually and collectively in the form of solutions and related services. And while Advanced Solutions requires higher operational expenditures, primarily in the form of technical capabilities to serve the market, the operating margin delivered by this business is also generally stronger than Client and Endpoint Solutions. Within this product category, we offer servers, storage, networking, hybrid and software-defined solutions, cyber security, power and cooling and virtualization (software and hardware) solutions. This category also includes training, professional services and financial solutions related to these product sets. We also offer customers data capture-point of sale (“DC / POS”), physical security, audio visual & digital signage, Unified Communications and Collaboration (“UCC”) and Telephony, Internet-of-Things (“IoT”) (smart office/home automation) and artificial intelligence products.

Current wording

•Advanced Solutions. We offer enterprise-grade hardware and software products aimed at corporate and enterprise users and generally characterized by specific projects, which account for lower volumes than Client and Endpoint Solutions but higher margins individually and collectively in the form of solutions and related services. And while Advanced Solutions requires higher operational expenditures, primarily in the form of technical capabilities to serve the market, the operating margin delivered by this business is also generally stronger than Client and Endpoint Solutions. Within this product category, we offer servers, storage, networking, hybrid and software-defined solutions, cyber security, power and cooling and virtualization (software and hardware) solutions. This category also includes training, professional services and financing solutions related to these product sets. We also offer customers data capture-point of sale (“DC / POS”), physical security, audio visual & digital signage, Unified Communications and Collaboration, and Telephony, Internet-of-Things (smart office/home automation) and artificial intelligence products.

Previous wording

•We provide customers with IT Asset Disposition (“ITAD”), reverse logistics and repair and other related solutions. These offerings represent less than 10% of net sales for all periods presented herein.

Current wording

•Other. We provide customers with IT Asset Disposition, reverse logistics and repair and other related solutions. These offerings represent less than 5% of net sales for all periods presented herein.

Previous wording

The technology distribution industry in which we operate is characterized by narrow gross profit as a percentage of net sales, or gross margin. Historically, our margins have also been impacted by pressures from price competition and declining average selling prices, as well as changes in vendor terms and conditions, including, but not limited to, variations in vendor rebates and incentives, our ability to return inventory to vendors and time periods qualifying for price protection. We expect competitive pricing pressures and restrictive vendor terms and conditions to continue in the foresee able future. In addition, our margins have been and may continue to be impacted by our inventory levels which are based on projections of future demand, product availability, product acceptance and marketability and market conditions. Any sudden decline in demand and/or rapid technological changes in products could cause us to have a charge for excess and/or obsolete inventory. Likewise, in times of heavy demand or when supply constraints become significant, prices for certain technology products will tend to increase. To manage our profitability, we have implemented changes to and continue to refine our pricing strategies, inventory management processes and vendor engagement programs. In addition, we continuously monitor and work to change, as appropriate, certain terms, conditions and credit offered to our customers to reflect those being imposed by our vendors, to recover costs and/or to facilitate sales opportunities. We have also strived to improve our profitability through diversification of product offerings, including our presence in adjacent product categories, such as enterprise computing, data center and automatic identification and DC / POS. Additionally, we continue to expand our capabilities in what we believe are faster growing and higher margin service-oriented businesses, including cloud and hybrid cloud/on-premise solutions.

Current wording

The technology distribution industry in which we operate is characterized by narrow gross profit as a percentage of net sales, or gross margin. Historically, our margins have also been impacted by pressures from price competition and declining average selling prices, as well as changes in vendor terms and conditions, including, but not limited to, variations in vendor rebates and incentives, our ability to return inventory to vendors and time periods qualifying for price protection. Tariffs, customs/duties and other similar charges on products are typically passed through in our pricing upon sale. We expect competitive pricing pressures and restrictive vendor terms and conditions to continue in the foresee able future. In addition, our margins have been and may continue to be impacted by our inventory levels which are based on projections of future demand, product availability, product acceptance and marketability and market conditions. Any sudden decline in demand and/or rapid technological changes in products could cause us to have a charge for excess and/or obsolete inventory. Likewise, in times of heavy demand or when supply constraints become significant, prices for certain technology products will tend to increase. To manage our profitability, we have implemented changes to and continue to refine our pricing strategies, inventory management processes and vendor engagement programs. In addition, we continuously monitor and work to change, as appropriate, certain terms, conditions and credit offered to our customers to reflect those being imposed by our vendors, to recover costs and/or to facilitate sales opportunities. We have also strived to improve our profitability through diversification of product offerings, including our presence in adjacent product categories, such as enterprise computing, data center and automatic identification and DC / POS. Additionally, we continue to expand our capabilities in what we believe are faster growing and higher margin service-oriented businesses, including cloud and hybrid cloud/on-premise solutions.

Previous wording

Another key area for our overall profitability management is the monitoring and control of our level of SG&A expenses. On an ongoing basis, we regularly look to optimize and drive efficiencies throughout our operations, which includes the use of temporary workforce to address staffing needs particularly in our warehouse operations where demand levels are more impactful on workloads. SG&A expenses also include the cost of investment in certain initiatives to accelerate growth and profitability and optimize our operations. We continue to increase our presence in cloud which generally has higher gross margins but also requires higher automation and investment in commerce and other platforms to address its respective end markets.

Current wording

Another key area for our overall profitability management is the monitoring and control of our level of SG&A expenses. On an ongoing basis, we regularly look to optimize and drive efficiencies throughout our operations, which includes the use of temporary workforce to address staffing needs particularly in our warehouse operations where demand levels are more impactful on workloads. SG&A expenses also include the cost of investment in certain initiatives to accelerate growth and profitability and optimize our operations. We continue to increase our presence in cloud which generally has higher gross margins but also requires higher automation and investment in technology. We are likewise investing in the development and deployment of our Ingram Micro Xvantage Platform to address our market opportunities and partner experience in a more automated and efficient manner.

Previous wording

The IT products distribution business is working capital intensive. Our business requires significant levels of working capital, primarily trade accounts receivable and inventory, which is partially financed by vendor trade accounts payable. For our working capital needs, we rely heavily on trade credit from vendors, and also on trade accounts receivable financing programs and proceeds from debt facilities. We maintain a strong focus on management of working capital in order to maximize returns on investment, cash provided by operations, and our debt and cash levels. However, our debt and/or cash levels may fluctuate significantly on a day-to-day basis due to the timing of customer receipts, inventory stocking levels and periodic payments to vendors. A higher concentration of payments received from customers toward the end of each month, combined with the timing of payments we make to our vendors, typically yields lower debt balances and higher cash balances at our quarter-ends than is the case throughout the quarter or year. Our future debt requirements may increase and/or our cash levels may decrease to support growth in our overall level of business, changes in our required working capital profile, or to fund acquisitions or other investments in the business.

Current wording

Our business requires significant levels of working capital, primarily trade accounts receivable and inventory, which is partially financed by vendor trade accounts payable. For our working capital needs, we rely heavily on trade credit from vendors, and also on trade accounts receivable financing programs and proceeds from debt facilities. We maintain a strong focus on management of working capital in order to maximize returns on investment, cash provided by operations, and our debt and cash levels. However, our debt and/or cash levels may fluctuate significantly on a day-to-day basis due to the timing of customer receipts, inventory stocking levels and periodic payments to vendors. A higher concentration of payments received from customers toward the end of each month, combined with the timing of payments we make to our vendors, typically yields lower debt balances and higher cash balances at our quarter-ends than is the case throughout the quarter or year. Our future debt requirements may increase and/or our cash levels may decrease to support growth in our overall level of business, changes in our required working capital profile, or to fund acquisitions or other investments in the business.

Previous wording

We do not allocate cash-based compensation expense or certain Corporate costs to our reportable segments; therefore, we are reporting these amounts separately.

Current wording

We do not allocate stock-based compensation expense or time-vested and performance-vested cash-based compensation recognized to our reportable segments and certain Corporate costs; therefore, we are reporting these amounts separately.

Previous wording

Consolidated net sales were $11,762,628 for the Thirteen Weeks Ended September 28, 2024, compared to $11,925,373 for the Thirteen Weeks Ended September 30, 2023. The 1.4% decrease for the Thirteen Weeks Ended September 28, 2024 compared to the Thirteen Weeks Ended September 30, 2023, was primarily a result of lower net sales in our North America and Latin America regions, partially offset by net sales growth in our Asia-Pacific region. Net sales of advanced solutions offerings declined by 5% globally in the Thirteen Weeks Ended September 28, 2024 compared to the Thirteen Weeks Ended September 30, 2023, partially offset by growth of 1% globally in net sales of client and endpoint solutions, particularly in mobility devices in some markets, growth of 21% globally in net sales of our cloud-based solutions and growth of 11% globally in net sales of Other services. The translation impact of foreign currencies relative to the U.S. dollar negatively impacted the comparison of our global net sales year-over-year by approximately 0.1%.

Current wording

Consolidated net sales were $12,280,843 for the Thirteen Weeks Ended March 29, 2025, compared to $11,334,934 for the Thirteen Weeks Ended March 30, 2024. The 8.3% increase for the Thirteen Weeks Ended March 29, 2025 compared to the Thirteen Weeks Ended March 30, 2024, was primarily a result of net sales growth in the Asia-Pacific, North America and EMEA regions, partially offset by lower net sales in our Latin America region. The increase was driven by growth in net sales across all product categories in the Thirteen Weeks Ended March 29, 2025 compared to the Thirteen Weeks Ended March 30, 2024. Client and endpoint solutions increased by 12%, advanced solutions increased by 2%, cloud-based solutions increased by 5% and Other services increased by 7%. The translation impact of foreign currencies relative to the U.S. dollar negatively impacted the comparison of our global net sales year-over-year by approximately 2.4%. On a constant currency basis, net sales of client and endpoint solutions increased by 15%, advanced solutions increased by 4%, cloud-based solutions increased by 8% and Other services increased by 8%.

Previous wording

The $924,320, or 11.2%, increase in Asia-Pacific net sales for the Thirty-Nine Weeks Ended September 28, 2024 compared to the Thirty-Nine Weeks Ended September 30, 2023 was primarily driven by double-digit net sales growth in client and endpoint solutions and cloud-based solutions. Net sales of client and endpoint solutions increased 13% in the Thirty-Nine Weeks Ended September 28, 2024 compared to the Thirty-Nine Weeks Ended September 30, 2023, primarily as a result of growth in mobility distribution, particularly smartphones in China and India. Net sales of advanced solutions offerings increased by 7%, which was driven by growth in server net sales in India and Singapore, as well as growth in networking solutions in China. Additionally, net sales of cloud-based solutions increased by 16% year-over-year, led by growth in Australia and Singapore. These results were slightly offset by a 17% decline in net sales of Other services. The translation impact of foreign currencies relative to the U.S. dollar had a negative impact of approximately 2% on the year-over-year comparison of the region’s net sales. On a constant currency basis, net sales for client and endpoint solutions increased by 15%, advanced solutions offerings increased by 8%, cloud-based solutions increased by 17%, while Other services declined by 15%.

Current wording

The $606,004, or 20.1%, increase in Asia-Pacific net sales for the Thirteen Weeks Ended March 29, 2025 compared to the Thirteen Weeks Ended March 30, 2024 was driven by a 24% increase in net sales of client and endpoint solutions, due to growth in mobility distribution, particularly smartphones in China and India. Net sales of desktops and tablets were also strong in China, while consumer electronics grew solidly in India. Net sales of advanced solutions offerings increased by 10%, driven by growth in networking in China, partially offset by declines in server net sales in Singapore and Malaysia, networking in India, and infrastructure software in Hong Kong. Additionally, net sales of cloud-based solutions increased by 12%, driven particularly by strength in India. These results were partially offset by a 13% decrease in net sales of Other services. The translation impact of foreign currencies relative to the U.S. dollar had a negative impact of approximately 3% on the year-over-year comparison of the region’s net sales. On a constant currency basis, net sales for client and endpoint solutions increased by 27%, advanced solutions offerings increased by 13% and cloud-based solutions increased by 15%, while Other services decreased by 11%.

Previous wording

The $145,790, or 14.6%, decrease in Latin American net sales for the Thirteen Weeks Ended September 28, 2024 compared to the Thirteen Weeks Ended September 30, 2023 was primarily driven by a 13% decrease in net sales of client and endpoint solutions, attributed to declines in mobility distribution, particularly smartphones in Miami Export, as well as notebooks in Miami Export and consumer electronics in Mexico and Peru. Additionally, net sales of advanced solutions offerings declined by 19% year-over-year in the region as a result of declines in networking in Mexico. Net sales of cloud-based solutions also declined by 5%, largely driven by Brazil. These results were partially offset by growth of 54% in net sales of Other services. The translation impact of foreign currencies relative to the U.S. dollar had a negative impact of 6% on the year-over-year comparison of the region’s net sales. On a constant currency basis, net sales of client and endpoint solutions decreased by 7%, advanced solutions offerings decreased by 13%, while Other services increased by 76% and cloud-based solutions increased by 5% in the Thirteen Weeks Ended September 28, 2024 compared to the Thirteen Weeks Ended September 30, 2023.

Current wording

The $74,741, or 8.5%, decrease in Latin American net sales for the Thirteen Weeks Ended March 29, 2025 compared to the Thirteen Weeks Ended March 30, 2024 was primarily driven by a decrease of 8% in net sales of client and endpoint solutions, attributed to declines in desktops in Mexico, components in Miami Export and consumer electronics in Brazil, Colombia and Mexico, partially offset by growth in mobility distribution, particularly smartphones in Peru. Additionally, net sales of advanced solutions offerings decreased by 11% year-over-year in the region as a result of declines in servers and networking in Mexico. These results were partially offset by an increase of 5% in net sales of cloud-based solutions, and a 36% increase in net sales of Other services, both driven primarily by strength in Brazil. The translation impact of foreign currencies relative to the U.S. dollar had a negative impact of approximately 8% on the year-over-year comparison of the region’s net sales. On a constant currency basis, net sales for client and endpoint solutions were flat compared to the prior year period and advanced solutions decreased by 2%, while cloud-based solutions increased by 23% and Other services increased by 60%.

Previous wording

Gross profit was $2,508,860 for the Thirty-Nine Weeks Ended September 28, 2024, compared to $2,568,477 for the Thirty-Nine Weeks Ended September 30, 2023. Gross margin decreased by 9 basis points in the Thirty-Nine Weeks Ended September 28, 2024 compared to the Thirty-Nine Weeks Ended September 30, 2023. The decrease in gross profit dollars was primarily attributable to the previously described declines in our net sales. The 9 basis point decrease in gross margin was driven primarily by a shift in sales mix away from our higher-margin advanced solutions offerings to lower-margin client and endpoint solutions in North America and EMEA, as well as an overall shift in net sales mix towards our lower gross margin, but lower cost-to-serve, Asia Pacific region during the Thirty-Nine Weeks Ended September 28, 2024 compared to the Thirty-Nine Weeks Ended September 30, 2023. These factors were partially offset by the translation impact of foreign currencies relative to the U.S. dollar, which had a positive impact of 1 basis point on the year-over-year comparison of gross margin.

Current wording

Gross profit was $828,762 for the Thirteen Weeks Ended March 29, 2025, compared to $834,938 for the Thirteen Weeks Ended March 30, 2024. Gross margin decreased by 62 basis points in the Thirteen Weeks Ended March 29, 2025 compared to the Thirteen Weeks Ended March 30, 2024. The slight decrease in gross profit dollars, and the 62 basis point decrease in gross margin was driven by a shift in sales mix towards our lower-margin client and endpoint solutions, particularly in EMEA and Asia-Pacific as well as a decline in gross margin in both client and endpoint solutions and advanced solutions product categories during the Thirteen Weeks Ended March 29, 2025 compared to the Thirteen Weeks Ended March 30, 2024, which was largely a result of a combination of customer mix more towards large enterprise customers, particularly in North America, and geographic mix towards our lower margin, lower cost-to-serve Asia Pacific region. The heightened competitive pricing environment we saw in the India market also contributed to the lower gross margins during the current year quarter. The impact of foreign currencies relative to the U.S. dollar had a negative impact of 2 basis points on the year-over-year comparison of gross margin.

Previous wording

Total SG&A expenses decreased $18,556, and increased by 2 basis points of net sales in the Thirty-Nine Weeks Ended September 28, 2024 compared to the Thirty-Nine Weeks Ended September 30, 2023. The decrease in SG&A dollars is driven by decreases in compensation and headcount expenses of $15,770, driven by the efforts taken under our global restructuring plan further described below. Additionally, bad debt expense decreased $7,252, and professional and outside service costs decreased $6,014. These decreases were partially offset by an increase in corporate costs of $6,083. Additionally, the prior year period includes a one-time benefit of $5,261 related to a legal settlement. In connection with the September 2024 refinancing of our Term Loan Credit Facility, we incurred $8,786 of debt refinancing costs within SG&A expenses. The translation impact of foreign currencies relative to the U.S. dollar had no impact on the year-over-year comparison of SG&A as a percentage of net sales.

Current wording

Total SG&A expenses decreased $16,187, and decreased by 58 basis points of net sales in the Thirteen Weeks Ended March 29, 2025 compared to the Thirteen Weeks Ended March 30, 2024. The decrease in SG&A dollars is driven by decreases in compensation and headcount expenses of $14,047, attributed to the restructuring efforts initiated during 2024 and further described below, and declines in Corporate costs of $5,553, other miscellaneous expenses of $4,756, and repair and maintenance expenses of $2,644. These decreases were partially offset by increases in stock-based compensation expense of $2,764 and integration and transition costs of $2,716. The translation impact of foreign currencies relative to the U.S. dollar had a positive impact of 11 basis points on the year-over-year comparison of SG&A expenses as a percentage of net sales.

Previous wording

Income from operations was $569,423, or 1.64%, of net sales in the Thirty-Nine Weeks Ended September 28, 2024, compared to $613,412, or 1.75% of net sales, in the Thirty-Nine Weeks Ended September 30, 2023. The 11 basis point year-over-year decrease in income from operations margin was primarily due to the decrease in gross margin, the increase in SG&A expenses as a percentage of net sales, as well as the increase in restructuring costs of 1 basis point of net sales, described above. The translation impact of foreign currencies relative to the U.S. dollar had a negative impact of 1 basis point on the year-over-year comparison of our consolidated income from operations margin.

Current wording

Income from operations was $200,864, or 1.64% of net sales, in the Thirteen Weeks Ended March 29, 2025, compared to $170,121, or 1.50% of net sales, in the Thirteen Weeks Ended March 30, 2024. The 14 basis point year-over-year increase in income from operations margin is primarily due to the reduction in SG&A expenses as a percentage of net sales described above as well as an 18 basis point impact from the year-over-year reduction in restructuring costs, offsetting the decrease in gross margin described above. The translation impact of foreign currencies relative to the U.S. dollar had a negative impact of 2 basis points on the year-over-year comparison of our consolidated income from operations margin.

Previous wording

In the Thirteen Weeks Ended September 28, 2024, Corporate costs included $6,250 of advisory fees paid to Platinum Equity Advisors, LLC (“Platinum Advisors”), which we will no longer incur following the initial public offering (the “IPO”), $3,315 of remaining costs no longer covered by payments under the Transition Services Agreement, dated as of April 4, 2022 with CMA CGM Group and $2,329 related to investments in certain initiatives to accelerate our growth and profitability and optimize our operations. In the Thirteen Weeks Ended September 30, 2023, Corporate costs consisted primarily of $6,250 of advisory fees paid to Platinum Advisors, and $1,631 related to investments in certain initiatives to accelerate our growth and profitability and optimize our operations.

Current wording

In the Thirteen Weeks Ended March 29, 2025, Corporate costs included $1,287 of stranded costs resulting from the termination of certain operations and IT services under the transition services agreement with CMA CGM Group following the CLS Sale in 2022, as well as $1,241 related to investments in certain initiatives to accelerate our growth and profitability and optimize operations. In the Thirteen Weeks Ended March 30, 2024, Corporate costs consisted primarily of $6,250 of advisory fees paid to Platinum Advisors, and $2,379 related to investments in certain initiatives to accelerate our growth and profitability and optimize our operations.

Previous wording

Cash-based compensation expense decreased by $7,063 in the Thirty-Nine Weeks Ended September 28, 2024 compared to the Thirty-Nine Weeks Ended September 30, 2023 primarily due to the impact of over-achievement on performance targets in the Thirty-Nine Weeks Ended September 30, 2023.

Current wording

Cash-based compensation expense decreased by $947 in the Thirteen Weeks Ended March 29, 2025 compared to the Thirteen Weeks Ended March 30, 2024 primarily due to lower achievement of expected performance targets in the Thirteen Weeks Ended March 29, 2025.

Previous wording

Total other (income) expense consists primarily of interest income, interest expense, foreign currency exchange gains and losses, and other non-operating gains and losses. We incurred total other (income) expense of $98,951 in the Thirteen Weeks Ended September 28, 2024 compared to $92,064 in the Thirteen Weeks Ended September 30, 2023. The increase is largely driven by an increase of $21,137 in net foreign currency exchange loss. This was partially offset by a decrease in interest expense of $12,067, primarily as a result of lower average debt outstanding in the current year period, due in particular to $805,000 in voluntary principal payments on our Term Loan Credit Facility made since June 2023, including recent payments of $150,000 made in June 2024 and $100,000 made in September 2024.

Current wording

Total other (income) expense consists primarily of interest income, interest expense, foreign currency exchange gains and losses, and other non-operating gains and losses. We incurred total other (income) expense of $100,461 in the Thirteen Weeks Ended March 29, 2025 compared to $93,440 in the Thirteen Weeks Ended March 30, 2024. The increase is largely driven by an increase of $11,391 in net foreign currency exchange loss driven by a more volatile foreign exchange environment in the current year. Additionally, the Thirteen Weeks Ended March 29, 2025 includes an unrealized loss of $3,622, while the Thirteen Weeks Ended March 30, 2024 includes an unrealized gain of $4,591 related to our investments held in Rabbi Trust. This was partially offset by a decrease in interest expense of $9,723, primarily as a result of lower average debt outstanding in the current year period due in particular to voluntary principal payments of $483,100 on our Term Loan Credit Facility made in fiscal year 2024. Additionally, we voluntarily repaid an incremental $125,000 on our Term Loan Credit Facility in late March 2025.

Previous wording

We recorded an income tax provision of $42,254, or an effective tax rate of 35.4%, in the Thirteen Weeks Ended September 28, 2024, compared to $33,555, or an effective tax rate of 27.9% in the Thirteen Weeks Ended September 30, 2023. The tax provision for the Thirteen Weeks Ended September 28, 2024 included $4,481 of net tax expense, or 3.8 percentage points of the effective tax rate, which is associated with withholding tax expense from our business operations in the Latin America region, primarily from our Miami Export business. The tax provision for the Thirteen Weeks Ended September 28, 2024, also included $4,139 of tax expense, or 3.5 percentage points of the effective tax rate, due to a reduction in estimated U.S. foreign tax credit utilization in 2024. The tax provision for the Thirteen Weeks Ended September 30, 2023, included $4,057 of tax expense, or 3.4 percentage points of the effective tax rate, which is associated with withholding tax expense from our business operations in the Latin America region, primarily from our Miami Export business. The tax provision for the Thirteen Weeks Ended September 30, 2023, also included $5,777 of net tax benefit, or 4.8 percentage points of the effective tax rate, primarily due to an increase in actual 2022 U.S. foreign tax credit utilization as compared to our previous estimate, partially offset by a variety of other small tax adjustments.

Current wording

We recorded an income tax provision of $31,214, or an effective tax rate of 31.1%, in the Thirteen Weeks Ended March 29, 2025, compared to $27,129, or an effective tax rate of 35.4% in the Thirteen Weeks Ended March 30, 2024. The tax provision for the Thirteen Weeks Ended March 29, 2025, included $3,098 of tax expense, or 3.1% of the effective tax rate, which is associated with withholding tax expense from our business operations in the Latin America region, primarily from our Miami Export business. The tax provision for the Thirteen Weeks Ended March 30, 2024, included $2,652 of tax expense, or 3.5% of the effective tax rate, which is associated with withholding tax expense from our business operations in the Latin America region, primarily from our Miami Export business. In addition, the tax provision for the Thirteen Weeks Ended March 30, 2024, also included $2,151 of tax expense, or 2.8% of the effective tax rate, due to foreign exchange losses generated by a foreign subsidiary that is under valuation allowance.

Previous wording

Our cash and cash equivalents totaled $849,472 and $948,490 at September 28, 2024 and December 30, 2023, respectively. We finance our working capital needs and investments in the business largely through net income before noncash items, available cash, trade and supplier credit and various financing facilities. As a distributor, our business requires significant investment in working capital, particularly trade accounts receivable and inventory, which is partially financed by vendor trade accounts payable. As a general rule, when sales volumes are increasing, our net investment in working capital dollars typically increases, which generally results in decreased cash flow generated from operating activities. Conversely, when sales volume decreases, our net investment in working capital typically decreases, which generally results in increases in cash flows generated from operating activities. Working capital dollars are calculated at any point in time by adding the trade accounts receivable and inventory less the trade accounts payable balance at that point in time. Our working capital dollars were $4,344,822 at September 28, 2024 and $4,417,984 at December 30, 2023

Current wording

Our cash and cash equivalents totaled $881,637 and $918,401 at March 29, 2025 and December 28, 2024, respectively. We finance our working capital needs and investments in the business largely through net income before noncash items, available cash, trade and supplier credit and various financing facilities. As a distributor, our business requires significant investment in working capital, particularly trade accounts receivable and inventory, which is partially financed by vendor trade accounts payable. As a general rule, when sales volumes are increasing, our net investment in working capital dollars typically increases, which generally results in decreased cash flow generated from operating activities. Conversely, when sales volume decreases, our net investment in working capital typically decreases, which generally results in increases in cash flows generated from operating activities. Working capital dollars are calculated at any point in time by adding the trade accounts receivable and inventory less the trade accounts payable balance at that point in time. Our working capital dollars were $4,312,934 at March 29, 2025 and $4,142,013 at December 28, 2024.

Previous wording

Investing activities provided net cash of $77,008 and used net cash of $56,566 during the Thirty-Nine Weeks Ended September 28, 2024 and Thirty-Nine Weeks Ended September 30, 2023, respectively. The net cash provided during the Thirty-Nine Weeks Ended September 28, 2024 was primarily driven by proceeds from the deferred purchase price of factored receivables of $188,877 and proceeds from notes receivable due from certain customers of $29,465, partially offset by capital expenditures of $106,643 and issuance of notes receivable to certain customers of $48,692. The net cash used during the Thirty-Nine Weeks Ended September 30, 2023 was primarily driven by capital expenditures of $164,986, partially offset by proceeds from the deferred purchase price of factored receivables of $111,695.

Current wording

Investing activities provided net cash of $58,291 and $24,107 during the Thirteen Weeks Ended March 29, 2025 and Thirteen Weeks Ended March 30, 2024, respectively. The net cash provided during the Thirteen Weeks Ended March 29, 2025 was primarily driven by proceeds from the deferred purchase price of factored receivables of $71,031, partially offset by capital expenditures of $29,737. The net cash provided during the Thirteen Weeks Ended March 30, 2024 was primarily driven by proceeds from the deferred purchase price of factored receivables of $69,060, partially offset by capital expenditures of $35,579.

Previous wording

Financing activities used net cash of $158,424 and $472,073 during the Thirty-Nine Weeks Ended September 28, 2024 and Thirty-Nine Weeks Ended September 30, 2023, respectively. The net cash used during the Thirty-Nine Weeks Ended September 28, 2024 was primarily driven by voluntary repayments of our term loan totaling $250,000, gross repayments of other debt of $105,002, purchase of the remaining minority interest of Colsof in Colombia totaling $21,846, partially offset by net proceeds from revolving and other credit facility of $162,617 and gross proceeds from other debt of $89,132. The net cash used during the Thirty-Nine Weeks Ended September 30, 2023 primarily reflects voluntary repayments of our term loan totaling $560,000, gross repayments of other debt of $43,794, and the change in unremitted cash collections from servicing factored receivables of $25,661, partially offset by net proceeds from our revolving and other credit facilities of $139,286 and gross proceeds from other debt of $29,024.

Current wording

Financing activities provided net cash of $96,759 and $3,516 during the Thirteen Weeks Ended March 29, 2025 and Thirteen Weeks Ended March 30, 2024, respectively. The net cash provided during the Thirteen Weeks Ended March 29, 2025 was primarily driven by net proceeds from revolving and other credit facility of $235,374 and gross proceeds from other debt of $17,228, partially offset by the voluntary repayment of our term loan of $125,000, the dividend payment of $17,377 and gross repayments of other debt of $15,854. The net cash provided during the Thirteen Weeks Ended March 30, 2024 primarily reflects gross proceeds from other debt for $24,249 and net proceeds from revolving and other credit facilities for $22,490, partially offset by gross repayments of other debt of $30,015, and the change in unremitted cash collections from servicing factored receivables of $12,274.

Previous wording

We have a range of financing facilities which are diversified by type, maturity and geographic region with various financial institutions worldwide with a total capacity of approximately $7,938,685, of which $3,834,829 was outstanding, at September 28, 2024. These facilities have staggered maturities through 2031. Our cash and cash equivalents totaled $849,472 and $948,490 at September 28, 2024 and December 30, 2023, respectively, of which $757,226 and $874,890, respectively, resided in operations outside of the United States. Cash and cash equivalents located in China were approximately 10% and 20% of our total cash and cash equivalents at September 28, 2024 and December 30, 2023, respectively, along with lesser amounts in Brazil, Luxembourg, Malaysia, Mexico, India, Canada, and Australia. Cash held by foreign subsidiaries, including China, can generally be used to finance local operations and cannot, under the current legal and regulatory environment, be transferred to finance other foreign subsidiaries’ operations. Additionally, our ability to repatriate these funds to the U.S. in an economical manner may be limited. Our cash balances are deposited and/or invested with various financial institutions globally that we endeavor to monitor regularly for credit quality. However, we are exposed to risk of loss on funds deposited with the various financial institutions and money market mutual funds, and we may experience significant disruptions in our liquidity needs if one or more of these financial institutions were to suffer bankruptcy or similar restructuring. As of September 28, 2024 and December 30, 2023, we had book overdrafts of $446,491 and $409,420, respectively, representing checks issued on disbursement bank accounts but not yet paid by such banks. These amounts are classified as accounts payable in our Condensed Consolidated Balance Sheets and are typically paid by the banks in a relatively short period of time.

Current wording

We have a range of financing facilities which are diversified by type, maturity and geographic region with various financial institutions worldwide with a total capacity of approximately $7,480,689, of which $3,482,724 was outstanding, at March 29, 2025. These facilities have staggered maturities through 2031. Our cash and cash equivalents totaled $881,637 and $918,401 at March 29, 2025 and December 28, 2024, respectively, of which $809,210 and $856,051, respectively, resided in operations outside of the United States. Cash and cash equivalents located in China were approximately 20% and 10% of our total cash and cash equivalents at March 29, 2025 and December 28, 2024, respectively, along with lesser amounts in Brazil, Luxembourg, Malaysia, Mexico, India, Canada, and Australia. Cash held by foreign subsidiaries, including China, can generally be used to finance local operations and cannot, under the current legal and regulatory environment, be transferred to finance other foreign subsidiaries’ operations. Additionally, our ability to repatriate these funds to the United States in an economical manner may be limited. Our cash balances are deposited and/or invested with various financial institutions globally that we endeavor to monitor regularly for credit quality. However, we are exposed to risk of loss on funds deposited with the various financial institutions and money market mutual funds, and we may experience significant disruptions in our liquidity needs if one or more of these financial institutions were to suffer bankruptcy or similar restructuring. As of March 29, 2025 and December 28, 2024, we had book overdrafts of $425,969 and $544,029, respectively, representing checks issued on disbursement bank accounts but not yet paid by such banks. These amounts are classified as accounts payable in our Condensed Consolidated Balance Sheets and are typically paid by the banks in a relatively short period of time.

Previous wording

We believe that our existing sources of liquidity provide sufficient resources to meet our capital requirements, including the potential need to post cash collateral for identified contingencies, for at least the next twelve months. We currently anticipate that the cash used for debt repayments will primarily come from our domestic cash, cash generated from on-going U.S. operating activities and from borrowings. Nevertheless, depending on capital and credit market conditions, we may from time to time seek to increase or decrease our available capital resources through changes in our debt or other financing facilities. Finally, since the capital and credit markets can be volatile, we may be limited in our ability to replace maturing credit facilities and other indebtedness in a timely manner on terms acceptable to us, or at all, or to access committed capacities due to the inability of our finance partners to meet their commitments to us.

Current wording

We believe that our existing sources of liquidity provide sufficient resources to meet our capital requirements, including the potential need to post cash collateral for identified contingencies, for at least the next twelve months. We currently anticipate that the cash used for debt repayments will primarily come from our domestic cash, cash generated from ongoing U.S. operating activities and from borrowings. Nevertheless, depending on capital and credit market conditions, we may from time to time seek to increase or decrease our available capital resources through changes in our debt or other financing facilities. Finally, since the capital and credit markets can be volatile, we may be limited in our ability to replace maturing credit facilities and other indebtedness in a timely manner on terms acceptable to us, or at all, or to access committed capacities due to the inability of our finance partners to meet their commitments to us.

Previous wording

Our current portfolio of utilized committed debt is almost evenly distributed between fixed and floating interest rate facilities. Our ABL Revolving Credit Facility, Term Loan Credit Facility and a revolving trade accounts receivable-backed financing program in Europe (the “European ABS Facility”) reprice periodically, and we plan to service any increase in interest expense with cash provided by operations. We do not have any expectation at this time to draw down on any of our other sources of liqui dity, outside of normal operations. We continue to monitor our cash flows and manage our operations with the purpose of optimizing our leverage and value. To mitigate our exposure to interest rate risk, during the first quarter of 2023, we entered into certain agreements to establish a 5.5% upper limit on the London Interbank Offered Rate (“LIBOR”) interest rate applicable to a substantial portion of our borrowings under the Term Loan Credit Facility further discussed below. Due to the cessation of the LIBOR interest rate on June 30, 2023, we amended the interest rate cap agreements to establish a 5.317% upper limit on the Secured Overnight Financing Rate (“SOFR”) interest rate in order to align with the conversion to a SOFR-based rate for the underlying Term Loan Credit Facility as further discussed herein. During the second quarter of 2023, the Term Loan Credit Facility and the ABL Revolving Credit Facility were amended pursuant to their transition provisions to replace LIBOR-based benchmark rates with SOFR-based benchmark rates. During the third quarter of 2023, the interest rate cap agreements transitioned from LIBOR to SOFR as the interest reference rate.

Current wording

Our current portfolio of utilized committed debt is almost evenly distributed between fixed and floating interest rate facilities. Our ABL Revolving Credit Facility, Term Loan Credit Facility and a revolving trade accounts receivable-backed financing program in Europe (the “European ABS Facility”) reprice periodically, and we plan to service any increase in interest expense with cash provided by operations. We do not have any expectation at this time to draw down on any of our other sources of liqui dity, outside of normal operations. We continue to monitor our cash flows and manage our operations with the purpose of optimizing our leverage and value.

Previous wording

On April 22, 2021, in anticipation of the acquisition of Ingram Micro by Platinum, Imola Merger Corporation (“Escrow Issuer”) offered $2,000,000 Senior Secured Notes due May 2029 (“2029 Notes”). Prior to the acquisition, the 2029 Notes were the sole obligation of the Escrow Issuer. Upon consummation of the acquisition on July 2, 2021, the proceeds from the notes were used, in part, to finance the acquisition and repay existing indebtedness. The notes bear interest at a rate of 4.750% per annum, which is payable semi-annually on May 15 and November 15 of each year, beginning on November 15, 2021. On July 2, 2021, we recognized $1,945,205, net of debt issuance costs of $54,795, associated with the 2029 Notes.

Current wording

On April 22, 2021, in anticipation of the acquisition of Ingram Micro by Platinum, Imola Merger Corporation (“Escrow Issuer”) offered $2,000,000 Senior Secured Notes due May 2029 (“2029 Notes”). Prior to the acquisition, the 2029 Notes were the sole obligation of the Escrow Issuer. Upon consummation of the acquisition on July 2, 2021, the proceeds from the notes were used, in part, to finance the acquisition and repay existing indebtedness. The notes bear interest at a rate of 4.75% per annum, which is payable semi-annually on May 15 and November 15 of each year, beginning on November 15, 2021. On July 2, 2021, we recognized $1,945,205, net of debt issuance costs of $54,795, associated with the 2029 Notes.

Previous wording

On July 2, 2021, we entered into the Term Loan Credit Facility for $2,000,000, the proceeds of which were also used to, among other things, finance a portion of the acquisition of Ingram Micro by Platinum and repay certain of our existing indebtedness. We recognized $1,920,761, net of debt issuance costs and discount of $59,239 and $20,000, respectively, related to this facility. The Term Loan Credit Facility had an original maturity of July 2, 2028 and amortizes in equal quarterly installments aggregating to 1.00% per annum. In June 2023, we voluntarily repaid $500,000 on our Term Loan Credit Facility over and above normal quarterly installments, which, as a result of this prepayment, are no longer mandatory. In September 2023, we refinanced our Term Loan Credit Facility, reducing the interest rate spread over SOFR by 50 basis points. We also amended the aforementioned interest rate cap agreements to reflect the updated notional amount of the Term Loan Credit Facility, with the 5.317% upper limit on the SOFR interest rate remaining unchanged under the amended interest rate cap agreements. In September 2024, we refinanced our Term Loan Credit Facility again, reducing the interest rate spread over SOFR by 25 basis points, eliminating the credit-spread adjustments, repaying $100 million of the principal balance, and extending the maturity date to September 19, 2031 (see Note 7, “Debt”, to the Condensed Financial Statements included in Part I, Item 1, of this Quarterly Report on Form 10-Q). Borrowings under the Term Loan Credit Facility bear interest at a rate per annum equal to, at our option, either (1) the base rate (which is the highest of (a) the then-current federal funds rate set by the Federal Reserve Bank of New York, plus 0.50%, (b) the prime rate on such day and (c) the one-month SOFR rate published on such date plus 1.00%) plus a margin of 1.75% or (2) SOFR (subject to a 0.50% floor) plus a margin of 2.75%. In connection with these refinancings, we repaid an incremental $50,000 and $100,000 in September 2023 and 2024, respectively, on our Term Loan Credit Facility and in June 2024, we voluntarily repaid an incremental $150,000. As of September 28, 2024 and December 30, 2023, $1,117,692 and $1,362,487 respectively, remained outstanding under the Term Loan Credit Facility. Upon the closing of the IPO, we used the net proceeds from the offering to repay $233,100 of debt outstanding under our Term Loan Credit Facility.

Current wording

On July 2, 2021, we entered into the Term Loan Credit Facility for $2,000,000, the proceeds of which were also used to, among other things, finance a portion of the acquisition of Ingram Micro by Platinum and repay certain of our existing indebtedness. We recognized $1,920,761, net of debt issuance costs and discount of $59,239 and $20,000, respectively, related to this facility. The Term Loan Credit Facility had an original maturity of July 2, 2028 and amortized in equal quarterly installments aggregating to 1.00% per annum. In June 2023, we voluntarily prepaid $500,000 on our Term Loan Credit Facility over and above normal quarterly installments, which, as a result of this prepayment, are no longer mandatory. In September 2023, we refinanced our Term Loan Credit Facility, reducing the interest rate spread over Secured Overnight Financing Rate ("SOFR") by 50 basis points. In September 2024, we refinanced our Term Loan Credit Facility again, reducing the interest rate spread over SOFR by 25 basis points, eliminating the credit-spread adjustments and extending the maturity date to September 19, 2031. Borrowings under the Term Loan Credit Facility bear interest at a rate per annum equal to, at our option, either (1) the base rate (which is the highest of (a) the then-current federal funds rate set by the Federal Reserve Bank of New York, plus 0.50%, (b) the prime rate on such day and (c) the one-month SOFR rate published on such date plus 1.00% and is subject to a 1.50% floor) plus a margin of 1.75% or (2) one-, three- or six-month SOFR (subject to a 0.50% floor) plus a margin of 2.75%. In connection with these refinancings, we repaid an incremental $50,000 and $100,000 in September 2023 and September 2024, respectively, of our Term Loan Credit Facility and in June 2024 we voluntarily repaid an incremental $150,000. Upon the closing of the IPO, we used the net proceeds from the offering to repay $233,100 of debt outstanding under our Term Loan Credit Facility and in March 2025 we voluntarily repaid an incremental$125,000. As of March 29, 2025 and December 28, 2024, $762,106 and $885,882 respectively, remained outstanding under the Term Loan Credit Facility.

Previous wording

On July 2, 2021, we entered into new ABL Credit Facilities providing for senior secured asset-based, multi-currency revolving loans and letter of credit availability in an aggregate amount of up to $3,500,000 (the “ABL Revolving Credit Facility”), which is subject to borrowing base capacity, and a senior secured asset-based term loan facility of $500,000 (the “ABL Term Loan Facility” and, together with the ABL Revolving Credit Facility, the “ABL Credit Facilities”), both of which had contractual maturity dates in July 2026. The ABL Term Loan Facility amortizes in equal quarterly installments aggregating to 1.00% per annum. We may borrow under the ABL Revolving Credit Facility only up to our available borrowing base capacity. Borrowings under the ABL Revolving Credit Facility bear interest at a rate per annum equal to, at our option, either (1) the base rate plus a margin ranging (based on the availability under the ABL Revolving Credit Facility) from 0.25% to 0.75% or (2) SOFR (subject to a 0% floor) plus a margin ranging (based on the availability under the ABL Revolving Credit Facility) from 1.25% to 1.75%. Borrowings under the ABL Term Loan Facility bear interest at a rate per annum equal to, at our option, either (1) the base rate plus a margin of 2.50% or (2) SOFR (subject to a 0% floor) plus a margin of 3.50%. We capitalized $84,350 of debt issuance costs on July 2, 2021. In September 2024, we entered into Amendment No. 4 to the ABL Credit Agreement, to amend the ABL Credit Agreement to, among other things, extend the maturity date to September 20, 2029. As of September 28, 2024 and December 30, 2023, we had borrowings of $100,000 and $30,000 under our ABL Revolving Credit Facility. The weighted-average interest rate on the outstanding borrowings under this facility, as amended, was 7.1% and 8.1% per annum at September 28, 2024 and December 30, 2023, respectively

Current wording

On July 2, 2021, we entered into new ABL Credit Facilities (as defined below) providing for senior secured asset-based, multi-currency revolving loans and letter of credit availability in an aggregate amount of up to $3,500,000 (the “ABL Revolving Credit Facility”) and a senior secured asset-based term loan facility of $500,000 (the “ABL Term Loan Facility”), together with the ABL Revolving Credit Facility, the ("ABL Credit Facilities"), both of which had contractual maturity dates in July 2026. The ABL Term Loan Facility was repaid fully in April 2022. We may borrow under the ABL Revolving Credit Facility only up to our available borrowing base capacity. Borrowings under the ABL Revolving Credit Facility bear interest at a rate per annum equal to, at our option, either (1) the base rate plus a margin ranging (based on the availability under the ABL Revolving Credit Facility) from 0.25% to 0.75% or (2) SOFR (subject to a 0% floor) plus a margin ranging (based on the availability under the ABL Revolving Credit Facility) from 1.25% to 1.75%. In September 2024, we amended the ABL Revolving Credit Facility to, among other things, extend the maturity date to September 20, 2029. As of March 29, 2025 and December 28, 2024, we had borrowings of $20,000 and $0, respectively, under this facility. The weighted-average interest rate on the outstanding borrowings under this facility, as amended, was 6.0% and 6.7% per annum at March 29, 2025 and December 28, 2024, respectively.

Previous wording

Additionally, our European ABS Facility initially provided for a borrowing capacity of up to €300,000, or approximately $334,560 at September 28, 2024 exchange rates. In the fourth quarter of 2022, the facility was further modified providing for a borrowing capacity of up to €375,000, or approximately $418,200, at September 28, 2024 exchange rates. This program, which matures in October 2026, requires certain commitment fees and borrowings incur financing costs based on the local short-term bank indicator rate for the currency in which the drawing is made plus a predetermined margin. At September 28, 2024 and December 30, 2023, we had borrowings of $258,327 and $331,920 under this financing program in Europe. The weighted-average interest rate on the outstanding borrowings under this facility, as amended, was 5.0% and 4.4% per annum at September 28, 2024 and December 30, 2023, respectively.

Current wording

Additionally, our European ABS Facility provides for a borrowing capacity of up to €375,000, or approximately $405,750, at March 29, 2025 exchange rates. This program, which matures in October 2026, requires certain commitment fees and borrowings incur financing costs based on the local short-term bank indicator rate for the currency in which the drawing is made plus a predetermined margin. At March 29, 2025 and December 28, 2024, we had borrowings of $298,008 and $312,630 under this financing program in Europe. The weighted-average interest rate on the outstanding borrowings under this facility, as amended, was 4.0% and 4.9% per annum at March 29, 2025 and December 28, 2024, respectively.

Previous wording

At September 28, 2024, our actual aggregate capacity under our ABL Revolving Credit Facility and other receivable-backed programs was approximately $3,897,692, of which $358,327 was used. Even if we do not borrow or choose not to borrow to the full available capacity of certain programs, most of our trade accounts receivable-backed financing programs are subject to certain restrictions outlined in our ABL Credit Facilities. These restrictions generally prohibit us from assigning or transferring the underlying eligible receivables as collateral for other financing programs, unless the underlying eligible receivables are sold in conjunction with a dedicated, non-recourse facility.

Current wording

At March 29, 2025, our actual aggregate capacity under our ABL Revolving Credit Facility and other receivable-backed programs was approximately $3,905,266, of which $318,008 was used. Even if we do not borrow or choose not to borrow to the full available capacity of certain programs, most of our trade accounts receivable-backed financing programs are subject to certain restrictions outlined in our ABL Credit Facilities. These restrictions generally prohibit us from assigning or transferring the underlying eligible receivables as collateral for other financing programs, unless the underlying eligible receivables are sold in conjunction with a dedicated, non-recourse facility.

Previous wording

We also have additional lines of credit, short-term overdraft facilities and other credit facilities with various financial institutions worldwide, which provide for borrowing capacity aggregating to $955,286 at September 28, 2024. Most of these arrangements are on an uncommitted basis and are reviewed periodically for renewal. At September 28, 2024 and December 30, 2023, respectively, we had $390,796 and $217,463 outstanding under these facilities. The weighted-average interest rate on the outstanding borrowings under these facilities, which may fluctuate depending on geographic mix, was 7.1% and 7.9% per annum at September 28, 2024 and December 30, 2023, respectively. At September 28, 2024 and December 30, 2023, letters of credit totaling $183,663 and $108,690 and, respectively, were issued to various customs agencies and landlords to support our subsidiaries. The issuance of these letters of credit reduces our available capacity under the corresponding agreements by the same amount.

Current wording

We also have additional lines of credit, short-term overdraft facilities and other credit facilities with various financial institutions worldwide, which provide for borrowing capacity aggregating to $841,794 at March 29, 2025. Most of these arrangements are on an uncommitted basis and are reviewed periodically for renewal. At March 29, 2025 and December 28, 2024, respectively, we had $431,087 and $182,713 outstanding under these facilities. The weighted-average interest rate on the outstanding borrowings under these facilities, which may fluctuate depending on geographic mix, was 6.4% and 6.9% per annum at March 29, 2025 and December 28, 2024, respectively. At March 29, 2025 and December 28, 2024, letters of credit totaling $210,398 and $166,613, respectively, were issued to various customs agencies and landlords to support our subsidiaries. The issuance of these letters of credit reduces our available capacity under the corresponding agreements by the same amount.

Previous wording

We are subject to certain customary affirmative covenants, including reporting and cash management requirements, and certain customary negative covenants that limit our and our subsidiaries’ ability to incur additional indebtedness or liens, to dispose of assets, to make certain fundamental changes, to enter into restrictive agreements, to make certain investments, loans, advances, guarantees and acquisitions, to prepay certain indebtedness, to pay dividends or other distributions in respect of our and our subsidiaries’ equity interests and to engage in transactions with affili ates. At September 28, 2024 and December 30, 2023, we were in compliance with all covenants or other requirements in all of our credit facilities.

Current wording

We are subject to certain customary affirmative covenants, including reporting and cash management requirements, and certain customary negative covenants that limit our and our subsidiaries’ ability to incur additional indebtedness or liens, to dispose of assets, to make certain fundamental changes, to enter into restrictive agreements, to make certain investments, loans, advances, guarantees and acquisitions, to prepay certain indebtedness, to pay dividends or other distributions in respect of our and our subsidiaries’ equity interests and to engage in transactions with affili ates. At March 29, 2025 and December 28, 2024, we were in compliance with all covenants or other requirements in all of our debt arrangements.

Previous wording

We have several uncommitted factoring programs under which trade accounts receivable of several customers may be sold, without recourse, to financial institutions. Available capacity under these programs is dependent on the level of our trade accounts receivable eligible to be sold into these programs and the financial institutions’ willingness to purchase such receivables. At September 28, 2024 and December 30, 2023, we had a total of $593,584 and $738,714, respectively, of trade accounts receivable sold to and held by the financial institutions under these programs.

Current wording

We have several uncommitted factoring programs under which trade accounts receivable of several customers may be sold, without recourse, to financial institutions. Available capacity under these programs is dependent on the level of our trade accounts receivable eligible to be sold into these programs and the financial institutions’ willingness to purchase such receivables. At March 29, 2025 and December 28, 2024, we had a total of $738,053 and $737,302, respectively, of trade accounts receivable sold to and held by the financial institutions under these programs.

Previous wording

We have guarantees to third parties that provide financing to a limited number of our customers. Net sales under these arrangements accounted for less than one percent of our consolidated net sales for each of the periods presented. The guarantees require us to reimburse the third party for defaults by these customers up to an aggregate of $4,874. The fair value of these guarantees has been recognized as cost of sales on the Consolidated Statements of Income to these customers and is included in accrued expenses and other on the Condensed Consolidated Balance Sheets.

Current wording

We have guarantees to third parties that provide financing to a limited number of our customers. Net sales under these arrangements accounted for less than one percent of our consolidated net sales for each of the periods presented. The guarantees require us to reimburse the third party for defaults by these customers up to an aggregate of$4,471. The fair value of these guarantees has been recognized as cost of sales on the Consolidated Statements of Income to these customers and is included in accrued expenses and other on the Condensed Consolidated Balance Sheets.

Previous wording

There have been no material changes to our critical accounting policies and estimates as described in our Prospectus.

Current wording

There have been no material changes to our critical accounting policies and estimates as described in our Annual Report.