What changed in this filing

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Item 1. Financial Statements

2021-07-07 compared with 2021-04-08 · 167 added, 184 removed, 683 unchanged (34% of the section changed)

3 unchanged sentences

(currency and share amounts in thousands, except par value)

February 28, 2021

November 30, 2020

28 unchanged sentences

Preferred stock, $ 0.001 par value, 5,000 shares authorized, no shares issued or outstanding

Common stock, $ 0.001 par value, 100,000 shares authorized, 53,701 and 53,671 shares issued as of February 28, 2021 and November 30, 2020, respectively

Common stock, $ 0.001 par value, 100,000 shares authorized, 53,775 and 53,671 shares issued as of May 31, 2021 and November 30, 2020, respectively

Additional paid-in capital

Treasury stock, 2,547 and 2,538 shares as of February 28, 2021 and November 30, 2020, respectively

Treasury stock, 2,548 and 2,538 shares as of May 31, 2021 and November 30, 2020, respectively

Accumulated other comprehensive income (loss)

8 unchanged sentences

Three Months Ended

February 28, 2021

February 29, 2020

Six Months Ended

Cost of revenue

16 unchanged sentences

SYNNEX CORPORATION

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(currency in thousands)

Three Months Ended

February 28, 2021

February 29, 2020

Six Months Ended

Other comprehensive income (loss):

Change in unrealized gains or losses of defined benefit plans, net of taxes of $ 0 for both the three months ended February 28, 2021 and February 29, 2020

Unrealized gains (losses) on cash flow hedges during the period, net of taxes of $( 38 ) and $ 9,963 for the three months ended February 28, 2021 and February 29, 2020, respectively

Reclassification of net (gains) losses on cash flow hedges to net income, net of tax expense (benefit) of $( 2,539 ) and $ 347 for the three months ended February 28, 2021 and February 29, 2020, respectively

Change in unrealized gains or losses of defined benefit plans, net of taxes of $ 0 for the three and six months ended May 31, 2021 and May 31, 2020

Unrealized gains (losses) on cash flow hedges during the period, net of taxes of $ 579 and $ 541 for the three and six months ended May 31, 2021, respectively, and $ 6,210 and $ 16,174 for the three and six months ended May 31, 2020, respectively

Reclassification of net (gains) losses on cash flow hedges to net income, net of tax expense (benefit) of ($ 2,621 ) and ($ 5,159 ) for the three and six months ended May 31, 2021, respectively, and ($ 904 ) and ($ 557 ) for the three and six months ended May 31, 2020, respectively

Total change in unrealized gains (losses) on cash flow hedges, net of taxes

Foreign currency translation adjustments, net of taxes of $( 844 ) and $ 146 for the three months ended February 28, 2021 and February 29, 2020, respectively

Foreign currency translation adjustments, net of taxes of ($ 400 ) and ($ 1,244 ) for the three and six months ended May 31, 2021, respectively, and $ 148 and $ 294 for the three and six months ended May 31, 2020, respectively

Other comprehensive income (loss)

Comprehensive income

Comprehensive income (loss)

(Amounts may not add due to rounding)

4 unchanged sentences

Three Months Ended

February 28, 2021

February 29, 2020

Six Months Ended

Total Stockholders' equity, beginning balance

7 unchanged sentences

Repurchases of common stock for tax withholdings on equity awards

Repurchases of common stock

Ending balance

16 unchanged sentences

(currency in thousands)

Three Months Ended

February 28, 2021

February 29, 2020

Six Months Ended

Cash flows from operating activities:

13 unchanged sentences

Purchases of property and equipment

Acquisition of businesses

Net cash used in investing activities

3 unchanged sentences

Dividends paid

Repurchases of common stock

Increase (decrease) in book overdraft

2 unchanged sentences

Net transfer of cash and cash equivalents to Concentrix

Net cash provided by (used in) financing activities

Net cash used in financing activities

Effect of exchange rate changes on cash, cash equivalents and restricted cash

Net increase (decrease) in cash, cash equivalents and restricted cash

Net increase in cash, cash equivalents and restricted cash

Cash, cash equivalents and restricted cash at beginning of period

Cash, cash equivalents and restricted cash at end of period

Supplemental disclosures of non-cash investing activities:

Supplemental disclosure of non-cash investing activities:

Accrued costs for property and equipment purchases

Supplemental disclosures of non-cash financing activities:

Supplemental disclosure of non-cash financing activities:

Net assets transferred to Concentrix

3 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the three months ended February 28, 2021 and February 29, 2020

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

7 unchanged sentences

Beginning December 1, 2020, the Company no longer consolidates Concentrix within its financial results or reflects the financial results of Concentrix within its continuing results of operations.

The financial results of Concentrix for the three months ended February 29, 2020 are presented as Income from discontinued operations, net of taxes on the Consolidated Statements of Operations and its assets and liabilities as of November 30, 2020 are presented as discontinued operations on the Consolidated Balance Sheets.

The historical statements of comprehensive income, cash flows and the balances related to stockholders' equity have not been revised to reflect the effect of the Separation.

The financial results of Concentrix for the three and six months ended May 31, 2020 are presented as income from discontinued operations, net of taxes on the Consolidated Statements of Operations and its assets and liabilities as of November 30, 2020 are presented as discontinued operations in the Consolidated Balance Sheets.

The historical statements of comprehensive income, cash flows and the balances in stockholders' equity have not been revised to reflect the effect of the Separation.

For further information on discontinued operations, see Note 3 - Discontinued Operations.

1 unchanged sentence

In connection with the Separation, the Company and Concentrix entered into a separation and distribution agreement as well as various other agreements that provide a framework for the relationships between the parties going forward, including among others an employee matters agreement, a tax matters agreement, and a commercial agreement, pursuant to which Concentrix will continue to provide certain limited services to SYNNEX following the Separation.

The accompanying interim unaudited Consolidated Financial Statements as of February 28, 2021 and for the three months ended February 28, 2021 and February 29, 2020 have been prepared by the Company in accordance with the rules and regulations of the Securities and Exchange Commission.

The accompanying interim unaudited Consolidated Financial Statements as of May 31, 2021 and for the three and six months ended May 31, 2021 and 2020 have been prepared by the Company in accordance with the rules and regulations of the Securities and Exchange Commission.

The amounts as of November 30, 2020 have been derived from the Company’s annual audited financial statements.

6 unchanged sentences

For a discussion of the Company’s significant accounting policies, refer to the discussion in the Company’s Annual Report on Form 10-K for the fiscal year ended November 30, 2020.

Accounting pronouncements adopted during the three months ended February 28, 2021 are discussed below.

Accounting pronouncements adopted during the six months ended May 31, 2021 are discussed below.

Use of Estimates

2 unchanged sentences

The COVID-19 pandemic has negatively impacted the global economy, disrupted global supply chains and work force participation and created volatility and disruption of financial markets, the impact of which was most acute during the second quarter of fiscal year 2020.

As of February 28, 2021, due to the ongoing impact of the COVID-19 pandemic on the Company’s business, many of the estimates and assumptions required increased judgment and carry a higher degree of variability and volatility.

As of May 31, 2021, due to the ongoing impact of the COVID-19 pandemic on the Company’s business, many of the estimates and assumptions required increased judgment and carry a higher degree of variability and volatility.

As events continue to evolve and additional information becomes available, these estimates may change in future periods.

2 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three months ended February 28, 2021 and February 29, 2020

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

2 unchanged sentences

The Company’s cash and cash equivalents and derivative instruments are transacted and maintained with financial institutions with high credit standing, and their compositions and maturities are regularly monitored by management.

Through February 28, 2021, the Company has not experienced any credit losses on such deposits and derivative instruments.

Through May 31, 2021, the Company has not experienced any credit losses on such deposits and derivative instruments.

Accounts receivable include amounts due from customers, including related party customers.

1 unchanged sentence

The Company performs ongoing credit evaluations of its customers’ financial condition and limits the amount of credit extended when deemed necessary, but generally requires no collateral.

The Company also maintains allowances for potential credit losses.

The Company also maintains allowances for expected credit losses.

In estimating the required allowances, the Company takes into consideration the overall quality and aging of its receivable portfolio, the existence of a limited amount of credit insurance and specifically identified customer and vendor risks.

The Company also considers risks attributed to COVID-19 in establishing the required allowances.

Through February 28, 2021, such losses have been within management’s expectations.

One customer accounted for 18 % and 19 % of the Company’s total revenue during the three months ended February 28, 2021 and February 29, 2020, respectively.

Products purchased from the Company’s largest OEM supplier, HP Inc., accounted for approximately 14 % of total revenue during both the three months ended February 28, 2021 and February 29, 2020.

As of February 28, 2021 and November 30, 2020, one customer comprised 17 % and 15 %, respectively, of the consolidated accounts receivable balance.

Through May 31, 2021, such losses have been within management’s expectations.

One customer accounted for 25 % and 22 % of the Company’s total revenue during the three and six months ended May 31, 2021, respectively.

The same customer accounted for 23 % and 21 % of the Company’s total revenue during the three and six months ended May 31, 2020, respectively.

Products purchased from the Company’s largest OEM supplier, HP Inc., accounted for approximately 13 % and 14 % of total revenue during the three and six months ended May 31, 2021, respectively, and approximately 15 % of total revenue during both the three and six months ended May 31, 2020.

As of May 31, 2021 and November 30, 2020, one customer comprised 20 % and 15 %, respectively, of the consolidated accounts receivable balance.

Inventories are stated at the lower of cost and net realizable value.

19 unchanged sentences

Payments are due as per contract terms and do not contain a significant financing component.

Service revenues represents less than 10 % of the total net sales for the periods presented.

Service revenues represents less than 10 % of the total revenue for the periods presented.

SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three months ended February 28, 2021 and February 29, 2020

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

6 unchanged sentences

The Company considers shipping and handling activities as costs to fulfill the sale of products.

Shipping revenue is included in revenue when control of the product is transferred to the customer, and the related shipping and handling costs are included in cost of products sold.

Shipping revenue is included in revenue when control of the product is transferred to the customer, and the related shipping and handling costs are included in cost of revenue.

Recently adopted accounting pronouncements

6 unchanged sentences

This guidance was applicable to the Company at the beginning of fiscal year 2021 and its adoption did not have a material impact on the Company's Consolidated Financial Statements.

In June 2016, the FASB issued a new credit loss standard that replaces the incurred loss impairment methodology in current GAAP.

In June 2016, the FASB issued a new credit loss standard to replace the incurred loss impairment methodology.

The new impairment model requires immediate recognition of estimated credit losses expected to occur for most financial assets and certain other instruments.

12 unchanged sentences

The following table summarizes the financial results from discontinued operations of Concentrix included in the Consolidated Statement of Operations:

February 29, 2020

Three months ended

Six months ended

Costs and expenses

5 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three months ended February 28, 2021 and February 29, 2020

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

There were no revenues earned or cost and expenses incurred of discontinued operations during the three months ended February 28, 2021.

There were no non-cash items or capital expenditures of discontinued operations during the three months ended February 28,2021.

For the three months ended February 29, 2020, significant non-cash items and capital expenditures of discontinued operations included in the consolidated statement of cash flows are outlined below:

Three Months Ended February 29, 2020

There were no revenues earned or cost and expenses incurred of discontinued operations during the three and six months ended May 31, 2021.

There were no non-cash items or capital expenditures of discontinued operations during the six months ended May 31, 2021.

During the six months ended May 31, 2020, significant non-cash items and capital expenditures of discontinued operations included in the consolidated statement of cash flows are outlined below:

Six months ended

Operating activities:

26 unchanged sentences

Noncurrent liabilities of discontinued operations

In connection with the Separation, $ 3,813 of accumulated other comprehensive income, net of income taxes, related to foreign currency translation adjustments, cash flow hedges and the pension plan obligation was transferred to Concentrix on the Separation date.

In connection with the Separation, $ 3,813 of accumulated other comprehensive income, net of income taxes, related to foreign currency translation adjustments, cash flow hedges and pension plan obligations was transferred to Concentrix on the Separation date.

Refer to Note 5 - Balance Sheet Components for more information.

3 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three months ended February 28, 2021 and February 29, 2020

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

The following table summarizes the number of share-based awards granted under the Company’s stock incentive plans, during the three months ended February 28, 2021 and February 29, 2020, and the measurement-date fair value of those awards:

The following table summarizes the number of share-based awards granted under the Company’s stock incentive plans, during the three and six months ended May 31, 2021 and 2020, and the measurement-date fair value of those awards:

Three Months Ended

February 28, 2021

February 29, 2020

Six Months Ended

Stock options

1 unchanged sentence

Restricted stock units

The Company recorded share-based compensation expense in the Consolidated Statements of Operations for the three months ended February 28, 2021 and February 29, 2020 as follows:

* Less than a thousand units.

The Company recorded share-based compensation expense in the Consolidated Statements of Operations for the three and six months ended May 31, 2021 and 2020 as follows:

Three Months Ended

February 28, 2021

February 29, 2020

Six Months Ended

Total share-based compensation (recorded in selling, general and

12 unchanged sentences

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Consolidated Balance Sheets that sum to the total of the same amounts shown in the Consolidated Statements of Cash Flows:

February 28, 2021

November 30, 2020

3 unchanged sentences

Accounts receivable, net:

February 28, 2021

November 30, 2020

3 unchanged sentences

Receivables from vendors, net:

February 28, 2021

November 30, 2020

4 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three months ended February 28, 2021 and February 29, 2020

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

Property and equipment, net:

February 28, 2021

November 30, 2020

6 unchanged sentences

Property and equipment, net

Depreciation expense was $ 6,246 and $ 5,876 for the three months ended February 28, 2021 and February 29, 2020, respectively.

Depreciation expense was $ 5,668 and $ 11,167 , respectively, for the three and six months ended May 31, 2021 and $ 5,837 and $ 11,701 , respectively, for the three and six months ended May 31, 2020.

Balance as of November 30, 2020

Foreign exchange translation

Balance as of February 28, 2021

Balance as of May 31, 2021

Intangible assets, net:

As of February 28, 2021

As of May 31, 2021

As of November 30, 2020

1 unchanged sentence

Trade name and others

Amortization expense was $ 9,369 and $ 10,188 , for the three months ended February 28, 2021 and February 29, 2020, respectively.

Amortization expense was $ 9,373 and $ 18,742 , respectively, for the three and six months ended May 31, 2021 and $ 9,947 and $ 20,135 , respectively, for the three and six months ended May 31, 2020.

Estimated future amortization expense of the Company’s intangible assets is as follows:

Fiscal years ending November 30,

2021 (remaining nine months)

2021 (remaining six months)

SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three months ended February 28, 2021 and February 29, 2020

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

12 unchanged sentences

income (loss)

Balance as of February 28, 2021

Balance as of May 31, 2021

Refer to Note 6 - Derivative Instruments for the location of gains and losses reclassified from other comprehensive income to the Consolidated Statements of Operations.

Reclassifications of amortization of actuarial (gains) losses of defined benefits plans is recorded in "Other income, net" in the combined statement of operations.

Foreign currency translation adjustment and other, net of taxes, is comprised of foreign currency translation adjustments and unrealized gains and losses on Concentrix’ available-for-sale debt securities prior to the Separation.

19 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three months ended February 28, 2021 and February 29, 2020

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

6 unchanged sentences

Balance Sheet Line Item

February 28, 2021

November 30, 2020

9 unchanged sentences

Volume of Activity

The notional amounts of foreign exchange forward contracts represent the gross amounts of foreign currency, including, principally, the Canadian Dollar, the Japanese Yen, the Brazilian Real, the Colombian Peso, the Chilean peso, the Chinese Yuan, the Euro, and the Mexican Peso that will be bought or sold at maturity.

The notional amounts of foreign exchange forward contracts represent the gross amounts of foreign currency, including, principally, the Canadian Dollar, the Brazilian Real, the Euro, the Colombian Peso, the Chilean Peso, the Indian Rupee, the Chinese Yuan and the Japanese Yen, that will be bought or sold at maturity.

The term and notional amount of interest rate swaps are determined based on management’s assessment of future interest rates and other factors such as debt maturities.

3 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three months ended February 28, 2021 and February 29, 2020

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

1 unchanged sentence

The following table shows the gains and losses, before taxes, of the Company’s derivative instruments designated as cash flow hedges and not designated as hedging instruments in Other Comprehensive Income (“OCI”), and the Consolidated Statements of Operations for the periods presented:

Location of Gains (Losses)

Three Months Ended,

February 28, 2021

Six Months Ended,

Location of Gains (Losses) in Income

Interest expense and finance charges, net

2 unchanged sentences

Gains (losses) recognized in OCI on interest rate swaps

Gains (losses) reclassified from AOCI into income:

Gains (losses) on interest rate swaps reclassified from AOCI into income

Interest expense and

finance charges, net

Interest expense and finance charges, net

Derivative instruments not designated as hedging instruments:

2 unchanged sentences

Gains (losses) recognized from interest rate swaps, net

Interest expense and

finance charges, net

Interest expense and finance charges, net

The gains and losses largely offset the currency gains and losses that resulted from changes in the assets and liabilities denominated in nonfunctional currencies.

5 unchanged sentences

In the Consolidated Balance Sheets, the Company does not offset derivative assets against liabilities in master netting arrangements.

If derivative exposures covered by a qualifying master netting agreement had been netted in the Consolidated Balance Sheets, the total derivative asset and liability positions would have been reduced by $ 2,528 each as of February 28, 2021 and $ 139 each as of November 30, 2020.

If derivative exposures covered by a qualifying master netting agreement had been netted in the Consolidated Balance Sheets, the total derivative asset and liability positions would have been reduced by $ 257 each as of May 31, 2021 and $ 139 each as of November 30, 2020.

Credit exposure for derivative financial instruments is limited to the amounts, if any, by which the counterparties’ obligations under the contracts exceed the Company’s obligations to the counterparties.

7 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three months ended February 28, 2021 and February 29, 2020

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

The following table summarizes the valuation of the Company’s investments and financial instruments that are measured at fair value on a recurring basis:

As of February 28, 2021

As of May 31, 2021

As of November 30, 2020

11 unchanged sentences

Fair values of interest rate swaps are measured using standard valuation models using inputs that are readily available in public markets, or can be derived from observable market transactions, including LIBOR spot and forward rates.

The effect of nonperformance risk on the fair value of derivative instruments was not material as of February 28, 2021 and November 30, 2020.

The effect of nonperformance risk on the fair value of derivative instruments was not material as of May 31, 2021 and November 30, 2020.

The carrying values of accounts receivable, accounts payable and short-term debt approximate fair value due to their short maturities and interest rates which are variable in nature.

The carrying value of the Company’s term loans approximate their fair value since they bear interest rates that are similar to existing market rates.

During the three months ended February 28, 2021, there were no transfers between the fair value measurement category levels.

During the six months ended May 31, 2021, there were no transfers between the fair value measurement category levels.

NOTE 8—ACCOUNTS RECEIVABLE ARRANGEMENTS:

1 unchanged sentence

Available capacity under this program is dependent on the level of the Company’s trade accounts receivable with these customers and the financial institution’s willingness to purchase such receivables.

As of February 28, 2021 and November 30, 2020, accounts receivable sold to and held by the financial institution under this program were $ 17,653 and $ 16,735 , respectively.

As of May 31, 2021 and November 30, 2020, accounts receivable sold to and held by the financial institution under this program were $ 13,872 and $ 15,572 , respectively.

Discount fees related to the sale of trade accounts receivable under this facility are included in “Interest expense and finance charges, net” in the Consolidated Statements of Operations.

During the three months ended February 28, 2021 and February 29, 2020, discount fees were not material to the Company’s results of operations.

During the three and six months ended May 31, 2021 and 2020, discount fees were not material to the Company’s results of operations.

SYNNEX Japan, the Company’s Japanese subsidiary, has arrangements with financial institutions for the sale and financing of approved accounts receivable and notes receivable.

The amounts outstanding under these arrangements that were sold, but not collected, as of February 28, 2021 and November 30, 2020 were $ 63,240 and $ 5,798 , respectively.

The amounts outstanding under these arrangements that were sold, but not collected, as of May 31, 2021 and November 30, 2020 were $ 58,254 and $ 5,798 , respectively.

Discount fees related to the sale of trade accounts and notes receivable under this facility are included in “Interest expense and finance charges, net” in the Consolidated Statements of Operations.

During the three months ended February 28, 2021 and February 29, 2020, discount fees were not material to the Company’s results of operations.

During the three and six months ended May 31, 2021 and 2020, discount fees were not material to the Company’s results of operations.

The Company also has other financing agreements in North America with financial institutions (“Flooring Companies”) to allow certain customers of the Company to finance their purchases directly with the Flooring Companies.

4 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three months ended February 28, 2021 and February 29, 2020

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

1 unchanged sentence

Three Months Ended

February 28, 2021

February 29, 2020

Six Months Ended

Net sales financed

1 unchanged sentence

Flooring fees are included within “Interest expense and finance charges, net.”

As of February 28, 2021 and November 30, 2020, accounts receivable subject to flooring agreements were $ 42,391 and $ 49,461 , respectively.

As of May 31, 2021 and November 30, 2020, accounts receivable subject to flooring agreements were $ 38,940 and $ 49,461 , respectively.

NOTE 9—BORROWINGS:

Borrowings consist of the following:

February 28, 2021

November 30, 2020

SYNNEX Japan credit facility - revolving line of credit component

SYNNEX Japan credit agreement - current portion of term loan component

SYNNEX Japan credit agreement - term loan component

Other borrowings

9 unchanged sentences

AR Arrangement”).

Prior to the amendment in May 2020 that is described in this paragraph, u nder the terms of the U.S.

AR Arrangement, the Company’s subsidiary that is the borrower under this facility could borrow up to a maximum of $ 850,000 based upon eligible trade accounts receivable.

The effective borrowing cost under the U.S.

AR Arrangement is a blended rate based upon the composition of the lenders, that includes prevailing dealer commercial paper rates and a rate based upon LIBOR.

In addition, prior to the May 2020 amendment, a program fee of 0.75 % per annum based on the used portion of the commitment, and a facility fee of 0.35 % per annum, was payable on the adjusted commitment of the lenders.

In May 2020 , the U.S.

AR Arrangement was amended to revise the maximum borrowing amount to $ 650,000 and to extend the maturity date of the U.S.

AR Arrangement to May 2022 .

The program fee payable on the used portion of the lenders’ commitment, was modified to accrue at 1.25 % per annum in the case of lender groups who fund their advances based on prevailing commercial paper rates, and 1.30 % per annum in the case of lender groups who fund their advances based on LIBOR (subject to a 0.50 % per annum floor).

The amendment also modified the facility fee payable on the adjusted commitment of the lenders, to accrue at different tiers ranging between 0.35 % per annum and 0.45 % per annum depending on the amount of outstanding advances from time to time.

U nder the terms of the U.S.

AR Arrangement, which expires in May 2022 , the Company’s subsidiary that is the borrower under this facility could borrow up to a maximum of $ 650,000 based upon eligible trade accounts receivable.

In addition, the U.S.

AR Arrangement includes an accordion feature to allow requests for an increase in the lenders' commitment by an additional $ 150,000 .

The effective borrowing cost under the U.S.

AR Arrangement is a blended rate based upon the composition of the lenders, that includes prevailing dealer commercial paper rates and a rate based upon LIBOR.

In addition, a program fee payable on the used portion of the lenders’ commitment, accrues at 1.25 % per annum in the case of lender groups who fund their advances based on prevailing commercial paper rates, and 1.30 % per annum in the case of lender groups who fund their advances based on LIBOR (subject to a 0.50 % per annum floor).

A facility fee is payable on the adjusted commitment of the lenders, to accrue at different tiers ranging between 0.35 % per annum and 0.45 % per annum depending on the amount of outstanding advances from time to time.

Under the terms of the U.S.

6 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three months ended February 28, 2021 and February 29, 2020

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

1 unchanged sentence

SYNNEX Canada Limited (“SYNNEX Canada”), the Company's subsidiary in Canada, has an accounts receivable securitization program with a bank to provide additional capital for its operations.

In March 2020, SYNNEX Canada renewed this agreement to mature in May 2023 .

Under the terms of this program, SYNNEX Canada can borrow up to CAD 100,000 , or $ 78,468 , in exchange for the transfer of eligible trade accounts receivable, on an ongoing revolving basis.

Under the terms of this program, which matures in May 2023 , SYNNEX Canada can borrow up to CAD 100,000 , or $ 82,884 , in exchange for the transfer of eligible trade accounts receivable, on an ongoing revolving basis.

The program includes an accordion feature that allows SYNNEX Canada to request an increase in the bank's commitment up to an additional CAD 50,000 , or $ 41,442 .

4 unchanged sentences

SYNNEX Canada pays a fee of 0.40 % per annum for any unused portion of the commitment up to CAD 60,000 , or $ 49,731 , and when the unused portion exceeds CAD 60,000 , or $ 49,731 , a fee of 0.55 % per annum of the unused portion of the commitment.

As of both February 28, 2021 and November 30, 2020, there was no outstanding balance under this arrangement.

As of both May 31, 2021 and November 30, 2020, there was no outstanding balance under this arrangement.

The Company has guaranteed the performance obligations of SYNNEX Canada under this facility.

13 unchanged sentences

Credit Agreement matures in September 2022 .

At November 30, 2020, in connection with the Separation, the Company partially repaid $ 535,000 of the term loan, using funds drawn by Concentrix from its borrowing arrangements.

The remaining outstanding principal of the term loan is payable on maturity.

9 unchanged sentences

Term Loan Credit Agreement (defined below) pursuant to an intercreditor agreement and are guaranteed by certain of the Company's United States domestic subsidiaries.

SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three months ended February 28, 2021 and February 29, 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

SYNNEX United States term loan credit agreement

2 unchanged sentences

Term Loan Credit Agreement matures in October 2023 .

At November 30, 2020, in connection with the Separation, the Company partially repaid $ 665,000 of the term loan, using funds drawn by Concentrix from its borrowing arrangements.

The remaining outstanding principal is payable on maturity.

9 unchanged sentences

Credit Agreement pursuant to an intercreditor agreement, and are guaranteed by certain of its domestic subsidiaries.

SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

SYNNEX new c redit agreement

In connection with the Merger Agreement described in Note 17 - Pending Merger, the Company has entered into a new credit agreement, dated as of April 16, 2021 (the “New Credit Agreement”) with the lenders party thereto and Citibank, N.A., as agent, pursuant to which the Company has received commitments for the extension of a senior unsecured revolving credit facility not to exceed an aggregate principal amount of $ 3,500,000 , including a $ 200,000 letter of credit sub-facility, which revolving credit facility (the “new revolving credit facility”) may, subject to the lenders’ discretion, potentially be increased by up to an aggregate amount of $ 500,000 and for the extension of a senior unsecured term loan (the “new term loan” and, together with the new revolving credit facility, the “new credit facilities”) in an aggregate principal amount not to exceed $ 1,500,000 .

The commitments under the new credit facilities are subject to customary conditions.

The borrower under the new credit facilities is the Company.

There are no guarantors of the new credit facilities.

The commitments under the new credit facilities terminate upon the earliest to occur of (i) with respect to the revolving commitments, the fifth anniversary of the closing date (subject to two one-year extensions upon the Company’s prior notice to the lenders and the agreement of the lenders to extend such maturity date), (ii) in the event SYNNEX voluntarily elects to reduce such commitments to zero, on such date, or subject to certain conditions, following an event of default, (iii) if the closing does not occur prior to such date, five business days after the termination date of the Merger Agreement, and (iv) the date that the Merger Agreement is terminated by SYNNEX in a signed writing in accordance with the terms of the Merger Agreement.

The funding under the new credit facilities is subject to customary closing conditions.

The proceeds of the loans under the new term loan will be used to provide a portion of the debt financing required to refinance certain indebtedness of the Company and Tech Data, which is required to consummate the proposed transactions related to the Merger, together with the payment of related fees and expenses, and the borrowings (if any) under the new revolving credit facility on the closing date of the proposed transactions will be used to pay fees and expenses related to the Merger and related transactions.

After the closing date, the revolving credit facility will, subject to customary conditions, be available for general corporate purposes or any other purpose not prohibited by the New Credit Agreement.

The outstanding principal amount of the term loan will be, once advanced, payable in quarterly installments in an amount equal to 1.25% of the original principal balance commencing on the last day of the first full fiscal quarter after the closing date of the new credit facilities, with the outstanding principal amount of the term loans due in full on the maturity date.

Loans borrowed under the New Credit Agreement bear interest, in the case of LIBOR (or successor) rate loans, at a per annum rate equal to the applicable LIBOR (or successor) rate, plus the applicable margin, which may range from 1.125 % to 1.75 %, based on the Company’s public debt rating (as defined in the New Credit Agreement).

The applicable margin on base rate loans is 1.00 % less than the corresponding margin on LIBOR (or successor rate) based loans.

In addition to these borrowing rates, there is a commitment fee which ranges from 0.125 % to 0.300 % on any unused commitment under the new revolving credit facility based on the Company’s public debt rating.

The New Credit Agreement contains various loan covenants that will restrict the ability of the Company and its subsidiaries to take certain actions that are customary for similar facilities for similarly rated borrowers.

The New Credit Agreement also contains financial covenants which will require compliance with a maximum debt to EBITDA ratio and a minimum interest coverage ratio, in each case tested on the last day of any fiscal quarter commencing with the first full fiscal quarter to occur after the closing date of the new credit facilities.

The New Credit Agreement also contains various customary events of default, including with respect to a change of control of the Company.

On March 22, 2021, the Company had entered into a debt commitment letter (the “Commitment Letter”), under which Citigroup Global Markets Inc.

and certain other financing institutions joining thereto pursuant to the terms thereof committed to provide (i) a $ 1.5 billion senior unsecured term bridge facility (the "Term Loan A Bridge Facility"), (ii) a $ 2.5 billion senior unsecured term bridge facility (the “Bridge Facility”) and (iii) a $ 3.5 billion senior unsecured revolving bridge facility (the "Bridge Revolving Facility"), subject to the satisfaction of certain customary closing conditions.

On April 16, 2021, (i) the $ 1.5 billion commitment with respect to Term Loan A Bridge Facility under the Commitment Letter and (ii) the $ 3.5 billion commitment with respect to Bridge Revolving Facility under the Commitment Letter were reduced to zero , in each case, as a result of SYNNEX entering into the New Credit Agreement.

SYNNEX Canada revolving line of credit

2 unchanged sentences

The base rate could be a Banker's Acceptance Rate, a Canadian Prime Rate, LIBOR or U.S.

As of both February 28, 2021 and November 30, 2020, there were no borrowings outstanding under this credit facility.

As of both May 31, 2021 and November 30, 2020, there were no borrowings outstanding under this credit facility.

SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

Other borrowings and term debt

Other borrowings and term debt include lines of credit with financial institutions at certain locations outside the United States, factoring of accounts receivable with recourse provisions, capital leases, a building mortgage and book overdrafts.

As of February 28, 2021, commitments for these revolving credit facilities aggregated $ 46,918 .

As of May 31, 2021, commitments for these revolving credit facilities aggregated $ 45,625 .

Interest rates and other terms of borrowing under these lines of credit vary by country, depending on local market conditions.

Borrowings under these lines of credit facilities are guaranteed by the Company or secured by eligible accounts receivable.

The maximum commitment amounts for local currency credit facilities have been translated into United States Dollars at February 28, 2021 exchange rates.

The maximum commitment amounts for local currency credit facilities have been translated into United States Dollars at May 31, 2021 exchange rates.

Future principal payments

As of February 28, 2021, future principal payments under the above loans are as follows:

As of May 31, 2021, future principal payments under the above loans are as follows:

Fiscal Years Ending November 30,

2021 (remaining nine months)

2021 (remaining six months)

Interest expense and finance charges

The total interest expense and finance charges for the Company's borrowings were $ 24,305 and $ 37,449 , for the three months ended February 28, 2021, and February 29, 2020, respectively.

The variable interest rates ranged between 0.78 % and 4.46 % during the three months ended February 28, 2021 and between 0.77 % and 5.25 % during the three months ended February 29, 2020.

The total interest expense and finance charges for the Company's borrowings were $ 23,561 and $ 47,866 , respectively, for the three and six months ended May 31, 2021, and $ 34,855 and $ 72,303 , respectively for the three and six months ended May 31, 2020.

The variable interest rates ranged between 0.77 % and 4.46 % during both the three and six months ended May 31, 2021 and between 0.77 % and 8.41 % during both the three and six months ended May 31, 2020.

Covenant compliance

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The covenants also limit the Company’s ability to incur additional debt, make intercompany loans, pay dividends and make other types of distributions, make certain acquisitions, repurchase the Company’s stock, create liens, cancel debt owed to the Company, enter into agreements with affiliates, modify the nature of the Company’s business, enter into sale-leaseback transactions, make certain investments, transfer and sell assets, cancel or terminate any material contracts and merge or consolidate.

As of February 28, 2021, the Company was in compliance with all material covenants for the above arrangements.

As of May 31, 2021, the Company was in compliance with all material covenants for the above arrangements.

SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three months ended February 28, 2021 and February 29, 2020

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

2 unchanged sentences

Three Months Ended

February 28, 2021

February 29, 2020

Six Months Ended

Basic earnings per common share:

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Three Months Ended

February 28, 2021

February 29, 2020

United States

February 28, 2021

November 30, 2020

Property and equipment, net:

Six Months Ended

United States

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three months ended February 28, 2021 and February 29, 2020

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

November 30, 2020

Property and equipment, net:

United States

NOTE 12—RELATED PARTY TRANSACTIONS:

The Company has a business relationship with MiTAC Holdings Corporation (“MiTAC Holdings”), a publicly-traded company in Taiwan, which began in 1992 when MiTAC Holdings became the Company's primary investor through its affiliates.

As of both February 28, 2021 and November 30, 2020, MiTAC Holdings and its affiliates beneficially owned approximately 18 % of the Company’s outstanding common stock.

As of both May 31, 2021 and November 30, 2020, MiTAC Holdings and its affiliates beneficially owned approximately 18 % of the Company’s outstanding common stock.

Matthew Miau, Chairman Emeritus of the Company’s Board of Directors and a director, is the Chairman of MiTAC Holdings and a director or officer of MiTAC Holdings’ affiliates.

Beneficial ownership of the Company’s common stock by MiTAC Holdings

As noted above, MiTAC Holdings and its affiliates in the aggregate beneficially owned approximately 18% of the Company’s outstanding common stock as of February 28, 2021.

As noted above, MiTAC Holdings and its affiliates in the aggregate beneficially owned approximately 18% of the Company’s outstanding common stock as of May 31, 2021.

These shares are owned by the following entities:

As of February 28, 2021

As of May 31, 2021

MiTAC Holdings ( 1)

15 unchanged sentences

Three Months Ended

February 28, 2021

February 29, 2020

Six Months Ended

Purchases of inventories and services

3 unchanged sentences

The following table presents the Company’s receivable from and payable to MiTAC Holdings and its affiliates for the periods presented:

February 28, 2021

November 30, 2020

6 unchanged sentences

Miau’s compensation is approved by the Nominating and Corporate Governance Committee, which is also composed solely of independent directors.

SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

Synnex Technology International is a publicly-traded corporation in Taiwan that currently provides distribution and fulfillment services to various markets in Asia and Australia, and is also a potential competitor of the Company.

4 unchanged sentences

The Company may make discretionary contributions under the plans.

Employees in most of the Company's international subsidiaries are covered by

SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three months ended February 28, 2021 and February 29, 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

government-mandated defined contribution plans.

During the three months ended February 28, 2021 and February 29, 2020 , the Company contributed $ 1,035 and $ 944 , respectively, to defined contribution plans .

Employees in certain international subsidiaries of the Company are covered by government-mandated defined contribution plans.

During the three and six months ended May 31, 2021, the Company contributed $ 1,529 and $ 2,564 , respectively, to defined contribution plans.

During the three and six months ended May 31, 2020, the Company contributed $ 1,250 and $ 2,216 , respectively, to defined contribution plans.

The Company has a deferred compensation plan for certain directors and officers.

1 unchanged sentence

The Company may invest balances in the plan in trading securities reported on recognized exchanges.

As of February 28, 2021 and November 30, 2020, the deferred compensation liability balance was $ 4,662 and $ 4,628 , respectively.

As of May 31, 2021 and November 30, 2020, the deferred compensation liability balance was $ 4,698 and $ 4,628 , respectively .

Defined Benefit Plans

The Company has a defined benefit pension plan for eligible employees in certain international subsidiaries.

Benefits under these plans are primarily based on years of service and compensation during the years immediately preceding retirement or termination of participation in the plans.

The plan assumptions are evaluated annually and are updated as deemed necessary.

During the three months ended February 28, 2021 and February 29, 2020, net periodic pension costs were $ 132 and $ 117 , respectively, and the Company’s contribution was $ 0 for both the periods.

The plans were underfunded by $ 1,239 and $ 1,328 as of February 28, 2021 and November 30, 2020, respectively.

The Company’s defined benefit plans sponsored by certain international subsidiaries are not material to operations.

NOTE 14—EQUITY:

1 unchanged sentence

In June 2020, the Board of Directors authorized a three-year $ 400,000 share repurchase program, effective July 1, 2020, pursuant to which the Company may repurchase its outstanding common stock from time to time in the open market or through privately negotiated transactions.

As of February 29, 2021, the Company had no t repurchased any shares under this program.

On March 22, 2021 , the Company announced a cash dividend of $ 0.20 per share payable on April 30, 2021 to stockholders of record as of April 16, 2021 .

As of May 31, 2021, the Company had no t repurchased any shares under this program.

On June 24, 2021 , the Company announced a cash dividend of $ 0.20 per share payable on July 30, 2021 to stockholders of record as of July 16, 2021 .

Future dividends are subject to continued capital availability, compliance with the covenants and conditions in some of the Company's credit facilities and declaration by the Board of Directors in the best interest of the Company’s stockholders.

4 unchanged sentences

Three Months Ended

February 28, 2021

February 29, 2020

Six Months Ended

Operating lease cost

3 unchanged sentences

Total operating lease cost

The following table presents a maturity analysis of expected undiscounted cash flows for operating leases on an annual basis for the next five years and thereafter as of February 29, 2020:

SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three months ended February 28, 2021 and February 29, 2020

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

The following table presents a maturity analysis of expected undiscounted cash flows for operating leases on an annual basis for the next five years and thereafter as of May 31, 2021:

Fiscal Years Ending November 30,

2021 (remaining nine months)

2021 (remaining six months)

Total payments

5 unchanged sentences

Balance sheet location

February 28, 2021

November 30, 2020

5 unchanged sentences

Other long-term liabilities

The following table presents s upplemental cash flow information related to the Company's operating leases for the three months ended February 28, 2021 and February 29, 2020.

The following table presents s upplemental cash flow information related to the Company's operating leases for the six months ended May 31, 2021 and May 31, 2020.

Cash payments related to variable lease costs and short-term leases are not included in the measurement of operating lease liabilities, and, as such, are excluded from the amounts below :

Three months ended

Six months ended

Cash flow information

February 28, 2021

February 29, 2020

Cash paid for amounts included in the measurement of lease liabilities

1 unchanged sentence

The weighted-average remaining lease term and discount rate were as follows:

Three months ended

Six months ended

Operating lease term and discount rate

February 28, 2021

February 29, 2020

Weighted-average remaining lease term (years)

2 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three months ended February 28, 2021 and February 29, 2020

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

NOTE 16—COMMITMENTS AND CONTINGENCIES:

The Company was contingently liable as of February 28, 2021 under agreements to repurchase repossessed inventory acquired by flooring companies as a result of default on floor plan financing arrangements by the Company's customers.

The Company was contingently liable as of May 31, 2021 under agreements to repurchase repossessed inventory acquired by flooring companies as a result of default on floor plan financing arrangements by the Company's customers.

These arrangements are described in Note 8 - Accounts Receivable Arrangements and do not have expiration dates.

1 unchanged sentence

Losses, if any, would be the difference between the repossession cost and the resale value of the inventory.

There have been no repurchases through February 28, 2021 under these agreements and the Company is not aware of any pending customer defaults or repossession obligations.

There have been no repurchases through May 31, 2021 under these agreements and the Company is not aware of any pending customer defaults or repossession obligations.

The Company believes that, based on historical experience, the likelihood of a material loss pursuant to these inventory repurchase obligations is remote.

13 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

For the three months ended February 28, 2021 and February 29, 2020

For the three and six months ended May 31, 2021 and 2020

( Except per share amounts or as otherwise indicated, currency and share amounts in thousands )

NOTE 17—SUBSEQUENT EVENTS:

Merger Agreement

On March 22, 2021, the Company announced that it had entered into a merger agreement to acquire 100 % of the parent company of Tech Data Corporation, a Delaware Corporation ("Tech Data") in a cash and stock transaction (the "Merger").

The consideration payable to the stockholder that owns Tech Data in connection with the Merger (the “Merger Consideration”) consists of $ 1,610,000 of cash and 44,000 shares of common stock of SYNNEX, plus cash in lieu of any fractional shares of SYNNEX stock, without interest.

Following the proposed Merger, the sole stockholder of Tech Data will own approximately 45 % of SYNNEX stock on a fully diluted basis, based on our shares outstanding as of February 28, 2021.

If the Merger is not consummated, then under certain circumstances the Company would be obligated to pay Tech Data a termination fee ranging from $ 40,867 to $ 131,683 .

Either party can terminate the Merger agreement if certain matters are not approved by the SYNNEX’ stockholders, in which case, SYNNEX may be obligated to pay Tech Data a fee equal to the reasonable fees, costs and other expenses directly related to the Merger, or in certain circumstances, the termination fee.

NOTE 17—PENDING MERGER:

On March 22, 2021, the Company announced that it had entered into an agreement and plan of merger (the “Merger Agreement”) to acquire 100 % of the parent company of Tech Data Corporation, a Delaware Corporation ("Tech Data") in a cash and stock transaction (the "Merger").

The consideration payable to the stockholder that owns Tech Data in connection with the Merger (the “Merger Consideration”) consists of $ 1.61 billion in cash and 44 million shares of common stock of SYNNEX.

Following the proposed Merger, the sole stockholder of Tech Data will own approximately 45.9 % of SYNNEX common stock on a fully diluted basis, based on the Company’s shares outstanding as of May 31, 2021.

If the Merger is not consummated, then under certain circumstances the Company would be obligated to pay Tech Data a termination fee ranging from approximately $ 41 million to $ 132 million.

The Merger is expected to create a global IT distribution leader with significant breadth and depth of product offerings, services and logistic capabilities.

For the twelve months ended January 31, 2020, Tech Data generated approximately $ 37 billion in revenue and approximately $ 375 million of net income.

Completion of the Merger is subject to the approval by the Company's stockholders of the shares to be issued as consideration and related amendments to the Company’s certificate of incorporation, approval by the New York Stock Exchange of the listing of the SYNNEX stock to be issued as consideration, and other customary closing conditions, including expiration of the federal Hart-Scott-Rodino Antitrust Improvements Act of 1976 waiting period and certain foreign regulatory approvals.

For the twelve months ended January 31, 2021, Tech Data generated $ 36.37 billion in revenue and approximately $ 21 million of net income.

The Company and Tech Data filed their respective notification and report forms under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 with respect to the Merger with the Federal Trade Commission and Department of Justice.

The waiting period for filings made by both SYNNEX and Tech Data expired on June 4, 2021.

On June 30, 2021, the Company received stockholder approval for the issuance of shares of SYNNEX common stock in connection with the initial merger contemplated by the Merger Agreement.

Certain foreign regulatory approvals are pending.

The Company expects the transaction to close in the second half of the calendar year 2021.

Debt Commitment Letter

In connection with the Merger, the Company entered into a debt commitment letter (the “Commitment Letter”), dated March 22, 2021, with Citigroup Global Markets Inc.

(“Citi”), pursuant to which Citi has committed to provide (i) a $ 4,000,000 364-day senior unsecured term bridge facility and (ii) a $ 3,500,000 364-day senior unsecured revolving credit facility, each subject to the satisfaction of certain customary closing conditions including the consummation of the proposed Merger (the “Bridge Facility”).

The Bridge Facility is available to (i) pay for a portion of the Merger Consideration, (ii) directly or indirectly pay, repay, repurchase, or settle, as applicable, certain existing indebtedness of the Company and its subsidiaries and Tech Data and its subsidiaries, and (iii) to pay the costs and expenses related to the Mergers, the Bridge Facility and the transactions being entered into or otherwise contemplated in connection therewith.

If the Company utilizes the Bridge Facility, amounts drawn thereunder will bear interest at an annual rate equal to LIBOR plus a margin which may initially range from 1.125 % to 1.750 %, depending on SYNNEX’ debt rating, which margin will be increased by 0.25 % for each 90 days that elapse after the closing of the Bridge Facility.

The Company will pay commitment fees on the undrawn amount of this commitment ranging from 0.125 % to 0.300 % based upon SYNNEX’ debt rating.

The Company will pay certain customary fees and expenses in connection with obtaining the Bridge Facility.

As discussed in Note 9 – Borrowings, the Company has secured financing arrangements to finance the Merger.

Additionally, prior to the completion of the proposed merger, the Company's ability to issue dividends outside its normal practice or repurchase shares of common stock is limited.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements