-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Q3UG7WWvYj2132TVry4sMChtDt90Ac3stmc7cc78jLMZQLEQrvL3S9pmgG0G4sJD LCa7qAkGv3uL0Zvhe6XwEw== 0001193125-06-141513.txt : 20060705 0001193125-06-141513.hdr.sgml : 20060704 20060705090141 ACCESSION NUMBER: 0001193125-06-141513 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060703 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060705 DATE AS OF CHANGE: 20060705 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SCANSOURCE INC CENTRAL INDEX KEY: 0000918965 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-COMPUTER & PERIPHERAL EQUIPMENT & SOFTWARE [5045] IRS NUMBER: 570965380 STATE OF INCORPORATION: SC FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26926 FILM NUMBER: 06941401 BUSINESS ADDRESS: STREET 1: 6 LOGUE COURT STE G CITY: GREENVILLE STATE: SC ZIP: 29615 BUSINESS PHONE: 8032882432 MAIL ADDRESS: STREET 1: 6 LOGUE COURT STE G CITY: GREENVILLE STATE: SC ZIP: 29615 8-K 1 d8k.htm FORM 8-K Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 


FORM 8-K

 


CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported) July 3, 2006

 


ScanSource, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 


 

South Carolina   000-26926   57-0965380

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification Number)

6 Logue Court, Greenville, South Carolina 29615

(Address, Including Zip Code, of Principal Executive Offices)

(864) 288-2432

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

 


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



Item 1.01. Entry into a Material Definitive Agreement.

On July 3, 2006, ScanSource, Inc. (the “Company”) entered into a letter agreement amending the Amended and Restated Credit Agreement dated as of July 16, 2004 by and among ScanSource, Inc. and Netpoint International, Inc., as U.S. Borrowers, ScanSource Europe Limited and ScanSource UK Limited, as Non-U.S. Borrowers, the Initial Guarantors listed therein, Branch Banking and Trust Company of South Carolina, as Administrative Agent, Wachovia Bank, National Association, as Syndication Agent and an Other Currency Lender, BB&T Capital Markets and Wachovia Bank, National Association, as Arrangers, and the Banks parties thereto, as amended (the ‘Credit Agreement”).

Pursuant to the letter agreement, Branch Banking and Trust Company of South Carolina and Wachovia Bank, National Association consented to the acquisition of the assets of T2 Supply, LLC (as described in the attached press release). In addition, the parties amended the Credit Agreement to increase the total revolving advance commitments of the lenders under the Credit Agreement by $20,000,000 for a total maximum revolving advance commitment of $150,000,000.

Item 7.01. Regulation FD Disclosure.

On July 5, 2006, the Company issued a press release announcing its acquisition of the assets of T2 Supply, LLC. A copy of the press release is attached as Exhibit 99.1 hereto and incorporated herein by reference and also made available through the Company’s website at www.scansource.com. The information in this Item 7.01 of this Current Report on Form 8-K, including the exhibit, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act of 1934.

Item 9.01. Financial Statements and Exhibits

 

  (c) Exhibits

99.1 - Press release issued by ScanSource, Inc. on July 5, 2006.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  ScanSource, Inc.
Date: July 5, 2006   By:  

/s/ Richard P. Cleys

  Name:   Richard P. Cleys
  Its:   Vice President and Chief Financial Officer


Exhibit Index

 

Exhibit No.

  

Description

EX-99.1

   Press release of Registrant dated 7/5/2006
EX-99.1 2 dex991.htm PRESS RELEASE Press Release

Exhibit 99.1

FOR IMMEDIATE RELEASE

Contact: Jeff Bryson/(864) 286-4305

ScanSource Purchases T2 Supply

Expands presence in video conferencing space

Greenville, S.C. – July 5, 2006 – ScanSource, Inc. (Nasdaq: SCSC), a leading value-added distributor of specialty technology products, announced today that it has purchased the assets of T2 Supply, LLC (T2). T2 markets video conferencing and telephony products from leading vendors such as Polycom and Plantronics and is based in Lenexa, Kansas.

T2 is Polycom’s Largest Volume Distributor - an award which it won for the third year in a row at Polycom’s Global Partner Conference in May 2006. T2 will be named among Ingram Magazine’s Top 100 Fastest Growing Companies in Kansas City in their July 2006 issue. Jill Phillips, T2’s Vice President of Operations will become President of T2 Supply, Inc., a wholly owned subsidiary of ScanSource, and Tod Vedock will continue in the role of Vice President of Sales.

“The acquisition of T2 will help us fill out our long term convergence strategy by adding video conferencing products and expertise,” said Mike Baur, ScanSource’s President and Chief Executive Officer. “The addition of T2’s customer base of voice and video conferencing resellers should provide many cross-selling opportunities and their products will complement the offerings of our other communication sales units – Catalyst and Paracon. T2 has built a strong business, and its employees bring a great understanding of the needs of resellers in this space. With our companies’ combined resources, we believe T2’s manufacturer partners will benefit from more value-added programs such as our Solution City Vertical Market initiative.”

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ScanSource Purchases T2 Supply

“We are extremely excited about our new relationship with ScanSource. As a business unit of ScanSource, we can now offer our customers more inventory, access to complementary product lines, a greater variety of marketing programs, enhanced technical services, and increased educational programs,” said Jill Phillips. “Our goal remains to help our resellers and manufacturers grow their businesses, and partnering with ScanSource, an international leader in specialty technology distribution, will enable us to do that.”

The transaction was completed on July 3, 2006 as a purchase of assets for cash. After acquisition expenses and additional interest cost of approximately $.02 per share for the September quarter, the acquisition is expected to be non-dilutive to earnings. T2 Supply has 36 employees in various roles including sales, technical support, marketing and product management.

About T2 Supply

T2 Supply is a distributor of video conferencing and telephony products from leading vendors such as Polycom and Plantronics, based in Lenexa, Kansas. T2 provides “Six Degrees of Superior Service” for its reseller customers including technical support for the configuration of video conferencing and sound solutions, an extended warranty program, training, marketing, a customer resource website, and bridging services designed with an easy-to-understand rate structure and billing format. For more information, call toll free at 877-847-7000 or visit www.t2supply.com.

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ScanSource Purchases T2 Supply

About ScanSource

ScanSource, Inc. is a leading international distributor of specialty technology products, including automatic identification and data capture (AIDC) and point-of-sale (POS) products through its ScanSource sales unit; Avaya voice, data and converged communications products through its Catalyst Telecom sales unit; communications products from Intel through its Paracon sales unit; and electronic security products through its ScanSource Security Distribution unit.

The Company serves the North America marketplace and has an international segment, which sells AIDC and POS products in Latin America and Europe. Founded in 1992, the Company markets products from more than 100 technology manufacturers to over 16,000 value-added technology resellers and is committed to empowering them with tools and services designed to help them grow. For more information, call the toll-free sales telephone number at 800.944.2432 or visit www.scansource.com.

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