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): March 8, 2010

______________________________

SYSTEMAX INC.

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation) 1-13792 (Commission File Number) 11-3262067 (IRS Employer Identification No.)

11 Harbor Park Drive

Port Washington, New York 11050

(Address of principal executive offices)

(516) 608-7000

(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:

£ 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 2.02 Results of Operations and Financial Condition

A press release regarding fourth quarter and full year 2009 financial results was issued by the Company on March 8, 2010, a copy of which is filed as an exhibit.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1 Press Release of Systemax Inc., dated March 8, 2010, regarding financial results for fourth quarter and full year of 2009.

SIGNATURES

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

 SYSTEMAX INC.

 By: /s/ Curt Rush                                      

         Name: Curt Rush

         Title:   General Counsel and Secretary

Date:  March 8, 2010

Exhibit Index

99.1               Press Release of Systemax Inc., dated March 8, 2010, regarding financial results for fourth quarter and full year of 2009.

EX-99.1

Exhibit 99.1

[

SYSTEMAX REPORTS ALL-TIME RECORD SALES FOR FOURTH QUARTER AND

FULL YEAR 2009

-- Sales Up 15% for the Quarter; Up 24% on an Equivalent Weeks Basis - --

-- Earnings Per Share $0.49; Up 81% --

PORT WASHINGTON, NY, March 8, 2010 – Systemax Inc. (NYSE:SYX) today announced financial results for the fourth quarter and full year ended December 31, 2009. The Company’s fourth quarter and full year 2009 included 13 and 52 weeks, respectively, compared to 14 and 53 weeks during 2008.

Fourth Quarter 2009 Financial Highlights:

·   Consolidated sales grew 15% to $938.2 million in U.S. dollars, an all-time record.  Adjusting for the impact of the number of weeks, sales grew 24%.  On a constant currency basis, sales grew 14%.

·   Consumer channel sales grew 9% to $537.6 million in U.S. dollars.  Adjusting for the impact of the number of weeks, sales grew 18%.  On a constant currency basis, sales grew 8%.

·   Business to business channel sales grew 25% to $400.6 million in U.S. dollars.  Adjusting for the impact of the number of weeks, sales grew 34%.  On a constant currency basis, sales grew 22%.

·   “Same store” (as defined below) consumer channel sales grew 12%; same store business to business channel sales grew 11%.

·   Diluted earnings per share (EPS) grew 81% to $0.49.  This included a gain of $1.8 million or $0.03 per diluted share, after tax, related to a favorable lawsuit settlement.

Full Year 2009 Financial Highlights:

·   Consolidated sales grew 4% to $3.2 billion in U.S. dollars, an all-time record.  Adjusting for the impact of the number of weeks, sales grew 6%.  On a constant currency basis, sales grew 8%.

·   Consumer channel sales grew 12% to $1.8 billion in U.S. dollars.  Adjusting for the impact of the number of weeks, sales grew 15%.  On a constant currency basis, sales grew 14%.

·   Business to business channel sales were $1.3 billion in U.S. dollars, a 5% decline.  Adjusting for the impact of the number of weeks, sales declined 3%.  On a constant currency basis, sales increased 1%.

·   Diluted EPS was $1.24 compared to $1.40.

Performance Summary (U.S dollars in millions, except per share data)
Highlights	Quarter Ended Dec 31,						Full Year Ended Dec 31,
	2009			2008			2009			2008
Sales	$	938.2		$	812.7		$	3,166.0		$	3,033.0
Gross profit	$	132.9		$	114.6		$	460.2		$	458.6
Gross margin		14.2	%		14.1	%		14.5	%		15.1	%
Operating income	$	30.3		$	15.8		$	73.4		$	83.4
Operating margin		3.2	%		1.9	%		2.3	%		2.7	%
Diluted earnings per share	$	0.49		$	0.27		$	1.24		$	1.40

Richard Leeds, Chairman and Chief Executive Officer, said, “Systemax posted all-time record sales, with over 24% growth in the fourth quarter on an equivalent weeks basis. Our business to business sales growth was the highest, driven by the impact of the WStore acquisition which was completed in September 2009 and modestly improving economic conditions in certain of the geographies in which we sell.  Our consumer channel sales benefited from a robust holiday season that saw consumers shopping for lower priced products such as netbook computers, digital cameras and smaller flat screen televisions both online and at our retail stores, as well as the Circuit City asset purchase which was completed in May 2009.  The market share growth strategy we have followed since the beginning of the economic downturn is beginning to pay off for us.  Our diligent cost controls, coupled with the strong top-line sales growth, resulted in our growing operating income by 92% and diluted EPS by 81%. Looking ahead, we believe our capacity to capture value and deliver it to customers through our recognized brands, including TigerDirect, CompUSA, Circuit City, Misco, WStore and Global Industrial, positions us well for 2010.”

Supplemental Channel Sales Summary

(in millions)

Channel	Quarter Ended Dec 31,				Full Year Ended Dec 31,
	2009		2008		2009		2008
Consumer1	$	537.6	$	491.3	$	1,845.6	$	1,645.1
Business to business2	$	400.6	$	321.4	$	1,320.4	$	1,387.9
Consolidated sales	$	938.2	$	812.7	$	3,166.0	$	3,033.0

1Includes sales from retail stores, consumer websites, inbound call centers and television shopping

2Includes sales from managed business relationships, including outbound call centers and extranets, and the entire Industrial Products segment

Supplemental "Same Store" channel growth3 – Q4 2009 vs Q4 2008
Channel	Change
Consumer	12%
Business to business	11%

3Comprised of revenue at retail stores, websites and call centers operating for at least 14 full months and adjusting for the impact of the number of weeks in the quarter.  The calculation of the comparable store sales percentage change excludes the effect of fluctuations in foreign currency exchange rates.  The method of calculating comparable store and channel sales varies across the retail and direct marketing industry.  As a result, Systemax’s method of calculating comparable sales may not be the same as other companies’ methods.

Supplemental Product Category Sales Summary

(in millions)

Product Category	Quarter Ended Dec 31,				Full Year Ended Dec 31,
	2009		2008		2009		2008
Computers	$	208.4	$	155.4	$	730.8	$	525.0
Consumer electronics	$	251.7	$	217.7	$	779.5	$	727.1
Computer components	$	145.9	$	140.2	$	538.2	$	552.0
Computer accessories & software	$	257.0	$	228.8	$	852.1	$	925.1
Industrial products	$	49.6	$	54.8	$	196.1	$	237.0
Other	$	25.6	$	15.8	$	69.3	$	66.8
Consolidated sales	$	938.2	$	812.7	$	3,166.0	$	3,033.0

Supplemental Business Unit Sales Summary

(in millions)

Business Unit	Quarter Ended Dec 31,				Full Year Ended Dec 31,
	2009		2008		2009		2008
Technology Products – North America	$	618.7	$	540.8	$	2,119.4	$	1,854.9
Technology Products – Europe	$	269.2	$	216.9	$	848.5	$	940.6
Industrial Products	$	49.6	$	54.8	$	196.1	$	237.0
Software Solutions	$	0.7	$	0.2	$	2.0	$	0.5
Consolidated Sales	$	938.2	$	812.7	$	3,166.0	$	3,033.0

Working capital as of December 31, 2009 was $252.5 million, including cash and cash equivalents of $58.3 million.  Cash for the year was impacted by the Circuit City asset purchase, the WStore acquisition, the payment of the 2009 special dividend, higher inventory levels to support a growing retail store base and increasing sales volume from the Company’s e-commerce consumer business, and higher accounts receivable from growth in open account business to business sales.  As of December 31, 2009, the Company had an undrawn credit facility of $120.0 million and total cash and available liquidity of over $150.0 million. Short term debt totaled approximately $15.2 million at December 31, 2009 and included approximately $14.2 million in revolving debt assumed as part of the WStore acquisition as well as capitalized lease obligations. The Company’s effective tax rate for the full year 2009 was 36.8%, essentially flat with last year.  Included in the 2009 rate is a reversal of tax reserves of approximately $1.2 million as the result of statute expirations. Excluding this reserve reversal, the Company’s 2009 effective tax rate would have been 38.4%.

Earnings Conference Call Details

Systemax Inc. will host a teleconference to discuss its fourth quarter and full year 2009 results today, March 8, 2010 at 5:00 p.m. Eastern Time. To access the teleconference, please dial 877-881-2609 (U.S. callers) or 970-315-0463 (Int’l callers) and reference passcode 58388671 ten minutes prior to the start time. The teleconferencing will also be available via live webcast on the Company’s Web site at www.systemax.com. A replay of the conference call will be available through March 15, 2010. It can be accessed by dialing 800-642-1687 (U.S. callers) or 706-645-9291 (Int’l callers), passcode 58388671. The webcast will also be archived on www.systemax.com for approximately 90 days.

About Systemax Inc.

Systemax Inc. (http://www.systemax.com), a Fortune 1000 company, sells personal computers, computer components and supplies, consumer electronics and industrial products through a system of branded e-Commerce web sites, retail stores, relationship marketers and direct mail catalogs in North America and Europe. The primary brands are TigerDirect, CompUSA, Circuit City, MISCO, WStore and Global Industrial.

I.   Forward-Looking Statements

This press release contains forward-looking statements about the Company’s performance.  These statements are based on management’s estimates, assumptions and projections and are not guarantees of future performance.  The Company assumes no obligation to update these statements.  Actual results may differ materially from results expressed or implied in these statements as the result of risks, uncertainties and other factors including, but not limited to: (a) unanticipated variations in sales volume, (b) economic conditions and exchange rates, (c) actions by competitors, (d) the continuation of key vendor relationships, (e) the ability to maintain satisfactory loan agreements with lenders, (f) risks associated with the delivery of merchandise to customers utilizing common carriers, (g) the operation of the Company’s management information systems, and  (h) unanticipated legal and administrative proceedings.  Please refer to “Risk Factors” and the Forward Looking Statements sections contained in the Company’s Form 10-K for a more detailed explanation of the inherent limitations in such forward-looking statements.

INVESTOR/ MEDIA CONTACTS:

Denise Roche / Nancy Zachary

Brainerd Communicators, Inc.

212-986-6667

roche@braincomm.com

nancy@braincomm.com

- ### -

SYSTEMAX INC.
II.Condensed Consolidated Statements of Operations – Unaudited
(In thousands, except per share amounts)
	Quarter Ended						Year Ended
	December 31*						December 31*
	2009			2008			2009			2008
Net sales	$	938,248		$	812,710		$	3,165,995		$	3,032,961
Cost of sales		805,367			698,073			2,705,747			2,574,402
Gross profit		132,881			114,637			460,248			458,559
Gross margin		14.2	%		14.1	%		14.5	%		15.1	%
Selling, general and administrative expenses		102,548			98,843			386,857			375,192
Operating income		30,333			15,794			73,391			83,367
Operating margin		3.2	%		1.9	%		2.3	%		2.7	%
Interest and other expense (income), net		895			467			306			(376	)
Income before income taxes		29,438			15,327			73,085			83,743
Provision for income taxes		11,040			5,359			26,900			30,900
Effective tax rate		37.5	%		35.0	%		36.8	%		36.9	%
Net income	$	18,398		$	9,968		$	46,185		$	52,843
Net margin		2.0	%		1.2	%		1.5	%		1.7	%
Net income per common share:
Basic	$	0.50		$	0.27		$	1.26			1.43
Diluted	$	0.49		$	0.27		$	1.24			1.40
Weighted average common and  common equivalent shares:
Basic		36,817			36,893			36,706			36,950
Diluted		37,432			37,497			37,343			37,705

SYSTEMAX INC.
III.Condensed Consolidated Balance Sheets - Unaudited
(In thousands)
	December 31*
	2009		2008
Current assets:
Cash and cash equivalents	$	58,309	$	115,967
Accounts receivable, net		241,860		182,841
Inventories		365,725		290,594
Prepaid expenses and other current assets		29,154		22,225
Total current assets		695,048		611,627
Property, plant and equipment, net		65,598		48,465
Goodwill, intangibles and other assets		56,255		42,361
Total assets	$	816,901	$	702,453
Current liabilities:
Short-term debt	$	15,197	$	773
Accounts payable and accrued expenses		427,307		357,762
Total current liabilities		442,504		358,535
Long-term debt		1,194		1,411
Other liabilities		8,518		8,552
Shareholders’ equity		364,685		333,955
Total liabilities and shareholders’ equity	$	816,901	$	702,453

* Systemax manages its business and reports using a 52-53 week fiscal year that ends at midnight on the Saturday closest to December 31.  For clarity of presentation, fiscal years and quarters are described as if they ended on the last day of the respective calendar month.  The actual fiscal year and quarter ended on January 2, 2010. The fourth quarter of 2009 and 2008 included 13 and 14 weeks, respectively, and the fiscal year 2009 and 2008 included 52 and 53 weeks, respectively.