When the news broke last week that leading IT distributor, Ingram Micro had been acquired by Chinese company, Tianjin Tianhai, in a deal valued at $US6 billion, the distribution and ICT worlds shook a little.
Under the the terms of the deal will see Tianjin Tianhai acquire Ingram Micro for $US38.90 per share in an all-cash transaction.
Upon close of the merger, Ingram Micro will become a part of HNA Group, a Hainan-based Fortune Global 500 enterprise group and a leader in aviation, tourism and logistics and the largest stockholder of Tianjin Tianhai.
The transaction, which has been unanimously approved by both Ingram Micro's and Tianjin Tianhai's boards of directors, represents a premium of approximately 39 per cent over the average closing share price of Ingram Micro for the 30 trading days ended February 16, 2016.
Following the close of the transaction, which is expected in the second half of 2016, Ingram Micro will operate as a subsidiary of Tianjin Tianhai, consolidated under HNA Group, the largest stockholder of Tianjin Tianhai (via HNA Group's subsidiaries).
To complete and further expand the picture here is the letter Ingram Micro, and signed by CEO Alain Monié, addressed to its vendors announcing the sale and a fact sheet it made available on its website. A similar letter is available addressed to the company's customers.
Dear Ingram Micro Vendor,
At Ingram Micro, we place great value on our relationships with business partners, so I wanted to be the first to share with you some important news about our company. Today [February 17], we announced that Ingram Micro has entered into an agreement to be acquired by Tianjin Tianhai Investment Company, Ltd. (Tianjin Tianhai) to become a part of HNA Group, a Hainan-based global conglomerate and Tianjin Tianhai’s largest shareholder (via HNA Group’s subsidiaries). We strongly believe that being part of the HNA Group family of companies will further strengthen our capabilities to offer industry-leading, differentiated and easy-to-manage solutions to our vendor partners worldwide. The press release we issued is attached here for reference.
Ingram Micro will continue to operate independently, as a subsidiary of Tianjin Tianhai and a part of HNA Group. HNA Group is a multinational conglomerate with in excess of $90 billion in assets encompassing aviation, airport management, financial services, real estate, retail, tourism, transportation and logistics. Based in Hainan, HNA Group has a long history of investing in multinational companies and partnering with leading, well run brands to support and accelerate management’s strategic initiatives. HNA Group’s recent investments include Zurich-based, Swissport International, the world’s largest provider of aviation ground and cargo handling services, and Avolon, a formerly NYSE-listed provider of aircraft leasing and lease management services, as well as US-based companies such as Red Lion Hotels. HNA Group shares our vision for Ingram Micro and is dedicated to offering innovative solutions across the IT ecosystem and providing a superior vendor experience.
Importantly, more than anything this merger represents a change in our equity ownership and will not impact the way we do business together. HNA Group has assured us that Ingram Micro will continue to be headquartered in Irvine, California, our management team and associates are all expected to remain in place and our local country operations and execution on our strategies will continue unaffected. Our commitment to maintaining and building on our trusted relationship with you as a value-add partner will not change, and we remain dedicated to our core values that have made Ingram Micro an industry leader. In fact, HNA Group’s pillars of focus are well aligned with our core values, including a commitment to integrity, performance and innovation.
HNA Group has substantial financial and operational resources and has assured us it fully supports Ingram Micro’s strategic direction. As a part of HNA Group, Ingram Micro expects to accelerate our investments, both organically and through M&A, to enhance and add to our capabilities in high value IT solutions, mobility lifecycle services, commerce and fulfillment solutions and Cloud, while also further extending our geographic reach. Through the merger, Ingram Micro joins a larger organisation that has complementary logistics capabilities and a significant presence in emerging markets, which we believe will further benefit our vendors’ business initiatives. Additionally, Ingram Micro will transition from an NYSE-listed company to a part of HNA Group, giving us added flexibility and resources to achieve our strategic goals and enable us to even better support you in your growth and profitability objectives. We view this as an exciting opportunity to accelerate our innovation and invest in a future that lies beyond the next quarter.
We expect the merger to be completed in the second half of 2016, subject to Ingram Micro and Tianjin Tianhai shareholder approvals and customary regulatory approvals. Although we expect very little, if anything, to change once we’re part of HNA Group, until we close the transaction it is business as usual. Your point of contact at Ingram Micro will stay the same and our commitment to you is as strong as ever as we begin this new chapter of growth and continued success. Rest assured that we are focused on effecting a seamless transition.
We value your partnership and thank you for your continued support. We have provided additional information on our website that may be helpful. As always, if you have any questions please reach out to your regular contact. Our top priority continues to be to ensure that your needs are met and to deliver a best-in-class experience in everything we do.
Chief Executive Officer,