Ingram Micro Lowers Borrowing Spread with Credit Agreement Amendment

Rhea-AI Filing Summary

Ingram Micro Holding (NYSE: INGM) filed a Form 8-K to report that subsidiary Ingram Micro Inc. executed Amendment No. 4 to its Term Loan Credit Agreement originally dated July 2 2021. The amendment, signed on June 17 2025, reduces the interest margin by 50 basis points. Term loans will now bear interest, at the borrower’s option, at either (i) adjusted Term SOFR + 225 bps or (ii) the base rate + 125 bps.

All other key provisions—including maturity, covenants, lender group, and administrative agent (JPMorgan Chase Bank, N.A.)—remain unchanged. Although the filing does not disclose the outstanding principal balance, the lower spread should decrease future cash interest expense and slightly improve earnings and liquidity. No new debt was incurred, and no additional material corporate actions, risk factors, or legal proceedings were disclosed.

Positive

• Reduction of term loan interest margin by 50 basis points, decreasing future cash interest expense and enhancing liquidity

Negative

• None.

Insights

Financial Analyst

TL;DR – 50 bps margin cut modestly lowers financing cost and signals lender confidence.

The amendment trims the pricing on Ingram’s 2021 term loan to SOFR + 225 bps / base + 125 bps, a 50-bp improvement. Assuming a sizeable outstanding balance, even a half-point reduction can translate into meaningful annual interest savings and bolster free cash flow without increasing leverage. The absence of covenant changes suggests lenders view the borrower’s credit profile as stable or improving. While the filing omits the exact loan size, the move incrementally supports margin expansion and financial flexibility, offering a small but tangible upside for equity holders.

Risk Analyst

TL;DR – Positive but limited; one-item amendment carries minimal risk impact.

From a risk perspective, the sole change is a pricing reduction. There are no added covenants, collateral revisions, or maturity extensions that could introduce complexity. Consequently, counterparty and liquidity risks remain effectively unchanged. The amendment therefore presents a neutral-to-positive credit signal, but its overall impact on the company’s risk profile is modest given the narrow scope of the change and the absence of balance-sheet data in the filing.

8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Understanding 8-K Material Events →

FALSE000189776200018977622025-06-172025-06-17

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): June 17, 2025

__________________________

INGRAM MICRO HOLDING CORPORATION

(Exact Name of Registrant as Specified in its Charter)

__________________________

Delaware			001-42384			86-2249729
(State or other jurisdiction of incorporation)			(Commission File Number)			(I.R.S. Employer Identification Number)

3351 Michelson Drive, Suite 100, Irvine, CA 92612

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (714) 566-1000

__________________________

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:

o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 Par Value

INGM

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 8.01.        Other Events.

Amendment to Term Loan Credit Agreement

On June 17, 2025, Ingram Micro Inc., a wholly owned subsidiary of Ingram Micro Holding Corporation (the “Registrant”) entered into Amendment No. 4 to Term Loan Credit Agreement, which amended the Term Loan Credit Agreement dated as of July 2, 2021 (as amended on June 23, 2023, September 27, 2023, and September 20, 2024, the “Term Loan Credit Agreement”), by and among, inter alios, Ingram Micro Inc., as borrower (the “Borrower”), the lenders from time to time party thereto, and JPMorgan Chase Bank, N.A., as administrative agent, to reduce the interest rate by 50 basis points so that term loans will bear interest, at the Borrower’s option, at a rate based on (i) adjusted Term SOFR plus an applicable margin of 225 bps, or (ii) the base rate plus an applicable margin of 125 bps, in each case. There were no other material changes to the Term Loan Credit Agreement.

SIGNATURE

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.

INGRAM MICRO HOLDING CORPORATION
By:			/s/ Michael Zilis
Name:			Michael Zilis
Title:			Executive Vice President and Chief Financial Officer

Date: June 20, 2025

FAQ

What financing change did Ingram Micro (INGM) disclose in its June 2025 8-K?

The company cut the interest margin on its term loan by 50 bps to SOFR + 225 bps or base + 125 bps.

When was Amendment No. 4 to the Term Loan Credit Agreement signed?

The amendment was executed on June 17 2025.

Which entity within Ingram Micro executed the credit agreement amendment?

The borrower is Ingram Micro Inc., a wholly owned subsidiary of the registrant.

Did the amendment change any covenants or the maturity date of the loan?

No. The filing states there were no other material changes to the Term Loan Credit Agreement.

Who is the administrative agent for Ingram Micro’s term loan facility?

The administrative agent remains JPMorgan Chase Bank, N.A.