SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Act of 1934
November 19, 1998
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Date of Report (Date of earliest event reported)
Bell Microproducts Inc.
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(Exact name of Registrant as specified in its charter)
California
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(State or other jurisdiction of incorporation)
005-43709 94-3057566
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(Commission File No.) (IRS Employer Identification Number)
1941 Ringwood Avenue
San Jose, California 95131-1721
(408) 451-9400
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(Address of Principal Executive Offices)
Not Applicable
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(Former name or former address, if changed since last report)
Item 2. Acquisition or Disposition of Assets
On November 19, 1998 (the "Closing Date"), Bell Microproducts Inc., a
California corporation (the "Company"), completed its acquisition of
Toronto-based Tenex Data ("Tenex"), division of Axidata Inc. ("Axidata").
The acquisition was accounted for as a purchase. The consideration paid
by the Company to Axidata was approximately CDN$9.4 million consisting of (i)
CDN$8.8 million as a 90-day loan to Axidata for the accounts receivable (which
loan principal will be reduced by the amounts collected on such receivables) and
(ii) CDN$632,000 (representing the net book value of the other purchased assets
minus the net book value of the assumed liabilities plus CDN$1.5 million). The
Company financed the acquisition by using its bank line. In addition,
Abitibi-Consolidated, Inc., parent company of Axidata, guaranteed the
performance of Axidata.
Tenex is a leading Canadian computer products distributor and the only
major distributor in Canada focused on the mass storage components and systems
market. Tenex distributes disk, tape and optical drives in addition to other
data storage subsystems. Tenex reported revenues of US$35 million in 1997.
Item 7. Financial Statements and Exhibits
(a) The purchase of Tenex does not meet the materiality threshold of
Regulation S-K and therefore the Company will not present audited financial
statements nor pro forma financial information related thereto.
(b) Not applicable
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(c) Exhibit
2.4 Asset Purchase Agreement between the Company, Axidata,
Bell Microproducts Canada-Tenex Data ULC and Abitibi Consolidated Inc. dated
November 19, 1998.
Certain schedules to the Agreement are listed on pages (7) and
(8) thereto and the Registrant agrees to furnish them supplementally to the
Securities and Exchange Commission upon request.
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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.
Bell Microproducts Inc.
By: /s/ Bruce M. Jaffe
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Senior Vice President
and CFO
Dated: December 4, 1998
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
EXHIBIT
TO
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF
THE SECURITIES EXCHANGE ACT OF 1934
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Bell Microproducts Inc.
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November 19, 1998
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INDEX TO EXHIBIT
Sequentially
Exhibit Numbered
Number Description Page
- ------ ----------- ----
2.4 Asset Purchase Agreement between the Company, 8
Axidata, Bell Microproducts Canada-Tenex Data
ULC and Abitibi Consolidated Inc. dated
November 19, 1998.