================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 22, 2004 BELL MICROPRODUCTS INC. (Exact name of registrant as specified in its charter) CALIFORNIA (State or Other Jurisdiction of Incorporation) 000-21528 NO. 94-3057566 (Commission File Number) (IRS Employer Identification No.) 1941 RINGWOOD AVENUE SAN JOSE, CALIFORNIA 95131-1721 (Address of Principal Executive Offices) (Zip Code) (408) 451-9400 (Registrant's telephone number, including area code) Not Applicable (Former Name or Former Address, if changed since last report ================================================================================ ITEM 5. OTHER EVENTS. On June 22, 2004, Bell Microproducts Inc. issued a press release announcing that it has acquired OpenPSL Holdings Limited, headquartered in Manchester, England. The acquisition was made with a mix of stock and cash for an aggregate purchase price of approximately $36 million (USD). Additional consideration of $5.4 million may be earned based on OpenPSL's financial performance over the next 12 months. Bell Microproducts expects the acquisition to be accretive to its earnings in the second half of 2004 by approximately $.02 per share, and accretive to earnings in 2005 by $.05 - $.07 per share. The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated in this Report as if fully set forth herein. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (a) Financial statements: None. (b) Pro forma financial information: None. (c) Exhibits: 99.1 Press Release dated June 22, 2004 2 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. BELL MICROPRODUCTS INC. By /s/ James E. Illson -------------------------------------- Date: June 22, 2004 James E. Illson Executive Vice President, Finance and Operations and Chief Financial Officer 3 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 BELL MICROPRODUCTS INC. EXHIBIT INDEX TO FORM 8-K Date of Report: Commission File No.: June 22, 2004 000-21528 EXHIBIT NO. ITEM 99.1 Press Release dated June 22, 2004 4