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Acquistion, Integration and Restructuring Expenses
12 Months Ended
Nov. 30, 2021
Restructuring And Related Activities [Abstract]  
Acquistion, Integration and Restructuring Expenses

NOTE 4—ACQUISTION, INTEGRATION AND RESTRUCTURING EXPENSES:

Acquisition, integration and restructuring costs are primarily comprised of costs related to the Merger, costs related to the Global Business Optimization 2 Program initiated by Tech Data prior to the Merger (the “GBO 2 Program”) and costs related to the Separation.

The Merger

The Company incurred acquisition, integration and restructuring costs related to the completion of the Merger, including professional services costs, personnel and other costs, an impairment of long-lived assets and stock-based compensation expense. Professional services costs are primarily comprised of legal expenses and tax and other consulting services. Personnel and other costs are primarily comprised of costs related to the settlement of certain outstanding long-term cash incentive awards for Tech Data upon closing of the Merger, retention and other bonuses, as well as severance costs. Impairment of long-lived assets relates to a charge of $22.2 million recorded for the write-off of capitalized costs associated with Tech Data’s tdONE program in conjunction with the decision to consolidate certain IT systems. Stock-based compensation expense primarily relates to costs associated with the conversion of certain Tech Data performance-based equity awards issued prior to the Merger into restricted stock units of TD SYNNEX (refer to Note 6 – Share Based Compensation for further information) and expenses for certain restricted stock awards issued in conjunction with the Merger.

To date, acquisition and integration expenses related to the Merger were composed of the following:

 

 

Year Ended November 30,

 

 

 

2021

 

Professional services costs

 

$

22,288

 

Personnel and other costs

 

 

33,716

 

Impairment of long-lived assets

 

 

22,166

 

Stock-based compensation

 

 

20,113

 

Total

 

$

98,283

 

 

 

 

 

 

GBO 2 Program

Prior to the Merger, Tech Data implemented its GBO 2 Program that includes investments to optimize and standardize processes and apply data and analytics to be more agile in a rapidly evolving environment, increasing productivity, profitability and optimizing net-working capital. TD SYNNEX plans to continue this program in conjunction with the Company’s integration activities. Acquisition, integration and restructuring expenses related to the GBO 2 Program are primarily comprised of restructuring costs and other professional services costs. Restructuring costs are comprised of severance costs and other associated exit costs, including certain consulting costs. Other professional services costs are primarily comprised of professional services fees not related to restructuring activities, including costs related to improving profitability and optimizing net-working capital.

Acquisition, integration and restructuring costs under the GBO2 Program for fiscal 2021 included the following:

 

 

Year Ended November 30,

 

 

 

2021

 

Restructuring costs

 

$

8,709

 

Other professional services costs

 

 

5,158

 

Total

 

$

13,867

 

 

 

 

 

 

Restructuring costs under the GBO 2 Program for fiscal 2021 were composed of the following:

 

 

Year Ended November 30,

 

 

 

2021

 

Severance

 

$

2,893

 

Other exit costs

 

 

5,816

 

Total

 

$

8,709

 

During fiscal 2021, the Company recorded restructuring costs related to GBO 2 of $2,658, $5,746 and $305, for the Americas, Europe and APJ regions, respectively.

Restructuring activity during fiscal 2021 related to the GBO 2 Program is as follows:

 

 

 

 

Restructuring costs

 

Severance and Benefits

 

 

Other Exit Costs

 

 

Total

 

Accrued Balance as of November 30, 2020

 

$

-

 

 

$

-

 

 

$

-

 

Balance acquired related to the Merger

 

 

5,095

 

 

 

221

 

 

 

5,316

 

Expenses during fiscal 2021

 

 

2,893

 

 

 

5,816

 

 

 

8,709

 

Cash payments

 

 

(2,953

)

 

 

(4,427

)

 

 

(7,380

)

Foreign currency translation

 

 

(117

)

 

 

(19

)

 

 

(136

)

Accrued Balance as of November 30, 2021

 

$

4,918

 

 

$

1,591

 

 

$

6,509

 

The Separation

During the fiscal year ended November 30, 2020, the Company incurred $7,414 in transaction costs related to the Separation of Concentrix.