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Item 1.01
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Entry into a Material Definitive Agreement.
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On February 8, 2008, Bell Microproducts Limited,
a subsidiary of Bell Microproducts, Inc. (the Company), executed a letter
agreement with Bank of America, N.A. as Agent for the Syndicated Credit Agreement dated December 2,
2002, as amended and restated effective January 2, 2007. Pursuant to the letter, the lenders
agree to extend the time, to September 30, 2008, for the Company to provide consolidated financial
statements for the years ended December 31, 2006 and December 31, 2007.
On February 11, 2008, the Company entered into an amendment to the Loan and Security Agreement
dated as of May 14, 2001 among the Company, certain of the Companys subsidiaries, and Wachovia
Capital Finance Corporation (Western) (Wachovia) in its capacity as administrative, collateral
and syndication agent for the financial institutions (the Lenders) which are parties to the Loan
Agreement (the Tenth Amendment). The Tenth Amendment provides that Wachovia and the Lenders
agree to extend, to September 30, 2008, the time for the Company to provide audited consolidated
financial statements and the requirement that the Company be listed on NASDAQ.
On February 11, 2008, the Company entered into a letter agreement amending the Securities Purchase
Agreement dated as of July 6, 2000 among the Company and Retirement Systems of Alabama (the 2000
Investor), the Securities Purchase Agreement dated as of October 2, 2006 among the Company and The
Teachers Retirement System of Alabama and The Employees Retirement System of Alabama
(collectively, the 2006 Investor), and the Revolving Credit Agreement dated as of January 30,
2007 among the Company and The Teachers Retirement System of Alabama and The Employees Retirement
System of Alabama (collectively, the 2007 Lender). The letter agreement provides that the 2000
Investor, the 2006 Investor, and the 2007 Lender understand and acknowledge that the Company will
be unable to timely deliver the various financial statements and reports required by the referenced
agreements to be filed with the SEC, and each party agrees to extend the time, to September 30,
2008, for the Company to provide such financial statements and SEC reports. The letter agreement
also waives any defaults that may otherwise arise from the failure to timely deliver such financial
statements and SEC reports for time periods prior to September 30, 2008, waives any defaults that
may arise or result from any representation or warranty made or deemed made with respect to
previously delivered financial statements and SEC reports, and further waives any defaults that may
otherwise arise or results from any covenant requiring the filing of the SEC reports prior to
September 30, 2008.
On February 12, 2008, the Company
entered into an amendment to the
Second Amended and Restated Credit and Security Agreement dated as of May 14, 2007 (the Credit and
Security Agreement) among the Company, Bell Microproducts Funding Corporation, Variable Funding
Capital Company LLC, Wachovia Bank, National Association, Market Street Funding LLC, and General
Electric Capital Corporation (the Second Amendment). The Second Amendment extends to September
30, 2008, the time for the Company to deliver its annual audited financial statements and the
requirement that the Company be listed on NASDAQ.
The Company issued a press release on February 13, 2008, disclosing entry into these agreements. A
copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference
herein.
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits:
Exhibit 10.1 Letter Agreement executed February 8, 2008, by and among Bell Microproducts Limited
and Bank of America, N.A.
Exhibit 10.2 Tenth Amendment to Loan and Security Agreement dated February 11, 2008.
Exhibit 10.3 Letter Agreement to Bell Microproducts Inc. dated February 11, 2008.
Exhibit 10.4 Letter Agreement dated February 12, 2008 among Bell Microproducts Inc., Wachovia
Bank, N.A. and General Electric Capital Corporation.
Exhibit 99.1 Press Release issued by Bell Microproducts Inc. on February 13, 2008.