utilities and other operating expenses. In 2002, 2003 and 2004, the Company paid $410, $328
and $413 respectively,
related to the use of office space. Such costs were included in the Companys Selling, General
and Administrative expenses on the Statements of Operations. The agreement provides for rent
changes commensurate with the amount of space the Company may occupy from time to time, and
terminates in September 2007.
Other Related Party Matters
In 2003, the Companys Parent made a capital contribution of $18,000 to the Company, which was
recorded as Additional Paid-in Capital. The capital contribution was used to repay the cumulative
advances to the Company from the Parent at that time of $15,457, and the difference of $2,543 was
returned back to the Parent, resulting in a Capital contribution due from Parent, a contra-equity
account on the Companys Balance Sheet. At December 31, 2003 and 2004, the Company had a balance
due from Affiliates of $991 and $813, which represents amounts received by the Affiliate on the
Companys behalf, in excess of purchases made and overhead costs the Company incurred from the
Affiliate.
Interest expense was charged to the Company by the Affiliate during periods when the Company
owed balances due to the Affiliate. However, no interest income was recorded during periods when
the Company had net balances due from the Affiliate. Interest expense was calculated using the
prime rate in effect at that time multiplied by the cumulative balance due to the Affiliate, net of
an amount equal to approximately one months inventory purchases (to approximate standard vendor
terms).
In 2002, the Company did not maintain separate accounts payable, and all activities were
performed and paid by the Affiliate. As such, balances the Company owed for trade payables are
included in Advances from Affiliate. In 2003, the Company established a disbursement account and
maintained separate accounts payable balances with third-party vendors.
8. Supplemental Disclosure of Non-Cash Financing Activities
| |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Twelve Months Ended December 31, |
|
| |
|
2002 |
|
|
2003 |
|
|
2004 |
|
Net borrowings (repayments) under line of credit |
|
$ |
10,947 |
|
|
$ |
8,260 |
|
|
$ |
(30,676 |
) |
Decrease (increase) in Receivable from the Parent |
|
|
(10,947 |
) |
|
|
(8,260 |
) |
|
|
30,676 |
|
In connection with the Companys initial public offering, the Company paid a dividend of
$2,543 to the Affiliate through a settlement of the capital contribution due from the Affiliate
outstanding at completion of the initial public offering.
9. Subsequent Events
On January 14, 2005, the Company entered into a lease with Teachers Insurance and Annuity
Association of America for approximately 163,632 of rentable square feet in a facility located in
Memphis, Tennessee, in order to provide the Companys own inventory management and order
fulfillment operations which are currently provided by PC Mall. The initial term of the lease is 70
months. Upon the expiration of the initial term, the Company has an option to renew the lease for a
period of 5 years. The renewal option will be subject to all of the terms and conditions contained
in the lease, except that the rent during the renewal term will be determined on the basis of the
market rent, as such term is defined in the lease.
The equipment installation and office space configuration are currently under construction.
The landlord has provided the Company with a construction allowance of $369.
Under the terms of the agreement, the Companys initial monthly base rent is approximately $22
per month, which will increase periodically over the term of the lease to approximately $39. If the
Company satisfies all of the initial terms and conditions of the lease, the Company is not required
to pay the monthly base rent for the first two months of the lease. The total minimum rental amount
under the lease is approximately $2,484 for the initial term. In addition to the monthly base rent,
the Company is required to pay for all of the Companys utilities and operating costs based on the
Companys proportionate share of all of the operating costs for the premises, but in no event will
F-33