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SYNNEX Corporation Announces Repurchase at Option of Holders and Redemption of 4.0% Convertible Senior Notes Due 2018

  SYNNEX Corporation Announces Repurchase at Option of Holders and Redemption
  of 4.0% Convertible Senior Notes Due 2018

Business Wire

FREMONT, Calif. -- April 16, 2013

SYNNEX Corporation (the “Company”) (NYSE: SNX) announced today that holders of
the 4.0% Convertible Senior Notes due 2018 (CUSIP No. 87162WAB6) (the “Notes”)
have the right to surrender their Notes for repurchase by the Company pursuant
to their option (the “Put Option”) under the Indenture governing the Notes,
dated as of May 12, 2008 (the “Indenture”). The Put Option entitles each
holder of the Notes to require the Company to repurchase all or a portion (in
principal amount equal to $1,000 or integral multiples thereof) of such
holder’s Notes at a purchase price (the “Repurchase Price”) equal to 100% of
the principal amount of the Notes plus any accrued and unpaid interest up to,
but not including, May 15, 2013 (“the Repurchase Date”) upon the terms and
subject to the conditions set forth in the Indenture and the Notes. The
Repurchase Date is an Interest Payment Date under the terms of the Indenture.
Accordingly, interest accrued up to, but not including, the Repurchase Date
will be paid to Holders of record at 5:00 p.m., New York City time, on May 1,
2013 and the Company does not expect that there will be accrued and unpaid
interest due as part of the Repurchase Price. Unless the Company defaults in
making payment of the Repurchase Price, interest on the Notes repurchased will
cease to accrue on and after the Repurchase Date.

The Put Option commences today and expires at 5:00 p.m., New York City time,
on Tuesday, May 14, 2013 (the “Expiration Date”), which is the business day
immediately preceding the Repurchase Date. Holders may withdraw any Notes
previously surrendered for repurchase at any time prior to 5:00 p.m., New York
City time, on the Expiration Date. In order to exercise the Put Option and
receive the Repurchase Price, or withdraw Notes previously surrendered, a
holder must follow the procedures set forth in the Company Notice, which is
being sent to all registered holders of the Notes.

None of the Company, its board of directors or employees has made or is making
any representation or recommendation to any holder of the Notes as to whether
to exercise or refrain from exercising the Put Option.

Redemption

In addition, the Company announced today that it will redeem all of the
outstanding Notes on May20, 2013 (the “Redemption Date”) at a redemption
price equal to 100% of the principal amount of the Notes redeemed plus any
accrued and unpaid interest (including any contingent interest) up to, but not
including, the Redemption Date, as provided for in the Indenture and the
Notes. Notes called for redemption must be surrendered to the Paying Agent (as
defined in the Indenture) by effecting book-entry transfer of the Notes or
delivering Notes in certificated form, together with necessary endorsements,
to the address specified below to collect the Redemption Price. Any Notes that
are not surrendered for repurchase prior to 5:00 p.m., New York City time, on
May 14, 2013, one business day prior to the Repurchase Date, or converted as
described below prior to 5:00 p.m., New York City time, on May 17, 2013, one
business day prior to the Redemption Date, will be redeemed at the Redemption
Price. Unless the Company defaults in making payment of the Redemption Price,
interest (including contingent interest, if any, and additional interest, if
any) on the Notes will cease to accrue from and after the Redemption Date and
thereafter the only remaining right of a holder of Notes will be the right to
receive payment of the Redemption Price upon surrender of Notes to the Paying
Agent. As of April 15, 2013, there was approximately $143.8 million aggregate
principal amount of the Notes outstanding.

Conversion Rights

As a result of the notice of redemption, holders may surrender for conversion
any Notes called for redemption at any time prior to 5:00 p.m., New York City
time, on May 17, 2013, the business day prior to the Redemption Date. The
Notes are convertible at the option of the Company into cash, shares of Common
Stock or a combination of cash and shares of Common Stock in accordance with
and subject to the terms of the Indenture and the Notes. The Notes are
currently convertible at a Conversion Rate (as defined in the Indenture) of
33.9945 shares of Common Stock per $1,000 principal amount of Notes,
equivalent to a conversion price of approximately $29.42 per share of Common
Stock. Holders who wish to convert the Notes must satisfy the requirements of
paragraph 10 of the Notes.

Holders who do not exercise the Put Option will maintain the right to convert
their Notes pursuant to the Indenture and the Notes. Notes that have been
surrendered pursuant to the Put Option may be converted in accordance with the
terms of the Indenture and the Notes only if such surrender has been validly
withdrawn prior to 5:00 p.m., New York City time, on the Expiration Date.

Additional Information

U.S. Bank National Association, as Trustee, Paying Agent and Conversion Agent
for the Notes, is sending a Company Notice and Notice of Redemption to all
registered holders. In addition, the Company will file the Company Notice with
a Tender Offer Statement on Schedule TO with the Securities and Exchange
Commission today. Additional information relating to the procedure for the
repurchase, conversion and/or redemption of the Notes may be obtained from
U.S. Bank National Association as provided below.

Trustee and Paying Agent:
U.S. Bank National Association
Attention: Redemption Department (SYNNEX Corporation 4.0% Convertible Senior
Notes due 2018)
60 Livingston Avenue
St. Paul, MN 55107-2292
(800) 934-6802

Conversion Agent:
U.S. Bank National Association
Attention: Specialized Finance (SYNNEX Corporation 4.0% Convertible Senior
Notes due 2018)
60 Livingston Avenue
St. Paul, MN 55107-2292
(800) 934-6802

About SYNNEX

SYNNEX Corporation (NYSE: SNX), a Fortune 500 corporation, is a leading
business process services company, servicing resellers, retailers and original
equipment manufacturers in multiple regions around the world. The Company
provides services in IT distribution, supply chain management, contract
assembly and business process outsourcing. Founded in 1980, SYNNEX employs
approximately 11,000 full-time and part-time associates worldwide.

Safe Harbor Statement

Statements in this press release regarding SYNNEX Corporation, which are not
historical facts, are "forward-looking statements" within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. These forward-looking statements may be identified by
terms such as believe, expect, may, will, provide, could and should and the
negative of these terms or other similar expressions. These statements,
including statements regarding repurchase and redemption of the Notes and
conversion of the Notes, are subject to risks and uncertainties that could
cause actual results to differ materially from those discussed in the
forward-looking statements. These risks and uncertainties include, but are not
limited to: difficulties, delays or unexpected costs related to, or our
inability to consummate, the repurchase or redemption of the Notes; general
economic conditions and any weakness in IT and consumer electronics spending;
changes in our costs and operating expenses and other risks and uncertainties
detailed in our Form 10-Q for the fiscal quarter ended February 28, 2013 and
from time to time in our SEC filings. Statements included in this press
release are based upon information known to SYNNEX Corporation as of the date
of this release, and SYNNEX Corporation assumes no obligation to update
information contained in this press release.

Copyright 2013 SYNNEX Corporation. All rights reserved. SYNNEX, the SYNNEX
Logo and all other SYNNEX company, product and services names and slogans are
trademarks or registered trademarks of SYNNEX Corporation. SYNNEX and the
SYNNEX Logo Reg. U.S. Pat. & Tm. Off. Other names and marks are the property
of their respective owners.

SNX-F

Contact:

SYNNEX Corporation
Deirdre Skolfield, CFA, 510-668-3715
Investor Relations
deirdres@synnex.com
 
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