Free Proposed Pretrial Order - District Court of Delaware - Delaware

Case 1:04-cv—00148-Gl\/IS Document 64-2 Filed 08/15/2005 Paget of 3
SCHEDULE (a)
Joint Statement of Uncontested Facts
I. InaCom Corp. ("Inacom"), Compaq Computer Corporation (“Compaq") and ITY
Corp. entered into an asset purchase agreement (the "Asset Purchase Agreement") that closed on
February 16, 2000 whereby ITY Corp.- acquired assets related to InaCom’s distribution business
E for approximately $$69,500,000
2. ITY Corp. was at the time of the closing of the Asset Purchase Agreement a
p wholly owned subsidiary of Compaq. ITY Corp. changed its name to Custom Edge, Inc. and
was then merged into Compaq, which was then acquired by and merged into Hewlett-Packard
Company ("HP"). HP has assumed all liabilities of ITY Corp., Custom Edge, Inc. and Compaq. _
3. As part of the Asset Purchase Agreement, ITY Corp. (now known as HP) agreed
l to assume responsibility for payment of certain accounts payable of Inacom, including
i responsibility for accounts payable of Inacom owed to Tech Data.
J 4. Regarding the sale of assets from Inacom to Compaq ("Asset Sale"), certain
I . representations of fact were reportedly made to Tech Data by Inacom and Compaq as to the
treatment of pre-closin g accounts payable due by Inacom to Tech Data.
I 5. On January 7, 2000 Inacom filed its Form 8-K with the Securities and Exchange
Commission which addressed, in pertinent part, the proposed sale of assets to Compaq.
t I 6. On February 3, 2000 John Frasca, then an employee of Inacom, directed
I electronic mai} to Mike Ward, of Tech Data, attaching Inacom’s Form 8-K,.
7. At or about the time of the Asset Sale, Inacom wrote several checks payable to
p Tech Data. The alleged preference payments sought to be recovered by Inacom from Tech Data
include these check payments. -
{2r0s4s.00021N0s60v2v_1 1 _

Case 1 :04-cv—00148-GIVIS Document 64-2 Filed 08/15/2005 Page 2 of 3 A
` 8. On or about February 8, 2000, Michael Ward of Tech Data sent an internal email
to his supervisor, Mike Zava, summarizing a conference call with certain Inacom managers. l
9. On or about February 9, 2000, Michael Ward sent a letter to David Guenthner,
Vice President of Inacom, summarizing the conference call with Inacom managers that took
~ , place on February 8, 2000.
10. One or two days later, Michael Ward received- a copy of his February 9, 2000
‘ letter back from Dave Guenthner with handwritten interlineations. _
1 11. On February 16, 2000, Bill Francis, Director of Corporate Finance of Compaq, V
faxed a letter to Michael Zafa [Zava] of Tech Data ("Francis Letter") at the request of Inacom
following the close of the Asset Purchase Agreement.
12. Between February 18, 2000 and March 21, 2000, Michael Ward and other Tech _
p Data employees exchanged emails regarding the status of checks received from Inacom and
Compaq.
13. An Account Receivable Note Management Report maintained by Tech Data
r contains notes dated between February 18, 2000 and June 1, 2000 that reflect certain
communications between Tech Data and Inacom.
14. On various dates, Tech Data negotiated checks that it received from Inacom.
15. On June 16, 2000 (the "Petition Date"), the Debtors filed a Petition under Chapter
r 11 of the Bankruptcy Code. -
. 16. Inacom filed a Complaint for Avoidance and Recovery of Preferential Transfers
q (the "Comp1aint") on May 16, 2002 against Tech Data. Tech Data filed its Motion to Dismiss on
May 28, 2002, whereupon Inacom filed a First Amended Complaint and Opposition to the
Motion to Dismiss on June 5, 2002. Tech Data filed its Motion to Dismiss the First Amended
q Complaint on July 10, 2003, to which Inacom filed an Opposition on July 29, 2003.
t 9 C
‘ [2103460002/N0560727_1 i q

Case 1:04-cv-00148-Gl\/IS Document 64-2 Filed 08/15/2005 Page 3 of 3
17. On March 1, 2004, the Court issued a letter ruling denying Tech Data’s Motions
1 to Dismiss the Complaint and First Amended Complaint. On April 9, 2004, Tech Data filed its
4 Answer and Affirmative Defenses to the First Amended Complaint, denying certain material
y allegations, asserting various affirmative defenses, and contesting liability, as wel] as its Third
Party Complaint against Compaq, Custom Edge, inc., and ITY Corp. for recovery of any
damages resulting from Inacom’s First Amended Complaint. An Amended Third Party p
Complaint was filed with the Court on June 4, 2004, to which HP filed an Answer and _
1 Affirmative Defenses. 4
18. The Bankruptcy Court confirmed the Debtors’ Chapter 11 Plan on May 24, 2003.
1 · 19. On February 13, 2004, Tech Data filed its Motion to Withdraw the Reference and
Motion to Determine Core/Non—Core Status, to which Inacom filed an. Opposition on March 8,_
i 2004. V
20.- On June 25, 2004 the Court entered an Order withdrawing the reference of the
1 adversary proceeding to the United States District Court for the District of Delaware.
10
t2ro346.0002r1~10s60·12v_r 1 I

Case 1:04-cv-00148-GMS

Document 64-2

Filed 08/15/2005

Page 1 of 3

Case 1:04-cv-00148-GMS

Document 64-2

Filed 08/15/2005

Page 2 of 3

Case 1:04-cv-00148-GMS

Document 64-2

Filed 08/15/2005

Page 3 of 3