UTIW / UTi Worldwide Inc. - Pemfailan SEC, Laporan Tahunan, Penyata Proksi

UTi Worldwide Inc.
US ˙ NASDAQ
SIMBOL INI TIDAK AKTIF LAGI

Statistik Asas
CIK 1124827
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to UTi Worldwide Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan senarai kronologi lengkap bagi Pemfailan SEC, tidak termasuk pemfailan pemilikan yang kami sediakan di tempat lain.
February 29, 2016 SC TO-I/A

UTi Worldwide SCHEDULE TO-I, AMENDMENT NO. 1

sctoi-a.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule TO Tender Offer Statement under Section 14(d)(1) or Section 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) UTi Worldwide Inc. (Name of Subject Company and Filing Person (Issuer) and Name of Filing Person (Offeror)) 4.50% Convertible Senior Notes due 2019 (Title of Class of Securities) 90349LAB0 (CUSIP

February 16, 2016 SC 13G/A

UTIW / UTi Worldwide Inc. / GLENHILL ADVISORS LLC - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment

Amendment No. 1 to Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* UTi Worldwide Inc. (Name of Issuer) Common Stock (Title of Class of Securities) G87210103 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th

February 11, 2016 SC 13G/A

UTIW / UTi Worldwide Inc. / VANGUARD GROUP INC Passive Investment

utiworldwideinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: UTi Worldwide Inc Title of Class of Securities: Common Stock CUSIP Number: G87210103 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check the appropriate box to

February 10, 2016 SC 13G/A

UTIW / UTi Worldwide Inc. / PRICE T ROWE ASSOCIATES INC /MD/ - UTIW AS OF 12/31/2015 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) UTI WORLDWIDE INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) G87210103 (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is

February 1, 2016 15-12G

UTi Worldwide FORM 15-12G

form15.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-31869 UTi Worldwide Inc. (Exact name of registrant as specifi

January 26, 2016 EX-99

FUNDAMENTAL CHANGE COMPANY NOTICE AND OFFER TO REPURCHASE TO THE HOLDERS 4.50% CONVERTIBLE SENIOR NOTES DUE 2019 CUSIP #: 90349LAB01 ISSUED BY UTI WORLDWIDE INC.

exa1.htm Exhibit (a)(1) FUNDAMENTAL CHANGE COMPANY NOTICE AND OFFER TO REPURCHASE TO THE HOLDERS 4.50% CONVERTIBLE SENIOR NOTES DUE 2019 CUSIP #: 90349LAB01 ISSUED BY UTI WORLDWIDE INC. The tender offer will expire at 5:00 p.m., New York City time, on February 24, 2016, unless extended by UTi Worldwide Inc. (such date, as the same may be extended, the ?Expiration Date?). Holders of the Notes (as d

January 26, 2016 EX-99

FUNDAMENTAL CHANGE COMPANY NOTICE AND OFFER TO REPURCHASE TO THE HOLDERS OF 4.50% CONVERTIBLE SENIOR NOTES DUE 2019 ISSUED BY UTI WORLDWIDE INC.

exa5ii.htm Exhibit (a)(5)(ii) FUNDAMENTAL CHANGE COMPANY NOTICE AND OFFER TO REPURCHASE TO THE HOLDERS OF 4.50% CONVERTIBLE SENIOR NOTES DUE 2019 ISSUED BY UTI WORLDWIDE INC. UTi Worldwide Inc., a company incorporated in the British Virgin Islands (the ?Company?), in accordance with the Indenture (as defined herein), hereby provides this Fundamental Change Company Notice and Offer to Repurchase (a

January 26, 2016 EX-99

2

exa5i.htm Exhibit (a)(5)(i) UTi Worldwide Inc., a Subsidiary of DSV A/S, Announces Fundamental Change Company Notice and Offer to Repurchase Relating to its 4.50% Convertible Senior Notes due 2019 January 26, 2016 ? UTi Worldwide Inc. (the ?Company?) announced today that, in connection with the closing of the transactions contemplated by the Merger Agreement, dated as of October 9, 2015, among the

January 26, 2016 SC TO-I

UTi Worldwide SCHEDULE TO-I

sc-to.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or Section 13(e)(1) of the Securities Exchange Act of 1934 UTi Worldwide Inc. (Name of Subject Company and Filing Person (issuer) and Name of Filing Person (offeror)) 4.50% Convertible Senior Notes due 2019 (Title of Class of Securities) 90349LAB0 (CUSIP Number of Class of

January 22, 2016 S-8 POS

UTi Worldwide POS

s-8pos.htm Registration No. 333-160665 Registration No. 333-118055 Registration No. 333-116896 Registration No. 333-116894 Registration No. 333-58832 Registration No. 333-58836 Registration No. 333-58840 As filed with the Securities and Exchange Commission on January 22, 2016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registra

January 22, 2016 S-8 POS

UTi Worldwide POS

s-8pos.htm Registration No. 333-160665 Registration No. 333-118055 Registration No. 333-116896 Registration No. 333-116894 Registration No. 333-58832 Registration No. 333-58836 Registration No. 333-58840 As filed with the Securities and Exchange Commission on January 22, 2016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registra

January 22, 2016 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 22, 2016 UTi Worldwide Inc. (Exact name of registrant as specified in its charter) British Virgin Islands 000-31869 N/A (State or other jurisdiction of incorporati

January 22, 2016 S-8 POS

UTi Worldwide POS

s-8pos.htm Registration No. 333-160665 Registration No. 333-118055 Registration No. 333-116896 Registration No. 333-116894 Registration No. 333-58832 Registration No. 333-58836 Registration No. 333-58840 As filed with the Securities and Exchange Commission on January 22, 2016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registra

January 22, 2016 S-8 POS

UTi Worldwide POS

s-8pos.htm Registration No. 333-160665 Registration No. 333-118055 Registration No. 333-116896 Registration No. 333-116894 Registration No. 333-58832 Registration No. 333-58836 Registration No. 333-58840 As filed with the Securities and Exchange Commission on January 22, 2016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registra

January 22, 2016 S-8 POS

UTi Worldwide POS

s-8pos.htm Registration No. 333-160665 Registration No. 333-118055 Registration No. 333-116896 Registration No. 333-116894 Registration No. 333-58832 Registration No. 333-58836 Registration No. 333-58840 As filed with the Securities and Exchange Commission on January 22, 2016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registra

January 22, 2016 S-8 POS

UTi Worldwide POS

s-8pos.htm Registration No. 333-160665 Registration No. 333-118055 Registration No. 333-116896 Registration No. 333-116894 Registration No. 333-58832 Registration No. 333-58836 Registration No. 333-58840 As filed with the Securities and Exchange Commission on January 22, 2016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registra

January 22, 2016 S-8 POS

UTi Worldwide POS

s-8pos.htm Registration No. 333-160665 Registration No. 333-118055 Registration No. 333-116896 Registration No. 333-116894 Registration No. 333-58832 Registration No. 333-58836 Registration No. 333-58840 As filed with the Securities and Exchange Commission on January 22, 2016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registra

January 22, 2016 EX-4.1

UTI WORLDWIDE INC., AS ISSUER, WELLS FARGO BANK, NATIONALASSOCIATION, AS TRUSTEE FIRST SUPPLEMENTAL INDENTURE DATED AS OF JANUARY 22, 2016 SUPPLEMENTING AND AMENDING THE INDENTURE DATED AS OF MARCH 4, 2014 (4.50% Convertible Senior Notes due 2019)

ex4-1.htm EXECUTION VERSION UTI WORLDWIDE INC., AS ISSUER, TO WELLS FARGO BANK, NATIONALASSOCIATION, AS TRUSTEE FIRST SUPPLEMENTAL INDENTURE DATED AS OF JANUARY 22, 2016 SUPPLEMENTING AND AMENDING THE INDENTURE DATED AS OF MARCH 4, 2014 (4.50% Convertible Senior Notes due 2019) THIS FIRST SUPPLEMENTAL INDENTURE, dated as of January 22, 2016, (hereinafter called the ?Supplemental Indenture?), is by

January 20, 2016 8-K

Financial Statements and Exhibits, Other Events

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 20, 2016 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdiction o

January 20, 2016 EX-99.1

UTi RECEIVES FINAL REQUIRED ANTITRUST CLEARANCE FOR MERGER WITH DSV

Exhibit 99.1 Contact: Rick Rodick Chief Financial Officer (562) 552-9400 [email protected] UTi RECEIVES FINAL REQUIRED ANTITRUST CLEARANCE FOR MERGER WITH DSV Long Beach, Calif., January 20, 2016 – UTi Worldwide Inc. (NASDAQ: UTIW) announced that it had received antitrust clearance in South Africa for its previously announced acquisition by DSV A/S. The South African antitrust approval was the fi

January 14, 2016 8-K

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 14, 2016 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdiction o

January 14, 2016 EX-99.1

UTi SHAREHOLDERS VOTE TO ADOPT MERGER AGREEMENT WITH DSV A/S

Exhibit 99.1 Contact: Rick Rodick Chief Financial Officer (562) 552-9400 [email protected] UTi SHAREHOLDERS VOTE TO ADOPT MERGER AGREEMENT WITH DSV A/S Long Beach, Calif., January 14, 2016 ? UTi Worldwide Inc. (NASDAQ: UTIW) announced that its shareholders, at a special shareholders meeting and subsequent special class meeting held earlier today, have overwhelmingly voted to adopt the previously

December 29, 2015 DEFA14A

UTi Worldwide 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

December 29, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 28, 2015 UTi Worldwide Inc. (Exact name of registrant as specified in its charter) British Virgin Islands 000-31869 N/A (State or other Jurisdiction of Incorporation) (Co

December 29, 2015 DEFA14A

UTi Worldwide 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 28, 2015 UTi Worldwide Inc. (Exact name of registrant as specified in its charter) British Virgin Islands 000-31869 N/A (State or other Jurisdiction of Incorporation) (Co

December 18, 2015 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 17, 2015 UTi Worldwide Inc. (Exact name of registrant as specified in its charter) British Virgin Islands 000-31869 N/A (State or other Jurisdiction of Incorporation

December 18, 2015 DEFA14A

UTi Worldwide FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 17, 2015 UTi Worldwide Inc. (Exact name of registrant as specified in its charter) British Virgin Islands 000-31869 N/A (State or other Jurisdiction of Incorporation

December 10, 2015 10-Q

UTi Worldwide 10-Q (Quarterly Report)

10-Q Table of Contents United States SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 4, 2015 DEFM14A

UTi Worldwide DEFM14A

DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 30, 2015 SC 13D/A

UTIW / UTi Worldwide Inc. / P2 Capital Partners, LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8) UTi Worldwide Inc. (Name of Issuer) CommonStock (Title of Class of Securities) G87210103 (CUSIP Number) Jason Carri P2 Capital Partners, LLC 590 Madison Avenue 25th Floor New York, NY 10022 (212) 508-5500 (Name, Address and Telephone Number of Person Auth

November 23, 2015 EX-99.1

UTi WORLDWIDE SETS RECORD DATE AND SPECIAL MEETING DATES AND WILL DISCLOSE FISCAL 2016 THIRD QUARTER FINANCIAL RESULTS VIA FORM 10-Q

Exhibit 99.1 Contact: Rick Rodick Chief Financial Officer (562) 552-9400 [email protected] UTi WORLDWIDE SETS RECORD DATE AND SPECIAL MEETING DATES AND WILL DISCLOSE FISCAL 2016 THIRD QUARTER FINANCIAL RESULTS VIA FORM 10-Q Long Beach, Calif., November 23, 2015 ? UTi Worldwide Inc. (NASDAQ: UTIW) today announced that its board of directors has established a record date and meeting date for the sp

November 23, 2015 DEFA14A

UTi Worldwide CURRENT REPORT

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 23, 2015 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdiction

November 23, 2015 EX-99.1

UTi WORLDWIDE SETS RECORD DATE AND SPECIAL MEETING DATES AND WILL DISCLOSE FISCAL 2016 THIRD QUARTER FINANCIAL RESULTS VIA FORM 10-Q

Exhibit 99.1 Contact: Rick Rodick Chief Financial Officer (562) 552-9400 [email protected] UTi WORLDWIDE SETS RECORD DATE AND SPECIAL MEETING DATES AND WILL DISCLOSE FISCAL 2016 THIRD QUARTER FINANCIAL RESULTS VIA FORM 10-Q Long Beach, Calif., November 23, 2015 ? UTi Worldwide Inc. (NASDAQ: UTIW) today announced that its board of directors has established a record date and meeting date for the sp

November 23, 2015 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 23, 2015 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdiction

November 13, 2015 SC 13D/A

UTIW / UTi Worldwide Inc. / Sterling Capital Management LLC - AMENDMENT NO. 1 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 13D/A Under the Securities Exchange Act of 1934 UTI Worldwide Inc. (Name of Issuer) Common Stock (Title of Class of Securities) (CUSIP Number) Brian M. Moran Sterling Capital Management LLC 4064 Colony Road, Suite 300 Charlotte, NC 28211 704-927-4143 (Name, Address and Telephone Number of Person Authorized to Receive

November 10, 2015 SC 13G/A

UTIW / UTi Worldwide Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* UTi Worldwide Inc. (Name of Issuer) Common Stock (Title of Class of Securities) G87210103 (CUSIP Number) October 30, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sche

November 10, 2015 SC 13G/A

UTIW / UTi Worldwide Inc. / Invesco Ltd. - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* UTi Worldwide Inc (Name of Issuer) Common Stock (Title of Class of Securities) G87210103 (CUSIP Number) October 30, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched

November 10, 2015 DEFA14A

UTi Worldwide SCHEDULE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

November 9, 2015 PREM14A

UTi Worldwide PREM14A

PREM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 9, 2015 EX-99.1

UTi WORLDWIDE WITHDRAWS ITS FINANCIAL GUIDANCE

Exhibit 99.1 Contact: Rick Rodick Chief Financial Officer (562) 552-9400 [email protected] UTi WORLDWIDE WITHDRAWS ITS FINANCIAL GUIDANCE Long Beach, Calif., November 9, 2015 ? UTi Worldwide Inc. (NASDAQ: UTIW) today announced that it is withdrawing the financial guidance provided on September 3, 2015 for all financial metrics and periods presented. Such financial guidance should no longer be rel

November 9, 2015 EX-99.1

UTi WORLDWIDE WITHDRAWS ITS FINANCIAL GUIDANCE

Exhibit 99.1 Contact: Rick Rodick Chief Financial Officer (562) 552-9400 [email protected] UTi WORLDWIDE WITHDRAWS ITS FINANCIAL GUIDANCE Long Beach, Calif., November 9, 2015 ? UTi Worldwide Inc. (NASDAQ: UTIW) today announced that it is withdrawing the financial guidance provided on September 3, 2015 for all financial metrics and periods presented. Such financial guidance should no longer be rel

November 9, 2015 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events, Submission of Matters to a Vote of Security Holders

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 9, 2015 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) British Virgin Islands (State or Other Jurisdiction of Incorporation or Organization) 000-31

November 9, 2015 DEFA14A

UTi Worldwide CURRENT REPORT

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 9, 2015 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) British Virgin Islands (State or Other Jurisdiction of Incorporation or Organization) 000-31

October 21, 2015 SC 13D

UTIW / UTi Worldwide Inc. / Sterling Capital Management LLC Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 UTI Worldwide Inc. (Name of Issuer) Common Stock (Title of Class of Securities) (CUSIP Number) Brian M. Moran Sterling Capital Management LLC 4064 Colony Road, Suite 300 Charlotte, NC 28211 704-927-4143 (Name, Address and Telephone Number of Person Authorized to Receive No

October 14, 2015 SC 13D/A

UTIW / UTi Worldwide Inc. / P2 Capital Partners, LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7) UTi Worldwide Inc. (Name of Issuer) Common Stock (Title of Class of Securities) G87210103 (CUSIP Number) Jason Carri P2 Capital Partners, LLC 590 Madison Avenue 25th Floor New York, NY 10022 (212) 508-5500 (Name, Address and Telephone Number of Person Aut

October 9, 2015 8-K

UTi Worldwide CURRENT REPORT (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 9, 2015 UTi Worldwide Inc. (Exact name of registrant as specified in its charter) British Virgin Islands 000-31869 N/A (State or other Jurisdiction of Incorporation) (Commissi

October 9, 2015 DEFA14A

UTi Worldwide CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 9, 2015 UTi Worldwide Inc. (Exact name of registrant as specified in its charter) British Virgin Islands 000-31869 N/A (State or other Jurisdiction of Incorporation) (Commissi

October 9, 2015 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 9, 2015 UTi Worldwide Inc. (Exact name of registrant as specified in its charter) British Virgin Islands 000-31869 N/A (State or other Jurisdiction of Incorporation) (Commissi

October 9, 2015 DEFA14A

UTi Worldwide SCHEDULE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

October 9, 2015 EX-99.1

9 October 2015 DSV A/S LOUVRE ACQUISITIONCO, INC. P2 CAPITAL PARTNERS, LLC THE SHAREHOLDERS NAMED HEREIN IRREVOCABLE VOTING UNDERTAKING relating to Convertible Preference Shares and Company Ordinary Shares

Exhibit 99.1 9 October 2015 BETWEEN: DSV A/S LOUVRE ACQUISITIONCO, INC. P2 CAPITAL PARTNERS, LLC AND THE SHAREHOLDERS NAMED HEREIN IRREVOCABLE VOTING UNDERTAKING relating to Convertible Preference Shares and Company Ordinary Shares This Deed is executed and delivered on 9 October 2015 Parties: (1) DSV A/S, a Danish corporation with an address of Hovedgaden 630, DK-2640 Hedehusene, Denmark (?Parent

October 9, 2015 DEFA14A

UTi Worldwide CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 9, 2015 UTi Worldwide Inc. (Exact name of registrant as specified in its charter) British Virgin Islands 000-31869 N/A (State or other Jurisdiction of Incorporation) (Commissi

October 9, 2015 DEFA14A

UTi Worldwide SCHEDULE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

October 9, 2015 DEFA14A

UTi Worldwide SCHEDULE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

October 9, 2015 EX-99.1

UTi Announces Agreement to be Acquired by DSV in Transaction Valued at $1.35 Billion Transaction Price Represents Substantial Premium for UTi's Ordinary Shareholders and a Strong Value Proposition for Clients

Exhibit 99.1 News Release UTi Announces Agreement to be Acquired by DSV in Transaction Valued at $1.35 Billion Transaction Price Represents Substantial Premium for UTi's Ordinary Shareholders and a Strong Value Proposition for Clients LONG BEACH, Calif., Oct. 9, 2015 (GLOBE NEWSWIRE) - UTi Worldwide Inc. (Nasdaq:UTIW) ("UTi," "the Company"), a global supply chain services and solutions provider, t

October 9, 2015 DEFA14A

UTi Worldwide SCHEDULE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

October 9, 2015 DEFA14A

UTi Worldwide SCHEDULE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

October 9, 2015 EX-99.1

9 October 2015 DSV A/S LOUVRE ACQUISITIONCO, INC. P2 CAPITAL PARTNERS, LLC THE SHAREHOLDERS NAMED HEREIN IRREVOCABLE VOTING UNDERTAKING relating to Convertible Preference Shares and Company Ordinary Shares

EX-99.1 3 ex99-1.htm VOTING UNDERTAKING Exhibit 99.1 9 October 2015 BETWEEN: DSV A/S LOUVRE ACQUISITIONCO, INC. P2 CAPITAL PARTNERS, LLC AND THE SHAREHOLDERS NAMED HEREIN IRREVOCABLE VOTING UNDERTAKING relating to Convertible Preference Shares and Company Ordinary Shares This Deed is executed and delivered on 9 October 2015 Parties: (1) DSV A/S, a Danish corporation with an address of Hovedgaden 6

October 9, 2015 DEFA14A

UTi Worldwide SCHEDULE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

October 9, 2015 EX-2.1

MERGER AGREEMENT DSV A/S, LOUVRE ACQUISITIONCO, INC. UTI WORLDWIDE INC. Dated as of October 9, 2015 Table of Contents

Exhibit 2.1 MERGER AGREEMENT among DSV A/S, LOUVRE ACQUISITIONCO, INC. and UTI WORLDWIDE INC. Dated as of October 9, 2015 Table of Contents Page ARTICLE I DEFINITIONS 1 Section 1.1 Definitions 1 ARTICLE II THE MERGER 13 Section 2.1 The Merger 13 Section 2.2 Closing 13 Section 2.3 Effective Time 13 Section 2.4 Effects of the Merger 13 Section 2.5 Memorandum and Articles of Association of the Surviv

October 9, 2015 EX-99.1

UTi Announces Agreement to be Acquired by DSV in Transaction Valued at $1.35 Billion Transaction Price Represents Substantial Premium for UTi's Ordinary Shareholders and a Strong Value Proposition for Clients

Exhibit 99.1 News Release UTi Announces Agreement to be Acquired by DSV in Transaction Valued at $1.35 Billion Transaction Price Represents Substantial Premium for UTi's Ordinary Shareholders and a Strong Value Proposition for Clients LONG BEACH, Calif., Oct. 9, 2015 (GLOBE NEWSWIRE) - UTi Worldwide Inc. (Nasdaq:UTIW) ("UTi," "the Company"), a global supply chain services and solutions provider, t

October 9, 2015 EX-2.1

MERGER AGREEMENT DSV A/S, LOUVRE ACQUISITIONCO, INC. UTI WORLDWIDE INC. Dated as of October 9, 2015 Table of Contents

EX-2.1 2 ex2-1.htm MERGER AGREEMENT Exhibit 2.1 MERGER AGREEMENT among DSV A/S, LOUVRE ACQUISITIONCO, INC. and UTI WORLDWIDE INC. Dated as of October 9, 2015 Table of Contents Page ARTICLE I DEFINITIONS 1 Section 1.1 Definitions 1 ARTICLE II THE MERGER 13 Section 2.1 The Merger 13 Section 2.2 Closing 13 Section 2.3 Effective Time 13 Section 2.4 Effects of the Merger 13 Section 2.5 Memorandum and A

October 9, 2015 DEFA14A

UTi Worldwide SCHEDULE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

September 14, 2015 SC 13G

UTIW / UTi Worldwide Inc. / GLENHILL ADVISORS LLC - SCHEDULE 13G Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* UTi Worldwide Inc. (Name of Issuer) Common Stock (Title of Class of Securities) G87210103 (CUSIP Number) September 4, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whi

September 14, 2015 EX-99.1

Joint Filing Agreement

EX-99.1 2 d42636dex991.htm EX-99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(l) under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing on behalf of each of them (and their affiliates) of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of UTi Worldwide Inc. and that this

September 9, 2015 10-Q

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q Table of Contents United States SECURITIES AND EXCHANGE COMMISSION Washington, D.

September 9, 2015 EX-10.1

Page 2

EX-10.1 Exhibit 10.1 30 April 2015 The Directors UTi South Africa Pty Limited Building 4 Greenstone Hill Office Park Emerald Boulevard Greenstone Hills 1609 Attention: Mr. Vaunn Kelly Dear Sirs AMENDED AND RESTATED FACILITIES AGREEMENT BETWEEN NEDBANK LIMITED AND THE ORIGINAL BORROWERS AND ADDITIONAL BORROWERS (AS DEFINED THERENIN) ENTERED INTO ON OR ABOUT 20 OCTOBER 2014 (THE AGREEMENT) 1 BACKGRO

September 3, 2015 EX-99.1

UTi WORLDWIDE REPORTS SECOND QUARTER FISCAL 2016 RESULTS

EX-99.1 2 d42417dex991.htm EX-99.1 Exhibit 99.1 Contact: Rick Rodick Chief Financial Officer (562) 552-9400 [email protected] UTi WORLDWIDE REPORTS SECOND QUARTER FISCAL 2016 RESULTS Long Beach, Calif., September 3, 2015 – UTi Worldwide Inc. (NASDAQ: UTIW) today reported financial results for its fiscal 2016 second quarter ended July 31, 2015. Edward G. Feitzinger, chief executive officer, said,

September 3, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 3, 2015 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdiction

June 11, 2015 8-K

UTi Worldwide 8-K (Current Report/Significant Event)

8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 8, 2015 Date of Report (date of earliest event reported) UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdiction of

June 8, 2015 10-Q

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended April 30, 2015 Or ¨ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to 000-31869 (Commission File Number) U

June 4, 2015 8-K

UTi Worldwide 8-K (Current Report/Significant Event)

8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 4, 2015 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdiction o

June 4, 2015 EX-99.1

UTi WORLDWIDE REPORTS FIRST QUARTER FISCAL 2016 RESULTS

EX-99.1 Exhibit 99.1 Contact: Rick Rodick Chief Financial Officer (562) 552-9400 [email protected] UTi WORLDWIDE REPORTS FIRST QUARTER FISCAL 2016 RESULTS Long Beach, Calif., June 4, 2015 ? UTi Worldwide Inc. (NASDAQ: UTIW) today reported financial results for its fiscal 2016 first quarter ended April 30, 2015. Fiscal First Quarter 2016 vs. Fiscal First Quarter 2015 Results ? Revenues decreased 6

May 14, 2015 8-K

UTi Worldwide 8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2015 UTi Worldwide Inc. (Exact name of registrant as specified in its charter) British Virgin Islands 000-31869 N/A (State or other Jurisdiction of Incorporation) (Commissi

May 13, 2015 DEF 14A

UTi Worldwide DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

May 11, 2015 SC 13G/A

UTIW / UTi Worldwide Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* UTi Worldwide Inc. (Name of Issuer) Common Stock (Title of Class of Securities) G87210103 (CUSIP Number) April 30, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedu

April 1, 2015 EX-21

UTi WORLDWIDE INC. LISTING OF SUBSIDIARIES

EX-21 EXHIBIT 21 UTi WORLDWIDE INC. LISTING OF SUBSIDIARIES Details of the consolidated subsidiaries at January 31, 2015 are as follows: Country of incorporation Effective % share holding UTi Logistics Argentina SA Argentina 100 UTi (Aust) Pty Limited Australia 100 UTi Logistik GmbH Austria 100 Maertens Art Packers & Shippers B.V.B.A. Belgium 100 UTi Belgium N.V. Belgium 100 UTi Logistics N.V. Bel

April 1, 2015 EX-12.1

UTi WORLDWIDE INC. RATIO OF EARNINGS TO FIXED CHARGES (in thousands) 2015 2014 2013 2012 2011 Pre-tax (loss)/income from continuing operations (net of non-controlling interest in net income) $ (179,136 ) $ (37,478 ) $ (42,149 ) $ 114,648 $ 107,852 Ad

EX-12.1 EXHIBIT 12.1 UTi WORLDWIDE INC. RATIO OF EARNINGS TO FIXED CHARGES (in thousands) 2015 2014 2013 2012 2011 Pre-tax (loss)/income from continuing operations (net of non-controlling interest in net income) $ (179,136 ) $ (37,478 ) $ (42,149 ) $ 114,648 $ 107,852 Add: Fixed charges computed below 111,327 71,792 68,532 71,012 67,246 Minus: Capitalized interest (233 ) (2,252 ) (6,908 ) (4,156 )

April 1, 2015 EX-10.35

SEPARATION AGREEMENT AND GENERAL RELEASE

Exhibit 10.35 SEPARATION AGREEMENT AND GENERAL RELEASE This SEPARATION AGREEMENT AND GENERAL RELEASE (this “Agreement”) dated as of January 16, 2015, is between UTi, Services, Inc. (“Company”) and Ronald Berger (“Employee”). This Agreement shall be effective on the date that Employee signs this Agreement (the “Agreement Date”). However, Employee shall not be entitled to any of the consideration de

April 1, 2015 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended January 31, 2015 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to 000-31869 (Commission File Number) UTi Worldwide Inc.

April 1, 2015 EX-10.39

EMPLOYMENT AGREEMENT

EX-10.39 Exhibit 10.39 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is effective as of the 11th day of September, 2014, between UTi, Services, Inc., a California corporation (the “Company”), and Hessel Verhage (“Executive”). In consideration of the promises and covenants set forth below, the parties hereto agree as follows: 1. Employment. The Company hereby agrees to employ Ex

April 1, 2015 EX-10.36

SEPARATION AGREEMENT AND GENERAL RELEASE

EX-10.36 Exhibit 10.36 SEPARATION AGREEMENT AND GENERAL RELEASE This SEPARATION AGREEMENT AND GENERAL RELEASE (this “Agreement”) is between UTi, Services, Inc. (“Company”) and Jeffrey Hammond (“Employee”). This Agreement shall be effective on the date that Employee signs this Agreement (the “Agreement Date”). However, Employee shall not be entitled to any of the consideration described in Section

April 1, 2015 EX-10.33

SCHEDULE 1 Disbursement Account Disbursement Account Bank name Bank Mendes Gans, N.V. Bank address 619, Herengracht Amsterdam Netherlands 1017 CE IBAN NL58BKMG0261121375 SWIFT BKMGNL2A Account Name UTI WORLDWIDE INC / NO.2 A/C Account number NL58BKMG

EX-10.33 Exhibit 10.33 THIS RE-INVOICING SERVICE AGREEMENT is made on December 4, 2014 (Effective Date) BETWEEN: (1) BRAMID OUTSOURCE LIMITED, (company number 49718), whose registered office is at Crawford House 50, 50 Cedar Avenue. Hamilton Hm 11, Bermuda (Service Provider); and (2) UTi WORLDWIDE INC. (company number 141257) whose registered office is at Midocean Chambers, Road Town, Tortola, Bri

April 1, 2015 EX-10.32

THIS PARENT CUSTOMER AGREEMENT is made on

EX-10.32 Exhibit 10.32 THIS PARENT CUSTOMER AGREEMENT is made on December 4, 2014 (Effective Date) BETWEEN: (1) GREENSILL CAPITAL (UK) LIMITED, (company number 08126173), whose registered office is at The Lexicon, Mount Street, Manchester, England, M2 5NT (Financial Institution); and (2) UTi WORLDWIDE INC. (company number 141257) whose registered office is at Midocean Chambers, Road Town, Tortola,

April 1, 2015 EX-10.38

EMPLOYMENT AGREEMENT

Exhibit 10.38 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of the day of June, 2013, between UTi, Services, Inc., a California corporation (the “Company”), and Ditlev Blicher (“Executive”). In consideration of the promises and covenants set forth below, the parties hereto agree as follows: 1. Employment. The Company hereby agrees to employ Executive, and Exe

April 1, 2015 EX-10.22

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

Exhibit 10.22 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is effective as of the 31st day of March, 2015 (the “Effective Date”), between UTi, Services, Inc., a California corporation (the “Company”), and Rick Rodick (“Executive”). This Agreement amends and restates in all respects the Employment Agreement dated as of September 8, 2012

April 1, 2015 EX-10.37

EMPLOYMENT AGREEMENT

EX-10.37 Exhibit 10.37 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is effective as of the 1st day of January 2015, between UTi South Africa (Pty) Ltd, a South African company (the “Company”), and Keith Pienaar (“Executive”). In consideration of the promises and covenants set forth below, the parties hereto agree as follows: 1. Employment. The Company hereby agrees to employ E

April 1, 2015 EX-10.40

FORM OF MASTER SERVICES AGREEMENT EFFECTIVE DATE: February 1, 2015

Exhibit 10.40 FORM OF MASTER SERVICES AGREEMENT EFFECTIVE DATE: February 1, 2015 THIS MASTER SERVICES AGREEMENT (“MSA” or “Agreement”) is made by and between UTi, United States, Inc., a New York corporation, having its principal place of business at 100 Oceangate, Suite 1500, Long Beach, CA 90802 (“UTi” or the “Company”), and Gene Ochi of 210 Camino del Campo, Redondo Beach, California 90277 (“Con

March 31, 2015 EX-99.1

UTi WORLDWIDE REPORTS FOURTH QUARTER and FISCAL 2015 RESULTS

EX-99.1 Exhibit 99.1 Contact: Rick Rodick Chief Financial Officer (562) 552-9400 [email protected] UTi WORLDWIDE REPORTS FOURTH QUARTER and FISCAL 2015 RESULTS Long Beach, Calif., March 31, 2015 ? UTi Worldwide Inc. (NASDAQ: UTIW) today reported financial results for the fourth quarter and fiscal year ended January 31, 2015. Fiscal Full Year 2015 vs. 2014 Results ? Revenues decreased 5.8% to $4,1

March 31, 2015 8-K

UTi Worldwide 8-K (Current Report/Significant Event)

8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 31, 2015 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdiction

March 25, 2015 8-K

UTi Worldwide FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 23, 2015 UTi Worldwide Inc. (Exact name of registrant as specified in its charter) British Virgin Islands 000-31869 N/A (State or other Jurisdiction of Incorporation) (

March 2, 2015 CORRESP

UTIW / UTi Worldwide Inc. CORRESP - -

CORRESP UTi Worldwide Inc. c/o UTi, Services, Inc. 100 Oceangate, Suite 1500 Long Beach, California 90802 March 2, 2015 VIA EDGAR Mr. Lyn Shenk Branch Chief Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549-3561 Re: UTi Worldwide Inc. Form 10-K for Fiscal Year Ended January 31, 2014 Filed on March 31, 2014 File No. 000-31869 Dear Mr. Shen

February 27, 2015 8-K/A

Costs Associated with Exit or Disposal Activities, Results of Operations and Financial Condition

Form 8-K Amendment No. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 21, 2015 UTi Worldwide Inc. (Exact name of registrant as specified in its charter) British Virgin Islands 000-31869 N/A (State or

February 13, 2015 SC 13G/A

UTIW / UTi Worldwide Inc. / Invesco Ltd. - UTI WORLDWIDE, INC.12312014 Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13D-1(b) AND AMENDMENTS FILED THERETO FILED PURSUANT TO RULE 13D-2(b) Under the Securities Exchange Act of 1934 (Amendment No. 2)* UTi Worldwide, Inc. (Name of Issuer) Common Stock (Title of Classes of Securities) G87210103 (CUSIP Number) December

February 12, 2015 SC 13G/A

UTIW / UTi Worldwide Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* UTi Worldwide Inc. (Name of Issuer) Common Stock (Title of Class of Securities) G87210103 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch

February 11, 2015 SC 13G

UTIW / UTi Worldwide Inc. / PRICE T ROWE ASSOCIATES INC /MD/ - UTIW AS OF 12/31/2014 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) UTI WORLDWIDE INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) G87210103 (CUSIP Number) December 31, 2014 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is

February 11, 2015 SC 13G

UTIW / UTi Worldwide Inc. / VANGUARD GROUP INC Passive Investment

utiworldwideinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: UTi Worldwide Inc Title of Class of Securities: Common Stock CUSIP Number: G87210103 Date of Event Which Requires Filing of this Statement: December 31, 2014 Check the appropriate box to

February 6, 2015 CORRESP

UTIW / UTi Worldwide Inc. CORRESP - -

CORRESP 1(714) 668-6264 [email protected] February 6, 2015 32678.00001 VIA EDGAR Mr. Stephen Kim United States Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549-3561 Re: UTi Worldwide Inc. Form 10-K for Fiscal Year Ended January 31, 2014 Filed on March 31, 2014 File No. 000-31869 Dear Mr. Kim: Reference is made to the letter dated January 27, 2015 (“Letter”) t

January 27, 2015 8-K

Costs Associated with Exit or Disposal Activities

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 21, 2015 UTi Worldwide Inc. (Exact name of registrant as specified in its charter) British Virgin Islands 000-31869 N/A (State or other Jurisdiction of Incorporation) (Com

January 6, 2015 EX-10.1

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

EX-10.1 Exhibit 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is effective as of the 8th day of December, 2014 (the “Effective Date”), between UTi, Services, Inc., a California corporation (the “Company”), and Ed Feitzinger (“Executive”). This Agreement amends and restates in all respects the Employment Agreement dated as of Octobe

January 6, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 5, 2015 UTi Worldwide Inc. (Exact name of registrant as specified in its charter) British Virgin Islands 000-31869 N/A (State or other Jurisdiction of Incorporation)

December 9, 2014 10-Q

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended October 31, 2014 Or ¨ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to 000-31869 (Commission File Number)

December 9, 2014 EX-99.2

SEPARATION AGREEMENT AND GENERAL RELEASE

EX-99.2 Exhibit 99.2 EXECUTION COPY SEPARATION AGREEMENT AND GENERAL RELEASE This SEPARATION AGREEMENT AND GENERAL RELEASE (this “Agreement”) dated as of December 8, 2014, is between UTi, Services, Inc. (“Company”) and Eric W. Kirchner (“Employee”). This Agreement shall be effective on the date that Employee signs this Agreement (the “Agreement Date”). However, Employee shall not be entitled to an

December 9, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): December 9, 2014 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Juris

December 9, 2014 EX-99.1

UTi WORLDWIDE REPORTS FISCAL 2015 THIRD QUARTER RESULTS — Reaffirms Adjusted EBITDA Target of $190-210 Million for Fiscal 2016 —

EX-99.1 Exhibit 99.1 Contact: Rick Rodick Chief Financial Officer (562) 552-9400 [email protected] UTi WORLDWIDE REPORTS FISCAL 2015 THIRD QUARTER RESULTS — Reaffirms Adjusted EBITDA Target of $190-210 Million for Fiscal 2016 — Long Beach, Calif., December 9, 2014 – UTi Worldwide Inc. (NASDAQ: UTIW) today reported financial results for its fiscal 2015 third quarter ended October 31, 2014. Fiscal

December 9, 2014 EX-99.1

Eric Kirchner Resigns as CEO of UTi Worldwide Inc.; Edward Feitzinger Named New CEO

EX-99.1 Exhibit 99.1 News Release Eric Kirchner Resigns as CEO of UTi Worldwide Inc.; Edward Feitzinger Named New CEO LONG BEACH, Calif., December 8, 2014 (GLOBE NEWSWIRE) — UTi Worldwide Inc. (Nasdaq:UTIW) today announced that Eric W. Kirchner has resigned as Chief Executive Officer and as a member of the Board of Directors of the Company. The Board has appointed Edward G. Feitzinger, 47, as CEO

December 9, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 8, 2014 UTi Worldwide Inc. (Exact name of registrant as specified in its charter) British Virgin Islands 000-31869 N/A (State or other Jurisdiction of Incorporation)

December 4, 2014 EX-99.1

About UTi Worldwide

EX-99.1 2 d833547dex991.htm EX-99.1 Exhibit 99.1 News from FOR IMMEDIATE RELEASE Response to Bloomberg Article about UTi Worldwide and DSV A/S LONG BEACH, CA—December 3, 2014—UTi Worldwide Inc. (NASDAQ: UTIW), a global supply chain services and solutions company, announced today that Bloomberg reported UTi is in “advanced talks to sell itself to DSV A/S”. Although UTi can confirm that exploratory

December 4, 2014 8-K

Financial Statements and Exhibits, Other Events

Form 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): December 3, 2014 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Juris

September 11, 2014 8-K

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 5, 2014 UTi Worldwide Inc. (Exact name of registrant as specified in its charter) British Virgin Islands 000-31869 N/A (State or other Jurisdiction of Incorporation) (Co

September 11, 2014 EX-10.1

Amendment and Restatement Agreement in respect of the Facilities Agreement dated 9 July 2009 The Parties listed in Part IA of Schedule 1 hereto (in their capacities as Original WCF Lenders) The Parties listed in Part IB of Schedule 1 hereto (in their

EX-10.1 Table of Contents Exhibit 10.1 Amendment and Restatement Agreement in respect of the Facilities Agreement dated 9 July 2009 amongst The Parties listed in Part IA of Schedule 1 hereto (in their capacities as Original WCF Lenders) The Parties listed in Part IB of Schedule 1 hereto (in their capacities as Original Participating Lenders) Nedbank Limited (acting through its Corporate Banking Di

September 10, 2014 SC 13G

UTIW / UTi Worldwide Inc. / Wellington Management Group LLP - DISCLOSURE DOCUMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* UTi Worldwide Inc. (Name of Issuer) Common Stock (Title of Class of Securities) G87210103 (CUSIP Number) August 29, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedul

September 9, 2014 SC 13D/A

UTIW / UTi Worldwide Inc. / P2 Capital Partners, LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6) UTi Worldwide Inc. (Name of Issuer) Common Stock (Title of Class of Securities) G87210103 (CUSIP Number) Jason Carri P2 Capital Partners, LLC 590 Madison Avenue 25th Floor New York, NY 10022 (212) 508-5500 (Name, Address and Telephone Number of Person Aut

September 8, 2014 EX-10.1

AMENDED AND RESTATED CASH COLLATERAL AGREEMENT

Exhibit 10.1 Execution Version AMENDED AND RESTATED CASH COLLATERAL AGREEMENT AMENDED AND RESTATED CASH COLLATERAL AGREEMENT dated as of March 11, 2014 (the “Initial Date”), and amended and restated as of July 10, 2014 (the “Amendment Effective Date”), between UTi WORLDWIDE INC., a company incorporated under the laws of the British Virgin Islands with No. 141257 (the “Grantor”), THE ROYAL BANK OF

September 8, 2014 10-Q

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q Table of Contents United States SECURITIES AND EXCHANGE COMMISSION Washington, D.

September 4, 2014 EX-99.1

UTi WORLDWIDE REPORTS FISCAL 2015 SECOND QUARTER RESULTS — Positive Free Cash Flow Targeted in Fiscal 2015 — — EBITDA of $190-210 Million Targeted in Fiscal 2016 —

EX-99.1 Exhibit 99.1 Contact: Jeff Misakian Global Vice President, Investor Relations (562) 552-9417 [email protected] UTi WORLDWIDE REPORTS FISCAL 2015 SECOND QUARTER RESULTS — Positive Free Cash Flow Targeted in Fiscal 2015 — — EBITDA of $190-210 Million Targeted in Fiscal 2016 — Long Beach, Calif., September 4, 2014 – UTi Worldwide Inc. (NASDAQ: UTIW) today reported financial results for its

September 4, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 4, 2014 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdict

August 4, 2014 SC 13D/A

UTIW / UTi Worldwide Inc. / P2 Capital Partners, LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5) UTi Worldwide Inc. (Name of Issuer) Common Stock (Title of Class of Securities) G87210103 (CUSIP Number) Jason Carri P2 Capital Partners, LLC 590 Madison Avenue 25th Floor New York, NY 10022 (212) 508-5500 (Name, Address and Telephone Number of Person Aut

June 12, 2014 8-K

Submission of Matters to a Vote of Security Holders - FORM 8-K

Form 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 9, 2014 Date of Report (date of earliest event reported) UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdicti

June 10, 2014 SC 13G/A

UTIW / UTi Worldwide Inc. / Invesco Ltd. - UTI WORLDWIDE INC Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13D-1(b) AND AMENDMENTS FILED THERETO FILED PURSUANT TO RULE 13D-2(b) Under the Securities Exchange Act of 1934 (Amendment No. 1)** UTi Worldwide, Inc. (Name of Issuer) Common Stock (Title of Classes of Securities) G87210103 (CUSIP Number) May 31,

June 6, 2014 10-Q

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended April 30, 2014 Or ¨ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to 000-31869 (Commission File Number) U

June 5, 2014 EX-99.1

UTi WORLDWIDE REPORTS FISCAL 2015 FIRST QUARTER RESULTS — Transformation Benefits Anticipated at High-End of Previous Range – — Free Cash Flow Expected to be Positive in Fiscal 2015 —

EX-99.1 Exhibit 99.1 Contact: Jeff Misakian Global Vice President, Investor Relations (562) 552-9417 [email protected] UTi WORLDWIDE REPORTS FISCAL 2015 FIRST QUARTER RESULTS — Transformation Benefits Anticipated at High-End of Previous Range – — Free Cash Flow Expected to be Positive in Fiscal 2015 — Long Beach, Calif., June 5, 2014 – UTi Worldwide Inc. (NASDAQ: UTIW) today reported financial

June 5, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 5, 2014 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdiction o

May 14, 2014 DEF 14A

- DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

May 12, 2014 EX-99

JOINT FILING AGREEMENT

JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) (l) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of the attached Schedule 13G, and any and all amendments thereto, and expressly authorize Invesco Ltd.

May 12, 2014 SC 13G

UTIW / UTi Worldwide Inc. / Invesco Ltd. - UTI WORLDWIDE, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13D-1(b) AND AMENDMENTS FILED THERETO FILED PURSUANT TO RULE 13D-2(b) Under the Securities Exchange Act of 1934 (Amendment No. )* UTi Worldwide, Inc. (Name of Issuer) Common Stock (Title of Classes of Securities) G87210103 (CUSIP Number) April 30, 2

April 23, 2014 PRE 14A

- PRELIMINARY PROXY STATEMENT

Preliminary Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 21, 2014 8-K

Termination of a Material Definitive Agreement - FORM 8-K

Form 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 15, 2014 Date of Report (date of earliest event reported) UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdic

March 31, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 31, 2014 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdiction

March 31, 2014 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended January 31, 2014 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to 000-31869 (Commission File Number) UTi Worldwide Inc.

March 31, 2014 EX-10.15

UTi WORLDWIDE INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY, AS AMENDED

EX-10.15 Exhibit 10.15 UTi WORLDWIDE INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY, AS AMENDED CASH COMPENSATION Retainers for Serving as Chairpersons Chairman of the Board. The non-executive Chairman of the Board shall be paid an annual retainer of $42,000 (or such other amount as determined by the Board), plus the amount of the retainer for the other non-employee directors set forth below (as s

March 31, 2014 EX-10.6

Page 1 of 9

EX-10.6 Exhibit 10.6 March 31, 2014 Gene Ochi P O Box 3816 Manhattan Beach, CA 90266 United States of America Dear Gene, The purpose of this letter (“Letter”) is to document our mutual agreement relating to your ongoing role at UTi. This Letter supplements and amends the Amended and Restated Employment Agreement dated March 25, 2010 between you and UTi, Services, Inc. (the “Agreement”). This Lette

March 31, 2014 EX-10.67

CREDIT AGREEMENT Dated as of March 27, 2014 UTI, UNITED STATES, INC., UTI INTEGRATED LOGISTICS, LLC, UTI INVENTORY MANAGEMENT SOLUTIONS INC., MARKET TRANSPORT, LTD., SAMMONS TRANSPORTATION, INC., CONCENTREK, INC., and INTRANSIT, INC., as U.S. Borrowe

EX-10.67 Exhibit 10.67 EXECUTION VERSION CREDIT AGREEMENT Dated as of March 27, 2014 among UTI, UNITED STATES, INC., UTI INTEGRATED LOGISTICS, LLC, UTI INVENTORY MANAGEMENT SOLUTIONS INC., MARKET TRANSPORT, LTD., SAMMONS TRANSPORTATION, INC., CONCENTREK, INC., and INTRANSIT, INC., as U.S. Borrowers, UTI, CANADA, INC., as Canadian Borrower, UTI WORLDWIDE INC., as a Guarantor, THE OTHER GUARANTORS P

March 31, 2014 EX-10.63

UTi WORLDWIDE INC. 2009 LONG-TERM INCENTIVE PLAN Form of Performance Compensation Award Agreement Providing for the Withholding of Shares to Satisfy Tax Liabilities (for U.S. residents/taxpayers) Award No.

EX-10.63 Exhibit 10.63 UTi WORLDWIDE INC. 2009 LONG-TERM INCENTIVE PLAN Form of Performance Compensation Award Agreement Providing for the Withholding of Shares to Satisfy Tax Liabilities (for U.S. residents/taxpayers) Award No. You (the “Participant”) are hereby awarded Performance Units subject to the terms and conditions set forth in this Performance Compensation Award Agreement (“Award”) and i

March 31, 2014 EX-21

UTi WORLDWIDE INC. LISTING OF SUBSIDIARIES

EX-21 EXHIBIT 21 UTi WORLDWIDE INC. LISTING OF SUBSIDIARIES Details of the consolidated subsidiaries at January 31, 2014 are as follows: Country of incorporation Effective % share holding UTi Logistics Argentina SA Argentina 100 UTi (Aust) Pty Limited Australia 100 UTi Logistik GmbH Austria 100 Maertens Art Packers & Shippers B.V.B.A. Belgium 100 UTi Belgium N.V. Belgium 100 UTi Logistics N.V. Bel

March 31, 2014 EX-12.1

UTi WORLDWIDE INC. RATIO OF EARNINGS TO FIXED CHARGES (in thousands) 2014 2013 2012 2011 2010 Pre-tax (loss)/income from continuing operations (net of non-controlling interest in net income) $ (29,846 ) $ (42,149 ) $ 114,648 $ 107,852 $ 69,928 Add: F

EX-12.1 EXHIBIT 12.1 UTi WORLDWIDE INC. RATIO OF EARNINGS TO FIXED CHARGES (in thousands) 2014 2013 2012 2011 2010 Pre-tax (loss)/income from continuing operations (net of non-controlling interest in net income) $ (29,846 ) $ (42,149 ) $ 114,648 $ 107,852 $ 69,928 Add: Fixed charges computed below 71,792 68,532 71,012 67,246 59,305 Minus: Capitalized interest (2,252 ) (6,908 ) (4,156 ) (1,935 ) (1

March 31, 2014 EX-99.1

UTi WORLDWIDE REPORTS FISCAL 2014 FOURTH QUARTER RESULTS — Annual Report on Form 10-K Filed with the Company’s Consolidated Financial Statements for Fiscal Years 2014, 2013 and 2012 – No Going Concern Qualification —

EX-99.1 Exhibit 99.1 Contact: Jeff Misakian Global Vice President, Investor Relations (562) 552-9417 [email protected] UTi WORLDWIDE REPORTS FISCAL 2014 FOURTH QUARTER RESULTS — Annual Report on Form 10-K Filed with the Company’s Consolidated Financial Statements for Fiscal Years 2014, 2013 and 2012 – No Going Concern Qualification — Long Beach, Calif., March 31, 2014 – UTi Worldwide Inc. (NASD

March 31, 2014 EX-10.56

Supplement No. 1 to the Contract Concerning a Credit Line

EX-10.56 Exhibit 10.56 Supplement No. 1 to the Contract Concerning a Credit Line The following supplement to the credit agreement of 01/25/2013 (hereinafter called the “Credit Agreement”) is concluded between UTi Deutschland GmbH Rather Straße 78-80 40476 Düsseldorf - hereinafter called the “Borrower” - and Commerzbank Aktiengesellschaft Kaiserstrasse 16 60311 Frankfurt am Main - hereinafter calle

March 19, 2014 8-K

Other Events - 8-K

8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 17, 2014 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdiction

March 13, 2014 EX-10.1

CASH COLLATERAL AGREEMENT

Exhibit 10.1 Execution Version CASH COLLATERAL AGREEMENT CASH COLLATERAL AGREEMENT dated as of March 11, 2014 between UTi WORLDWIDE INC., a company incorporated under the laws of the British Virgin Islands with No. 141257 (the “Grantor”), THE ROYAL BANK OF SCOTLAND PLC, as letter of credit issuing bank (solely in such capacity, the “Issuing Bank”), and, solely with respect to Sections 1(b), 4(b),

March 13, 2014 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 11, 2014 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdiction of

March 4, 2014 EX-99.3

REGISTRATION RIGHTS AGREEMENT

Exhibit 99.3 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT, effective as of June 6, 2013 (this “Agreement”), is entered into by and among UTi Worldwide Inc., a BVI Business Company incorporated under the laws of the British Virgin Islands with BVI company number 141257 (the “Company”), and other persons and entities signatory hereto (each, a “Holder” and together, the “Holders”)

March 4, 2014 EX-99.1

UTi Worldwide Announces Closing of Offering of $400 Million 4.50% Convertible Senior Notes Due 2019 and $175 Million 7.00% Convertible Preference Shares

EX-99.1 4 d685836dex991.htm EX-99.1 Exhibit 99.1 UTi Worldwide Announces Closing of Offering of $400 Million 4.50% Convertible Senior Notes Due 2019 and $175 Million 7.00% Convertible Preference Shares LONG BEACH, Calif. – March 4, 2014 – UTi Worldwide Inc. (Nasdaq: UTIW) today announced that it has completed both of its previously announced private offerings, which consisted of $350 million aggre

March 4, 2014 SC 13D/A

UTIW / UTi Worldwide Inc. / P2 Capital Partners, LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4) UTi Worldwide Inc. (Name of Issuer) Common Stock (Title of Class of Securities) G87210103 (CUSIP Number) Jason Carri P2 Capital Partners, LLC 590 Madison Avenue 25th Floor New York, NY 10022 (212) 508-5500 (Name, Address and Telephone Number of Person Aut

March 4, 2014 EX-4.2

AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT

EX-4.2 Exhibit 4.2 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT, effective as of March 4, 2014 (this “Agreement”), is entered into by and among UTi Worldwide Inc., a BVI Business Company incorporated under the laws of the British Virgin Islands with registered number 141257 (the “Company”), and other persons and entities signatory heret

March 4, 2014 EX-99.2

UTi Worldwide Inc. 9 Columbus Centre, Pelican Drive Road Town, Tortola British Virgin Islands

Page 1 of 5 Exhibit 99.2 EXECUTION VERSION UTi Worldwide Inc. 9 Columbus Centre, Pelican Drive Road Town, Tortola British Virgin Islands April 22, 2013 P2 Capital Partners, LLC 590 Madison Avenue, 25th Floor New York, NY 10022 Letter Agreement P2 Capital Partners, LLC (“P2 Capital”) and UTi Worldwide Inc. (“UTi”) have been discussing terms under which Josh Paulson, an executive with P2 Capital (th

March 4, 2014 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 4, 2014 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdiction

March 4, 2014 EX-99.5

SHARE PURCHASE AGREEMENT

Exhibit 99.5 Execution Version SHARE PURCHASE AGREEMENT UTi Worldwide Inc. 100 Oceangate, Suite 1500 Long Beach, CA 90802 Ladies and Gentlemen: The undersigned (the “Investor”) hereby confirms its agreement with you as follows: 1. This Share Purchase Agreement (the “Agreement”) is made as of February 26, 2014, between UTi Worldwide Inc., a BVI Business Company with registered number 141257 (the “C

March 4, 2014 EX-99.4

UTi Worldwide Inc. 9 Columbus Centre, Pelican Drive Road Town, Tortola British Virgin Islands

Exhibit 99.4 Execution Version UTi Worldwide Inc. 9 Columbus Centre, Pelican Drive Road Town, Tortola British Virgin Islands February 26, 2014 P2 Capital Partners, LLC 590 Madison Avenue, 25th Floor New York, NY 10022 Amended and Restated Letter Agreement This amended and restated letter agreement (this “Letter Agreement”) amends, restates and supersedes in its entirety that certain letter agreeme

March 4, 2014 EX-4.1

UTI WORLDWIDE INC. WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee Dated as of March 4, 2014 4.50% Convertible Senior Notes due 2019 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 1 Section 1.02. References to Interest 13 A

EX-4.1 Exhibit 4.1 UTI WORLDWIDE INC. AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of March 4, 2014 4.50% Convertible Senior Notes due 2019 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 1 Section 1.02. References to Interest 13 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES Section 2.01. Designation and Amount 13 Se

March 3, 2014 EX-3.1

TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT, 2004 AMENDED & RESTATED MEMORANDUM OF ASSOCIATION UTi WORLDWIDE INC. A COMPANY LIMITED BY SHARES

EX-3.1 Exhibit 3.1 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT, 2004 AMENDED & RESTATED MEMORANDUM OF ASSOCIATION OF UTi WORLDWIDE INC. A COMPANY LIMITED BY SHARES 1 DEFINITIONS AND INTERPRETATION 1.1 In this Memorandum of Association, if not inconsistent with the subject or context: “A Director” means any person being a director and designated as such by a Resolution of

March 3, 2014 EX-10.7

SHARE PURCHASE AGREEMENT

EX-10.7 Exhibit 10.7 Execution Version SHARE PURCHASE AGREEMENT UTi Worldwide Inc. 100 Oceangate, Suite 1500 Long Beach, CA 90802 Ladies and Gentlemen: The undersigned (the “Investor”) hereby confirms its agreement with you as follows: 1. This Share Purchase Agreement (the “Agreement”) is made as of February 26, 2014, between UTi Worldwide Inc., a BVI Business Company with registered number 141257

March 3, 2014 EX-10.8

UTi Worldwide Inc. 9 Columbus Centre, Pelican Drive Road Town, Tortola British Virgin Islands

EX-10.8 Exhibit 10.8 Execution Version UTi Worldwide Inc. 9 Columbus Centre, Pelican Drive Road Town, Tortola British Virgin Islands February 26, 2014 P2 Capital Partners, LLC 590 Madison Avenue, 25th Floor New York, NY 10022 Amended and Restated Letter Agreement This amended and restated letter agreement (this “Letter Agreement”) amends, restates and supersedes in its entirety that certain letter

March 3, 2014 EX-3.2

TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT, 2004 AMENDED AND RESTATED ARTICLES OF ASSOCIATION UTi WORLDWIDE INC. A COMPANY LIMITED BY SHARES

EX-3.2 Exhibit 3.2 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT, 2004 AMENDED AND RESTATED ARTICLES OF ASSOCIATION OF UTi WORLDWIDE INC. A COMPANY LIMITED BY SHARES 1. DEFINITIONS 1.1 Capitalized terms used herein that are not otherwise defined herein are as defined in the Memorandum of Association of the Company, as amended from time to time. 1.2 In the Articles, unless

March 3, 2014 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Results of Operations and Financial Condition - 8-K

8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 26, 2014 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdict

February 27, 2014 EX-99.1

UTi Worldwide Announces Pricing of $350 Million Convertible Senior Notes Due 2019

EX-99.1 Exhibit 99.1 UTi Worldwide Announces Pricing of $350 Million Convertible Senior Notes Due 2019 Long Beach, Calif. – February 26, 2014 – UTi Worldwide Inc. (Nasdaq: UTIW) today announced that it has priced its private offering of $350 million aggregate principal amount of 4.50% Convertible Senior Notes due 2019 (the “Notes”). UTi Worldwide Inc. (“UTi”) has also granted the initial purchaser

February 27, 2014 8-K

Financial Statements and Exhibits, Other Events

8-K 1 d684216d8k.htm FORM 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 26, 2014 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A

February 26, 2014 EX-10.2

[Remainder of page intentionally left blank.]

EX-10.2 3 d681103dex102.htm EX-10.2 Exhibit 10.2 EXECUTION VERSION February 25, 2014 Bank of the West 300 S. Grand Ave., Suite 500 Los Angeles, CA 90071 Re: Waiver to the Credit Agreement dated as of June 24, 2011 (this “Waiver”) Ladies and Gentlemen: Reference is made to the Credit Agreement dated as of June 24, 2011 among UTi Worldwide Inc., an international business company incorporated under t

February 26, 2014 EX-10.5

[Remainder of page intentionally left blank.]

EX-10.5 Exhibit 10.5 February 25, 2014 The holders listed in Schedule A hereto (the “Required Holders”) c/o Prudential Capital Group 2029 Century Park East, Suite 710 Los Angeles, CA 90067 Re: Waiver and Amendment to Note Purchase Agreement dated as of January 25, 2013 of UTi Worldwide Inc. (this “Waiver”) Ladies and Gentlemen: Reference is made to the Note Purchase Agreement dated as of January 2

February 26, 2014 EX-10.3

Commerzbank AG, Breite Str. 25, 40213 Düsseldorf Mittelstand UTi Deutschland GmbH Christian Herget Jacqueline Olivier Postanschrift: Rather Str. 78-80 Breite Str. 25, 40213 Düsseldorf 40476 Düsseldorf Telefon 0211/827-2528 Fax 069 136-51902 christian

EX-10.3 Exhibit 10.3 Commerzbank AG, Breite Str. 25, 40213 Düsseldorf Mittelstand UTi Deutschland GmbH Christian Herget Jacqueline Olivier Postanschrift: Rather Str. 78-80 Breite Str. 25, 40213 Düsseldorf 40476 Düsseldorf Telefon 0211/827-2528 Fax 069 136-51902 [email protected] February 21, 2014 Waiver Request Dear Ms. Olivier, Reference is made to the Agreement Relating to a Credi

February 26, 2014 8-K

Financial Statements and Exhibits, Other Events

Form 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 25, 2014 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Juri

February 26, 2014 EX-10.6

[Remainder of page intentionally left blank.]

EX-10.6 Exhibit 10.6 February 25, 2014 The Royal Bank of Scotland plc 600 Washington Blvd Stamford, CT 06901 Re: Waiver and Amendment to the Amended and Restated Letter of Credit Agreement dated as of June 24, 2011 (this “Waiver”) Ladies and Gentlemen: Reference is made to the Amended and Restated Letter of Credit Agreement dated as of June 24, 2011 among UTi Worldwide Inc., an international busin

February 26, 2014 EX-99.1

UTi WORLDWIDE INC. INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page Management’s Report on Internal Control Over Financial Reporting F-2 Reports of Independent Registered Public Accounting Firm F-3 Consolidated Balance Sheets as of January 31, 2013 an

EX-99.1 Exhibit 99.1 UTi WORLDWIDE INC. INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page Management’s Report on Internal Control Over Financial Reporting F-2 Reports of Independent Registered Public Accounting Firm F-3 Consolidated Balance Sheets as of January 31, 2013 and 2012 F-5 Consolidated Statements of Operations for the fiscal years ended January 31, 2013, 2012 and 2011 F-6 Consolidated Stat

February 26, 2014 EX-10.4

[Remainder of page intentionally left blank.]

EX-10.4 Exhibit 10.4 February 25, 2014 Nedbank Limited 1st Floor Old Mutual Place 2 Lambeth Hill London, UK EC4V 4GG Re: Waiver and Amendment to the Amended and Restated Letter of Credit and Cash Draw Agreement dated as of June 24, 2011 (this “Waiver”) Ladies and Gentlemen: Reference is made to the Amended and Restated Letter of Credit and Cash Draw Agreement dated as of June 24, 2011 among UTi Wo

February 26, 2014 8-K

Financial Statements and Exhibits, Other Events

8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 26, 2014 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdict

February 26, 2014 EX-99.1

UTi Worldwide Announces Private Offering of Convertible Notes

EX-99.1 Exhibit 99.1 UTi Worldwide Announces Private Offering of Convertible Notes Long Beach, Calif. – February 26, 2014 – UTi Worldwide Inc. (Nasdaq: UTIW) today announced that it plans to issue $350 million aggregate principal amount of Convertible Senior Notes due 2019 (the Notes”) in a private offering, subject to market and other conditions. UTi Worldwide Inc. (“UTi”) expects to grant the in

February 26, 2014 EX-10.1

CITIGROUP GLOBAL MARKETS INC. 390 GREENWICH STREET NEW YORK, NY 10013

EX-10.1 2 d681103dex101.htm EX-10.1 Exhibit 10.1 CITIGROUP GLOBAL MARKETS INC. 390 GREENWICH STREET NEW YORK, NY 10013 MORGAN STANLEY SENIOR FUNDING, INC. 1585 BROADWAY NEW YORK, NY 10036 February 25, 2014 UTi Worldwide Inc. c/o UTi, Services, Inc. 100 Oceangate, Suite 1500 Long Beach, CA 90802 Attention: Richard Rodick Executive Vice President and Chief Financial Officer $150 Million Senior Secur

February 18, 2014 CORRESP

-

CORRESP UTI Worldwide Inc. February 18, 2014 VIA EDGAR Mr. Lyn Shenk Branch Chief Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549-3561 Re: UTi Worldwide Inc. Form 10-K for Fiscal Year Ended January 31, 2013 Filed on April 1, 2013 Form 10-Q for Quarter Ended October 31, 2013 Filed on December 10, 2013 File No. 000-31869 Dear Mr. Shenk: W

February 12, 2014 SC 13G/A

UTIW / UTi Worldwide Inc. / VANGUARD GROUP INC Passive Investment

utiworldwideinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: UTi Worldwide Inc Title of Class of Securities: Common Stock CUSIP Number: G87210103 Date of Event Which Requires Filing of this Statement: December 31, 2013 Check the appropriate box to

February 12, 2014 CORRESP

-

CORRESP 1(714) 668-6264 [email protected] February 12, 2014 32678.00001 VIA EDGAR Ms. Aamira Chaudhry United States Securities and Exchange Commission 100 F Street N.E. Washington D.C. 20549-3561 Re: UTi Worldwide Inc. Form 10-K for Fiscal Year Ended January 31, 2013 Filed on April 1, 2013 Form 10-Q for Quarter Ended October 31, 2013 Filed on December 10, 2013 File No. 000-31869 Dear M

February 6, 2014 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 January 31, 2014 Date of Report (date of earliest event reported) UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdictio

December 26, 2013 EX-10.1

FOURTH AMENDMENT AGREEMENT Re: Amended and Restated Letter of Credit and Cash Draw Agreement Dated as of June 24, 2011 of UTi Worldwide Inc.

EX-10.1 Exhibit 10.1 EXECUTION VERSION FOURTH AMENDMENT AGREEMENT TO Re: Amended and Restated Letter of Credit and Cash Draw Agreement Dated as of June 24, 2011 of UTi Worldwide Inc. December 23, 2013 To Nedbank Limited, acting through its London Branch, in its capacity as the Lender and Issuing Bank This Fourth Amendment Agreement to the Amended and Restated Letter of Credit and Cash Draw Agreeme

December 26, 2013 8-K

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K

FORM 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 23, 2013 Date of Report (date of earliest event reported) UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Juris

December 10, 2013 EX-10.5

SECOND AMENDMENT TO AMENDED AND RESTATED LETTER OF CREDIT AGREEMENT

Exhibit 10.5 Execution Version SECOND AMENDMENT TO AMENDED AND RESTATED LETTER OF CREDIT AGREEMENT THIS SECOND AMENDMENT TO AMENDED AND RESTATED LETTER OF CREDIT AGREEMENT (this “Amendment”) is dated as of September 5, 2013 and is entered into by and among UTi Worldwide Inc., a BVI Business Company incorporated under the laws of the British Virgin Islands with company number 141257 (the “Company”)

December 10, 2013 EX-10.2

AMENDMENT NO. 2 TO CREDIT AGREEMENT

EX-10.2 Exhibit 10.2 AMENDMENT NO. 2 TO CREDIT AGREEMENT This AMENDMENT NO. 2 TO CREDIT AGREEMENT (“Amendment”) is entered into as of September 5, 2013 by and among UTi WORLDWIDE, INC., a BVI Business Company incorporated under the laws of the British Virgin Islands (the “Borrower”), BANK OF THE WEST, a California banking corporation (the “Lender”), and each of the Subsidiary Guarantors (as define

December 10, 2013 EX-10.3

September 3, 2013

EX-10.3 Exhibit 10.3 Commerzbank AG, Breite Str. 25, 40213 Düsseldorf Mittelstand Christian Herget UTi Deutschland GmbH Postanschrift: Jacqueline Olivier Breite Str. 25, 40213 Düsseldorf Rather Str. 78-80 Telefon 0211/827-2528 40476 Düsseldorf Fax 069 136-51902 [email protected] September 3, 2013 Amendment Request Letter of UTi Worldwide Inc. dated August 22, 2013, ref: Thomas R. Ir

December 10, 2013 10-Q

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Form 10-Q Table of Contents United States SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 10, 2013 EX-10.8

AMENDMENT NO. 3 TO CREDIT AGREEMENT

EX-10.8 Exhibit 10.8 AMENDMENT NO. 3 TO CREDIT AGREEMENT This AMENDMENT NO. 3 TO CREDIT AGREEMENT (“Amendment”) is entered into as of December 5, 2013 by and among UTi WORLDWIDE, INC., a BVI Business Company incorporated under the laws of the British Virgin Islands (the “Borrower”), BANK OF THE WEST, a California banking corporation (the “Lender”), and each of the Subsidiary Guarantors (as defined

December 10, 2013 EX-10.4

SECOND AMENDMENT AGREEMENT Re: Note Purchase Agreement Dated as of January 25, 2013 of UTi Worldwide Inc.

Exhibit 10.4 EXECUTION COPY SECOND AMENDMENT AGREEMENT TO Re: Note Purchase Agreement Dated as of January 25, 2013 of UTi Worldwide Inc. Dated as of September 5, 2013 To the holders listed in Schedule A to this Second Amendment Agreement (the “Holders”) Ladies and Gentlemen: Reference is made to the Note Purchase Agreement dated as of January 25, 2013 among UTi Worldwide Inc., an international bus

December 10, 2013 EX-10.11

THIRD AMENDMENT AGREEMENT Re: Amended and Restated Letter of Credit Agreement Dated as of June 24, 2011 of UTi Worldwide Inc.

EX-10.11 Exhibit 10.11 EXECUTION VERSION THIRD AMENDMENT AGREEMENT TO Re: Amended and Restated Letter of Credit Agreement Dated as of June 24, 2011 of UTi Worldwide Inc. December 5, 2013 To The Royal Bank of Scotland plc in its capacity as Issuing Bank This Third Amendment Agreement to the Amended and Restated Letter of Credit Agreement (this “Third Amendment”) is dated as of December 5, 2013 and

December 10, 2013 EX-10.1

SECOND AMENDMENT TO AMENDED AND RESTATED LETTER OF CREDIT AND CASH DRAW AGREEMENT

EX-10.1 Exhibit 10.1 Execution Version SECOND AMENDMENT TO AMENDED AND RESTATED LETTER OF CREDIT AND CASH DRAW AGREEMENT THIS SECOND AMENDMENT TO AMENDED AND RESTATED LETTER OF CREDIT AND CASH DRAW AGREEMENT (this “Amendment”) is dated as of September 5, 2013 and is entered into by and among UTi Worldwide Inc., a BVI Business Company incorporated under the laws of the British Virgin Islands with c

December 10, 2013 EX-10.10

THIRD AMENDMENT AGREEMENT Re: Note Purchase Agreement Dated as of January 25, 2013 of UTi Worldwide Inc.

Exhibit 10.10 Execution Copy THIRD AMENDMENT AGREEMENT TO Re: Note Purchase Agreement Dated as of January 25, 2013 of UTi Worldwide Inc. December 5, 2013 To the holders listed in Schedule A to this Third Amendment Agreement (the “Holders”) Ladies and Gentlemen: Reference is made to the Note Purchase Agreement dated as of January 25, 2013 among UTi Worldwide Inc., an international business company

December 10, 2013 EX-10.9

[Commerzbank Letterhead] Commerzbank AG. Breite Str. 25, 40213 D?sseldorf Mittelstand Christian Herget UTi Deutschland GmbH Postanschrift: Jacqueline Olivier Breite Str. 25, 40213 D?sseldorf Rather Str. 78-80 Telefon: 0211/827-2528 40476 D?sseldorf F

EX-10.9 Exhibit 10.9 [Commerzbank Letterhead] Commerzbank AG. Breite Str. 25, 40213 Düsseldorf Mittelstand Christian Herget UTi Deutschland GmbH Postanschrift: Jacqueline Olivier Breite Str. 25, 40213 Düsseldorf Rather Str. 78-80 Telefon: 0211/827-2528 40476 Düsseldorf Fax: 069/136-51902 [email protected] 5. December 2013 Amendment Request Letter of UTi Worldwide Inc., dated Novembe

December 10, 2013 EX-10.7

THIRD AMENDMENT AGREEMENT Re: Amended and Restated Letter of Credit and Cash Draw Agreement Dated as of June 24, 2011 of UTi Worldwide Inc.

EX-10.7 Exhibit 10.7 EXECUTION VERSION THIRD AMENDMENT AGREEMENT TO Re: Amended and Restated Letter of Credit and Cash Draw Agreement Dated as of June 24, 2011 of UTi Worldwide Inc. December 5, 2013 To Nedbank Limited, acting through its London Branch, in its capacity as the Lender and Issuing Bank This Third Amendment Agreement to the Amended and Restated Letter of Credit and Cash Draw Agreement

December 10, 2013 EX-10.6

LOAN AGREEMENT

EX-10.6 Exhibit 10.6 LOAN AGREEMENT (For loan only with market interest rate) This is an English translation of the original Japanese text and is for the convenience purpose only, and, therefore, in case of any discrepancy or conflict between the original Japanese text of this Agreement and this translation, the former shall always prevail. 10 17, 2013 To: Sumitomo Mitsui Banking Corporation Debto

December 5, 2013 EX-99.1

UTi WORLDWIDE REPORTS FISCAL 2014 THIRD QUARTER RESULTS — Freight Forwarding Operating System Launched in Germany —

EX-99.1 Exhibit 99.1 Contact: Jeff Misakian Global Vice President, Investor Relations (562) 552-9417 [email protected] UTi WORLDWIDE REPORTS FISCAL 2014 THIRD QUARTER RESULTS — Freight Forwarding Operating System Launched in Germany — Long Beach, Calif., December 5, 2013 – UTi Worldwide Inc. (NASDAQ: UTIW) today reported financial results for its fiscal 2014 third quarter ended October 31, 2013

December 5, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): December 5, 2013 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdiction o

October 22, 2013 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K

Form 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 17, 2013 Date of Report (date of earliest event reported) UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisd

September 9, 2013 10-Q

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

FORM 10-Q Table of Contents United States SECURITIES AND EXCHANGE COMMISSION Washington, D.

September 6, 2013 EX-99.1

UTi WORLDWIDE REPORTS FISCAL 2014 SECOND QUARTER RESULTS — New Freight Forwarding Operating System Launched in the United States —

EX-99.1 Exhibit 99.1 Contact: Jeff Misakian Global Vice President, Investor Relations (562) 552-9417 [email protected] UTi WORLDWIDE REPORTS FISCAL 2014 SECOND QUARTER RESULTS — New Freight Forwarding Operating System Launched in the United States — Long Beach, Calif., September 6, 2013 – UTi Worldwide Inc. (NASDAQ: UTIW) today reported financial results for its fiscal 2014 second quarter ended

September 6, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 6, 2013 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Juri

June 13, 2013 8-K

Submission of Matters to a Vote of Security Holders - FORM 8-K

FORM 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 10, 2013 Date of Report (date of earliest event reported) UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdict

June 7, 2013 EX-10.1

FIRST AMENDMENT TO AMENDED AND RESTATED LETTER OF CREDIT AND CASH DRAW AGREEMENT

EX-10.1 Exhibit 10.1 Execution Version FIRST AMENDMENT TO AMENDED AND RESTATED LETTER OF CREDIT AND CASH DRAW AGREEMENT THIS FIRST AMENDMENT TO AMENDED AND RESTATED LETTER OF CREDIT AND CASH DRAW AGREEMENT (this “Amendment”) is dated as of June 5, 2013 and is entered into by and among UTi Worldwide Inc., a BVI Business Company incorporated under the laws of the British Virgin Islands with company

June 7, 2013 EX-10.3

5. Juni 2013

EX-10.3 Exhibit 10.3 Commerzbank AG. Breite Str. 25, 40213 Düsseldorf Mittelstand Christian Herget UTi Deutschland GmbH Postanschrift: Jacqueline Olivier Breite Str. 25, 40213 Düsseldorf Rather Straße 78-80 Telefon +49 211 827-2528 40476 Düsseldorf Fax +49 69 136-51902 [email protected] Unser Zeichen: Christian Herget 5. Juni 2013 Amendment Request Your letter dated May 20, 2013, yo

June 7, 2013 EX-10.5

FIRST AMENDMENT TO AMENDED AND RESTATED LETTER OF CREDIT AGREEMENT

EX-10.5 Exhibit 10.5 Execution Version FIRST AMENDMENT TO AMENDED AND RESTATED LETTER OF CREDIT AGREEMENT THIS FIRST AMENDMENT TO AMENDED AND RESTATED LETTER OF CREDIT AGREEMENT (this “Amendment”) is dated as of June 5, 2013 and is entered into by and among UTi Worldwide Inc., a BVI Business Company incorporated under the laws of the British Virgin Islands with company number 141257 (the “Company”

June 7, 2013 10-Q

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

FORM 10-Q United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended April 30, 2013 Or ¨ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to 000-31869 (Commission File Number) UTi World

June 7, 2013 EX-10.6

REGISTRATION RIGHTS AGREEMENT

EX-10.6 Exhibit 10.6 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT, effective as of June 6, 2013 (this “Agreement”), is entered into by and among UTi Worldwide Inc., a BVI Business Company incorporated under the laws of the British Virgin Islands with BVI company number 141257 (the “Company”), and other persons and entities signatory hereto (each, a “Holder” and together, the “H

June 7, 2013 EX-10.2

AMENDMENT NO. 1 TO CREDIT AGREEMENT

Exhibit 10.2 AMENDMENT NO. 1 TO CREDIT AGREEMENT This AMENDMENT NO. 1 TO CREDIT AGREEMENT (“Amendment”) is entered into as of June 5, 2013 by and among UTi WORLDWIDE, INC., a BVI Business Company incorporated under the laws of the British Virgin Islands (the “Borrower”), BANK OF THE WEST, a California banking corporation (the “Lender”), and each of the Subsidiary Guarantors (as defined in the Cred

June 7, 2013 EX-10.4

FIRST AMENDMENT AGREEMENT Re: Note Purchase Agreement Dated as of January 25, 2013 of UTi Worldwide Inc.

EX-10.4 Exhibit 10.4 EXECUTION COPY FIRST AMENDMENT AGREEMENT TO Re: Note Purchase Agreement Dated as of January 25, 2013 of UTi Worldwide Inc. Dated as of June 5, 2013 To the holders listed in Schedule A to this First Amendment Agreement (the “Holders”) Ladies and Gentlemen: Reference is made to the Note Purchase Agreement dated as of January 25, 2013 among UTi Worldwide Inc., an international bu

June 6, 2013 EX-99.1

UTi WORLDWIDE REPORTS FISCAL 2014 FIRST QUARTER RESULTS

EX-99.1 Exhibit 99.1 Contact: Jeff Misakian Global Vice President, Investor Relations (562) 552-9417 [email protected] UTi WORLDWIDE REPORTS FISCAL 2014 FIRST QUARTER RESULTS Long Beach, Calif., June 6, 2013 – UTi Worldwide Inc. (NASDAQ: UTIW) today reported financial results for its fiscal 2014 first quarter ended April 30, 2013. Fiscal First Quarter 2014 vs. 2013 Results: • Revenues were $1,0

June 6, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

Form 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 6, 2013 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdict

May 13, 2013 DEF 14A

- DEF 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy S

April 22, 2013 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): April 22, 2013 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdiction of

April 22, 2013 EX-99.2

UTi Worldwide Inc. 9 Columbus Centre, Pelican Drive Road Town, Tortola British Virgin Islands

Exhibit 99.2 EXECUTION VERSION UTi Worldwide Inc. 9 Columbus Centre, Pelican Drive Road Town, Tortola British Virgin Islands April 22, 2013 P2 Capital Partners, LLC 590 Madison Avenue, 25th Floor New York, NY 10022 Letter Agreement P2 Capital Partners, LLC (“P2 Capital”) and UTi Worldwide Inc. (“UTi”) have been discussing terms under which Josh Paulson, an executive with P2 Capital (the “Candidate

April 22, 2013 EX-10.1

UTi Worldwide Inc. 9 Columbus Centre, Pelican Drive Road Town, Tortola British Virgin Islands

Exhibit 10.1 EXECUTION VERSION UTi Worldwide Inc. 9 Columbus Centre, Pelican Drive Road Town, Tortola British Virgin Islands April 22, 2013 P2 Capital Partners, LLC 590 Madison Avenue, 25th Floor New York, NY 10022 Letter Agreement P2 Capital Partners, LLC (“P2 Capital”) and UTi Worldwide Inc. (“UTi”) have been discussing terms under which Josh Paulson, an executive with P2 Capital (the “Candidate

April 22, 2013 SC 13D/A

UTIW / UTi Worldwide Inc. / P2 Capital Partners, LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3) UTi Worldwide Inc. (Name of Issuer) Common Stock (Title of Class of Securities) G87210103 (CUSIP Number) Jason Carri P2 Capital Partners, LLC 590 Madison Avenue 25th Floor New York, NY 10022 (212) 508-5500 (Name, Address and Telephone Number of Person Aut

April 22, 2013 EX-99.1

UTi WORLDWIDE APPOINTS JOSH PAULSON OF P2 CAPITAL PARTNERS TO BOARD OF DIRECTORS -- Additional Director to Be Appointed --

Exhibit 99.1 Contact: Jeff Misakian Global Vice President, Investor Relations (562) 552-9417 [email protected] UTi WORLDWIDE APPOINTS JOSH PAULSON OF P2 CAPITAL PARTNERS TO BOARD OF DIRECTORS - Additional Director to Be Appointed - Long Beach, Calif., April 22, 2013 – UTi Worldwide Inc. (Nasdaq: UTIW) today announced that after a detailed review it has decided to increase the size of its board

April 5, 2013 SC 13D/A

UTIW / UTi Worldwide Inc. / P2 Capital Partners, LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) UTi Worldwide Inc. (Name of Issuer) Common Stock (Title of Class of Securities) G87210103 (CUSIP Number) Jason Carri P2 Capital Partners, LLC 590 Madison Avenue 25th Floor New York, NY 10022 (212) 508-5500 (Name, Address and Telephone Number of Person Aut

April 1, 2013 EX-10.38

SEPARATION AGREEMENT AND GENERAL RELEASE

EX-10.38 Exhibit 10.38 SEPARATION AGREEMENT AND GENERAL RELEASE This SEPARATION AGREEMENT AND GENERAL RELEASE (the “Agreement”) dated as of November 2, 2012, is between UTi, Services, Inc. (“Company”) and Lawrence R. Samuels (“Employee”). This Agreement shall be effective on the date that the Employee signs this Agreement (the “Agreement Date”). However, Employee shall not be entitled to any of th

April 1, 2013 EX-12.1

UTi WORLDWIDE INC. RATIO OF EARNINGS TO FIXED CHARGES (in thousands) Fiscal years ended January 31, 2013 2012 2011 2010 2009 Pre-tax (loss)/income from continuing operations (net of non-controlling interest in net income) $ (42,149 ) $ 114,648 $ 107,

EX-12.1 EXHIBIT 12.1 UTi WORLDWIDE INC. RATIO OF EARNINGS TO FIXED CHARGES (in thousands) Fiscal years ended January 31, 2013 2012 2011 2010 2009 Pre-tax (loss)/income from continuing operations (net of non-controlling interest in net income) $ (42,149 ) $ 114,648 $ 107,852 $ 69,928 $ 7,488 Add: Fixed charges computed below 68,532 71,012 67,246 59,305 81,004 Minus: Capitalized interest (6,908 ) (4

April 1, 2013 EX-10.42

EMPLOYMENT AGREEMENT

EX-10.42 Exhibit 10.42 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is effective as of the 1st day of October, 2012, between UTi, Services, Inc., a California corporation (the “Company”), and Ron Berger (“Executive”). In consideration of the promises and covenants set forth below, the parties hereto agree as follows: 1. Employment. The Company hereby agrees to employ Executive

April 1, 2013 EX-10.41

Non-binding translation for your convenience only relating to a Credit Facility

Exhibit 10.41 Non-binding translation for your convenience only Agreement relating to a Credit Facility Between UTi Deutschland GmbH Rather Straße 78 - 80 40476 Düsseldorf - hereinafter referred to as the “Borrower” - and Commerzbank Aktiengesellschaft Kaiserstraße 16 60311 Frankfurt am Main - hereinafter referred to as the “Bank” - the following Agreement relating to a Credit Facility (“Facility

April 1, 2013 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K

Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended January 31, 2013 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to 000-31869 (Commission File Number) UTi Worldwide Inc.

April 1, 2013 EX-21

UTi WORLDWIDE INC. LISTING OF SUBSIDIARIES

EXHIBIT 21 UTi WORLDWIDE INC. LISTING OF SUBSIDIARIES Details of the consolidated subsidiaries at January 31, 2013 are as follows: Country of incorporation Effective % share holding UTi Logistics Argentina SA Argentina 100 UTi (Aust) Pty Limited Australia 100 UTi Logistik GmbH Austria 100 Maertens Art Packers & Shippers B.V.B.A. Belgium 100 UTi Belgium N.V. Belgium 100 UTi Logistics N.V. Belgium 1

March 28, 2013 EX-99.1

UTi WORLDWIDE REPORTS FISCAL 2013 FOURTH QUARTER RESULTS

EX-99.1 Exhibit 99.1 Contact: Jeff Misakian Global Vice President, Investor Relations (562) 552-9417 [email protected] UTi WORLDWIDE REPORTS FISCAL 2013 FOURTH QUARTER RESULTS Long Beach, Calif., March 28, 2013 – UTi Worldwide Inc. (NASDAQ: UTIW) today reported financial results for its fiscal 2013 fourth quarter ended January 31, 2013. Fiscal Fourth Quarter 2013 vs. 2012 Results: • Revenues we

March 28, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

Form 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 28, 2013 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdi

February 12, 2013 SC 13G

UTIW / UTi Worldwide Inc. / VANGUARD GROUP INC Passive Investment

utiworldwideinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: UTi Worldwide Inc Title of Class of Securities: Common Stock CUSIP Number: G87210103 Date of Event Which Requires Filing of this Statement: December 31, 2012 Check the appropriate box to

January 31, 2013 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K

Form 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 25, 2013 Date of Report (date of earliest event reported) UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) British Virgin Islands 000-31869 N/A (State or Other Jurisdiction of Incorporation o

January 31, 2013 EX-10.1

UTi WORLDWIDE INC. U.S.$150,000,000 4.10% Senior Unsecured Guaranteed Notes, Series A, due February 1, 2022 U.S.$50,000,000 3.50% Senior Unsecured Guaranteed Notes, Series B, due February 1, 2020 NOTE PURCHASE AGREEMENT Dated as of January 25, 2013 T

Note Purchase Agreement Exhibit 10.1 EXECUTION VERSION UTi WORLDWIDE INC. U.S.$150,000,000 4.10% Senior Unsecured Guaranteed Notes, Series A, due February 1, 2022 U.S.$50,000,000 3.50% Senior Unsecured Guaranteed Notes, Series B, due February 1, 2020 NOTE PURCHASE AGREEMENT Dated as of January 25, 2013 TABLE OF CONTENTS SECTION HEADING PAGE SECTION 1. AUTHORIZATION OF NOTES 1 Section 1.1. Authoriz

December 21, 2012 8-K

Other Events - FORM 8-K

Form 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): December 20, 2012 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Juri

December 11, 2012 SC 13D/A

UTIW / UTi Worldwide Inc. / P2 Capital Partners, LLC - SC 13D/A Activist Investment

SC 13D/A 1 a12-291431sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) UTi Worldwide Inc. (Name of Issuer) Common Stock (Title of Class of Securities) G87210103 (CUSIP Number) Jason Carri P2 Capital Partners, LLC 590 Madison Avenue 25th Floor New York, NY 10022 (212) 508-5500 (Name, A

December 10, 2012 EX-10.2

EMPLOYMENT AGREEMENT

Exhibit 10.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is effective as of the 1st day of October, 2012, between UTi, Services, Inc., a California corporation (the “Company”), and Ed Feitzinger (“Executive”). In consideration of the promises and covenants set forth below, the parties hereto agree as follows: 1. Employment. The Company hereby agrees to employ Executive, and E

December 10, 2012 10-Q

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Form 10-Q Table of Contents United States SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 10, 2012 EX-10.1

EMPLOYMENT AGREEMENT

Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of the 8th day of September, 2012, between UTi, Services, Inc., a California corporation (the “Company”), and Rick Rodick (“Executive”). In consideration of the promises and covenants set forth below, the parties hereto agree as follows: 1. Employment. The Company hereby agrees to employ Executive, an

December 7, 2012 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Other Events - FORM 8-K

Form 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): December 3, 2012 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Juris

December 7, 2012 EX-3.2

TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT, 2004 AMENDED AND RESTATED ARTICLES OF ASSOCIATION UTi WORLDWIDE INC. A COMPANY LIMITED BY SHARES

Amended and Restated Articles of Association Exhibit 3.2 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT, 2004 AMENDED AND RESTATED ARTICLES OF ASSOCIATION OF UTi WORLDWIDE INC. A COMPANY LIMITED BY SHARES 1. DEFINITIONS 1.1 Capitalized terms used herein that are not otherwise defined herein are as defined in the Memorandum of Association of the Company, as amended from time

December 7, 2012 EX-3.1

TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT, 2004 AMENDED & RESTATED MEMORANDUM OF ASSOCIATION UTi WORLDWIDE INC. A COMPANY LIMITED BY SHARES

Amended and Restated Memorandum of Association Exhibit 3.1 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT, 2004 AMENDED & RESTATED MEMORANDUM OF ASSOCIATION OF UTi WORLDWIDE INC. A COMPANY LIMITED BY SHARES 1 DEFINITIONS AND INTERPRETATION 1.1 In this Memorandum of Association, if not inconsistent with the subject or context: “A Director” means any person being a director a

December 6, 2012 EX-99.1

UTi WORLDWIDE REPORTS FISCAL 2013 THIRD QUARTER RESULTS

Earnings News Release Exhibit 99.1 Contact: Jeff Misakian Global Vice President, Investor Relations (562) 552-9417 [email protected] UTi WORLDWIDE REPORTS FISCAL 2013 THIRD QUARTER RESULTS Long Beach, Calif., December 6, 2012 – UTi Worldwide Inc. (NASDAQ: UTIW) today reported financial results for its fiscal 2013 third quarter ended October 31, 2012. Fiscal Third Quarter 2013 vs. 2012 Results:

December 6, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): December 6, 2012 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdiction o

November 9, 2012 SC 13G/A

UTIW / UTi Worldwide Inc. / PRICE T ROWE ASSOCIATES INC /MD/ - UTIW AS OF 10/31/12 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8)* UTI WORLDWIDE INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) G87210103 (CUSIP Number) October 31, 2012 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is

November 6, 2012 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

FORM 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 5, 2012 Date of Report (date of earliest event reported) UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisd

October 18, 2012 SC 13D

UTIW / UTi Worldwide Inc. / P2 Capital Partners, LLC - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 UTi Worldwide Inc. (Name of Issuer) Common Stock (Title of Class of Securities) G87210103 (CUSIP Number) Jason Carri P2 Capital Partners, LLC 590 Madison Avenue 25th Floor New York, NY 10022 (212) 508-5500 (Name, Address and Telephone Number of Person Authorized to Receive

October 18, 2012 EX-99.1

JOINT FILING AGREEMENT

EXHIBIT (99.1) JOINT FILING AGREEMENT In accordance with Rule 13D-1(k)(1) promulgated under the Securities Exchange Act of 1934, the undersigned agree to the joint filing of a Statement on Schedule 13D (including any and all amendments thereto) with respect to the Common Stock of UTi Worldwide Inc. and further agree to the filing of this agreement as an Exhibit thereto. In addition, each party to

September 19, 2012 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K

Form 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 14, 2012 Date of Report (date of earliest event reported) UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Juri

September 19, 2012 EX-99.1

UTI WORLDWIDE ANNOUNCES ORGANIZATIONAL CHANGES

Press Release Exhibit 99.1 Contact: Jeff Misakian Global Vice President, Investor Relations (562) 552-9417 [email protected] UTI WORLDWIDE ANNOUNCES ORGANIZATIONAL CHANGES LONG BEACH, Calif., September 18, 2012 – UTi Worldwide Inc. (NASDAQ: UTIW) today announced steps that will streamline its organization and facilitate improved integration and alignment between its freight forwarding and contr

September 13, 2012 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K

Form 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 8, 2012 Date of Report (date of earliest event reported) UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Juris

September 13, 2012 EX-99.1

UTI WORLDWIDE NAMES RICHARD G. RODICK EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER

Press Release Exhibit 99.1 Contact: Jeff Misakian Global Vice President, Investor Relations (562) 552-9417 [email protected] UTI WORLDWIDE NAMES RICHARD G. RODICK EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER LONG BEACH, Calif., September 10, 2012 – UTi Worldwide Inc. (NASDAQ: UTIW) today announced the appointment of Richard G. Rodick as Executive Vice President — Finance and Chief Finan

September 7, 2012 10-Q

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Form 10-Q Table of Contents United States SECURITIES AND EXCHANGE COMMISSION Washington, D.

September 7, 2012 EX-10.4

UTi Worldwide Inc. 2009 Long-Term Incentive Plan, as Amended Plan Document

2009 Long-Term Incentive Plan, as amended Exhibit 10.4 UTi Worldwide Inc. 2009 Long-Term Incentive Plan, as Amended Plan Document 1. Establishment, Purpose, and Types of Awards. UTi Worldwide Inc. (the “Company”) hereby establishes this equity-based incentive compensation plan to be known as the “UTi Worldwide Inc. 2009 Long-Term Incentive Plan” (hereinafter referred to as the “Plan”), for the fol

September 7, 2012 EX-10.3

UTi WORLDWIDE INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY, AS AMENDED

Non-Employee Director Compensation Policy, as amended Exhibit 10.3 UTi WORLDWIDE INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY, AS AMENDED CASH COMPENSATION Retainers for Serving as Chairpersons Chairman of the Board. The non-executive Chairman of the Board shall be paid an annual retainer of $42,000 (or such other amount as determined by the Board), plus the amount of the retainer for the other

September 7, 2012 EX-10.2

UTi WORLDWIDE INC. AMENDED AND RESTATED 2004 NON-EMPLOYEE DIRECTORS SHARE INCENTIVE PLAN

Exhibit 10.2 UTi WORLDWIDE INC. AMENDED AND RESTATED 2004 NON-EMPLOYEE DIRECTORS SHARE INCENTIVE PLAN 1. PURPOSE. The purpose of this UTi Worldwide Inc. 2004 Non-Employee Directors Share Incentive Plan (the “Plan”), as amended and restated, is to advance the interests of UTi Worldwide Inc., a British Virgin Islands corporation (the “Company”), and its shareholders (members) (referred to herein as

September 7, 2012 EX-10.1

MASTER SERVICES AGREEMENT EFFECTIVE DATE: June 11, 2012

Exhibit 10.1 MASTER SERVICES AGREEMENT EFFECTIVE DATE: June 11, 2012 THIS MASTER SERVICES AGREEMENT (“MSA” or “Agreement”) is made by and between UTi Worldwide Inc., a British Virgin Islands corporation (“UTi”), and Matthys J. Wessels (“Consultant”). 1. Engagement. UTi may issue statements of work to Consultant in a form to be mutually agreed (“SOW”). These SOWs will reference this MSA and will be

September 6, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

FORM 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 6, 2012 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Juri

September 6, 2012 EX-99.1

UTi WORLDWIDE REPORTS FISCAL 2013 SECOND QUARTER RESULTS

PRESS RELEASE Exhibit 99.1 Contact: Jeff Misakian Global Vice President, Investor Relations (562) 552-9417 [email protected] UTi WORLDWIDE REPORTS FISCAL 2013 SECOND QUARTER RESULTS Long Beach, Calif., September 6, 2012 – UTi Worldwide Inc. (NASDAQ: UTIW) today reported financial results for its fiscal 2013 second quarter ended July 31, 2012. Fiscal Second Quarter 2013 vs. 2012 Results: • Reven

June 14, 2012 8-K

Submission of Matters to a Vote of Security Holders

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 11, 2012 Date of Report (date of earliest event reported) UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdiction of In

June 8, 2012 10-Q

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended April 30, 2012 Or ¨ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to 000-31869 (Commission File Number) U

June 7, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

Form 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 7, 2012 UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) 000-31869 (Commission File Number) British Virgin Islands N/A (State or Other Jurisdict

June 7, 2012 EX-99.1

UTi WORLDWIDE REPORTS FISCAL 2013 FIRST QUARTER RESULTS

Earnings News Release dated June 7, 2012 Exhibit 99.1 Contact: Jeff Misakian Global Vice President, Investor Relations (562) 552-9417 [email protected] UTi WORLDWIDE REPORTS FISCAL 2013 FIRST QUARTER RESULTS Long Beach, Calif., June 7, 2012 – UTi Worldwide Inc. (NASDAQ: UTIW) today reported financial results for its fiscal 2013 first quarter ended April 30, 2012. Fiscal First Quarter 2013 vs. 2

May 11, 2012 DEF 14A

- SCHEDULE 14A

Schedule 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 30, 2012 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K

8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 27, 2012 Date of Report (date of earliest event reported) UTi Worldwide Inc. (Exact name of Registrant as Specified in its Charter) British Virgin Islands 000-31869 N/A (State or Other Jurisdiction of Incorporation or Organ

April 11, 2012 EX-12.1

UTi WORLDWIDE INC. RATIO OF EARNINGS TO FIXED CHARGES (in thousands) Fiscal years ended January 31, 2012 2011 2010 2009 2008 Pre-tax income from continuing operations (net of minority interest in net income) $ 114,648 $ 107,852 $ 69,928 $ 7,488 $ 139

Statement regarding computation of ratio of earnings to fixed charges EXHIBIT 12.1 UTi WORLDWIDE INC. RATIO OF EARNINGS TO FIXED CHARGES (in thousands) Fiscal years ended January 31, 2012 2011 2010 2009 2008 Pre-tax income from continuing operations (net of minority interest in net income) $ 114,648 $ 107,852 $ 69,928 $ 7,488 $ 139,280 Add fixed charges computed below 71,012 67,246 59,305 81,005 7

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