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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
¥ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended June 30, 2007
or
nTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 1-4224
Avnet, Inc.
(Exact name of registrant as specified in its charter)
New York 11-1890605
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
2211 South 47th Street, 85034
Phoenix, Arizona (Zip Code)
(Address of principal executive offices)
Registrant’s telephone number, including area code
(480) 643-2000
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on Which Registered
Common Stock New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act. Yes ¥No n
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the
Act. Yes nNo ¥
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days. Yes ¥No n
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not
be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of
this Form 10-K or any amendment to this Form 10-K. n
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See
definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer ¥Accelerated filer nNon-accelerated filer n
Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange
Act). Yes nNo ¥
The aggregate market value (approximate) of the registrant’s common equity held by non-affiliates based on the closing price of a
share of the registrant’s common stock for New York Stock Exchange composite transactions on December 30, 2006 (the last business
day of the registrant’s most recently completed second fiscal quarter) — $3,754,446,293
The number of shares of the registrant’s Common Stock (net of treasury shares) outstanding at July 27, 2007 149,874,689
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the registrant’s definitive proxy statement (to be filed pursuant to Reg. 14A) relating to the Annual Meeting of
Shareholders anticipated to be held on November 8, 2007 are incorporated herein by reference in Part III of this Report.

Table of contents

  • Page 1
    ... 1-4224 Avnet, Inc. (Exact name of registrant as specified in its charter) New York (State or other jurisdiction of incorporation or organization) 11-1890605 (I.R.S. Employer Identification No.) 2211 South 47th Street, Phoenix, Arizona (Address of principal executive offices) 85034 (Zip Code...

  • Page 2
    ... Directors, Executive Officers and Corporate Governance ...Executive Compensation ...Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters ...Certain Relationships and Related Transactions, and Director Independence ...Principal Accounting Fees and Services...

  • Page 3
    ...assembly or other value added by Avnet. Additionally, Avnet provides engineering design, materials management and logistics services, system integration and configuration, and supply chain advisory services. Organizational Structure Avnet has two primary operating groups - Electronics Marketing ("EM...

  • Page 4
    ... new product introduction and through the product lifecycle, customers and suppliers can accelerate their time to market and realize cost efficiencies in both the design and manufacturing process. EM Design Chain Services offers engineers a host of design chain services in support of the sales...

  • Page 5
    ... engineering support, systems integration and configuration. Geographic markets: Australia, Austria, Belgium, Canada, Czech Republic, France, Germany, Hungary, Italy, Malaysia, Mexico, Netherlands, Poland, Portugal, Romania, Singapore, Slovakia, Spain, Switzerland, UK, US. Embedded Solutions...

  • Page 6
    ... 2007, the Company acquired Azure Technology, an IT solutions provider in Asia that specializes in systems infrastructure and application solutions services. The acquired business operates in Singapore and Malaysia and is focused on the distribution of IBM systems and solutions with annual revenues...

  • Page 7
    ... 30, 2007, the Company had more than 300 locations worldwide, as well as a limited number of instances where Avnet-owned product is stored in customer facilities. Many of these locations contain sales, warehousing and administrative functions for multiple sales and marketing units. Avnet sells to...

  • Page 8
    ... assembly, supply chain management and materials management. A key strength of the Company is the breadth and quality of the suppliers whose products it distributes. Because of the number of Avnet's suppliers, many customers can make all of their required purchases with Avnet, rather than purchasing...

  • Page 9
    ...with changes in technology and manufacturing capacity, and is generally considered to be highly cyclical. During each of the last three fiscal years, sales of semiconductors represented over 50% of the Company's consolidated sales, and the Company's revenues, particularly those of EM, closely follow...

  • Page 10
    ...the Company's inventory or unexpected order cancellations by the Company's customers could materially, adversely affect its business, results of operations, financial condition or liquidity. The electronic components and computer products industries are subject to rapid technological change, new and...

  • Page 11
    The electronics component and computer industries are highly competitive and if the Company cannot effectively compete, its revenues may decline. The market for the Company's products and services is very competitive and subject to rapid technological advances. Not only does the Company compete with...

  • Page 12
    ... the Company has numerous facilities that were added as a result of acquisitions, including Access warehouse facilities, certain of which are expected to be exited within the next twelve months. Location Sq. Footage Leased or Owned Primary Use Phoenix, Arizona . Tempe, Arizona . . Chandler, Arizona...

  • Page 13
    ... is a PRP at a manufacturing site in Huguenot, New York, currently under investigation by the New York State Department of Environmental Conservation ("NYSDEC"), which site the Company owned from the mid1960s until the early 1970s. The Company has reached a settlement in litigation to apportion the...

  • Page 14
    ... Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market price per share The Company's common stock is listed on the New York Stock Exchange under the symbol AVT. Quarterly high and low sales prices (as reported for the New York Stock Exchange composite transactions) for...

  • Page 15
    ... stock with the cumulative total returns of the S&P 500 index and a peer group. The Peer Group includes seven companies which are Agilysys Inc, Arrow Electronics Inc, Bell Microproducts Inc, Ingram Micro Inc, Jaco Electronics, Nu Horizons Electronics Corp. and Tech Data Corp. The graph tracks the...

  • Page 16
    ...201.38 The following table includes the Company's monthly purchases of common stock during the fourth quarter ended June 30, 2007: Total Number of Shares Purchased Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Number (or Approximate Dollar Value) of Shares...

  • Page 17
    ..., including inventory writedowns for terminated lines (recorded in cost of sales), resulting from the Company's acquisition and integration of Memec into Avnet's existing business and actions taken following the divestitures of two TS businesses in the Americas, certain cost-cutting initiatives in...

  • Page 18
    ... charges recorded in both the first and second quarters of fiscal 2004 in connection with cost cutting initiatives and the combination of the Computer Marketing ("CM") and Applied Computing ("AC") operating groups into one Technology Solutions operating group. These charges amounted to $55.6 million...

  • Page 19
    ... addition, during fourth quarter of fiscal 2007, the Company acquired Azure, an IT solutions provider in Asia that specializes in systems infrastructure and application solutions services with annualized sales of approximately $90 million. Avnet's consolidated sales for fiscal 2007 were a record $15...

  • Page 20
    ...Avnet's overall value-based management initiatives to increase return on capital and its efforts to continue to grow profitability at a faster rate than its growth in revenues. It is difficult for the Company, as a distributor, to forecast the material trends of the electronic component and computer...

  • Page 21
    ... fiscal 2007 as compared with fiscal 2006 were impacted by the aggregate of (i) the sales of Access and Azure since the close of the acquisitions, (ii) sales of the divested EM and TS businesses included in prior periods, and (iii) the change in classification of sales of supplier service contracts...

  • Page 22
    ... revenue to net revenue reporting for supplier service contracts. For EM, the mix of revenues among small-to-medium businesses and large customers, particularly large EMS customers discussed previously, positively impacted EM's gross profit margins. With the addition of Access sales in fiscal 2007...

  • Page 23
    ... of a new accounting pronouncement and the initial recognition and subsequent amortization of intangible assets associated with the Memec acquisition. Restructuring, Integration and Other Items The Company recorded a number of restructuring, integration and other items during fiscal 2007 and 2006...

  • Page 24
    ... and sales functions associated with the cost reduction initiatives implemented during the third and fourth quarter of fiscal 2007 as part of the Company's continuing focus on operational efficiency, and Avnet employees who were deemed redundant as a result of the Access integration. The facility...

  • Page 25
    ... to work force reductions of over 250 personnel primarily in administrative and support functions in the EMEA and Americas regions. The positions eliminated were Avnet personnel that were deemed redundant by management as a result of the integration of Memec into Avnet. The facility exit charges...

  • Page 26
    ...of fiscal 2008, facility exit costs of $0.4 million, the majority of which management expects to utilize by fiscal 2009. As a result of the Memec acquisition and its subsequent integration into Avnet, the Company incurred integration costs during fiscal 2006, which totaled $21.9 million pre-tax, $14...

  • Page 27
    .... These purchase accounting adjustments consist primarily of $32.5 million for severance for Memec workforce reductions of over 700 personnel (including senior management, administrative, finance and certain operational functions) primarily in the Americas and EMEA; $36.2 million for lease and other...

  • Page 28
    ...of fiscal 2007 is the sixth consecutive quarter that EM has generated operating income margin in excess of 5.0%. This year-over-year improvement is a direct result of the full benefit of the synergies realized from the Memec integration and continued focus on profitable top line growth. TS increased...

  • Page 29
    ... balances. Gain (Loss) on Sale of Business Lines During fiscal 2007, the Company recorded a gain related to the receipt of contingent purchase price proceeds from the fiscal 2006 sale of a TS end-user business discussed below. The gain amounted to $3.0 million pre-tax, $1.8 million after tax...

  • Page 30
    ... table. Gross Profit Year Ended July 1, 2006 Operating Pre-tax Net Income Income Income ($ In thousands, except per share data) Diluted EPS Restructuring, integration and other items ...Loss on sale of business lines, net ...Debt extinguishment costs ...Total ...Critical Accounting Policies $8,977...

  • Page 31
    ... to cover the cost of severance, facility consolidation and closure, lease termination fees, inventory adjustments based upon acquisition-related termination of supplier agreements and/or the re-evaluation of the acquired working capital assets (inventory and accounts receivable), and write-down of...

  • Page 32
    ...' Accounting for Defined Benefit Pension and Other Postretirement Plans ("SFAS 158"). SFAS 158 requires the recognition in the balance sheet of the overfunded or underfunded positions of defined benefit pension and other postretirement plans, along with a corresponding non-cash after-tax adjustment...

  • Page 33
    ... and investors better understand the trends in the Company's cash flows, including the impact of management's focus on asset utilization and efficiency through its management of the net balance of receivables, inventories and accounts payable. June 30, 2007 Years Ended July 1, 2006 (Thousands) July...

  • Page 34
    ... quarter that TS typically experiences. In addition, the Company paid $92.9 million during fiscal 2006 relating to restructuring, integration and payments of amounts accrued in purchase accounting associated with the Memec acquisition, and restructuring and other costs as a result of the sale...

  • Page 35
    ... cash flow was the Company's ability to effectively manage inventory levels throughout its business. Cash expenditures for acquisitions of operations relate to the first quarter fiscal 2005 acquisition of DNS Slovakia, a small computer product distributor, as well as certain legal and other costs...

  • Page 36
    ... as of June 30, 2007. At June 30, 2007, there were no borrowings outstanding under the Credit Facility and $21.2 million of letters of credit issued under the Credit Facility, which represents a utilization of the Credit Facility capacity but are not recorded in the consolidated balance sheet as the...

  • Page 37
    ..., the Company has several small lines of credit in various locations to fund the short-term working capital, foreign exchange, overdraft and letter of credit needs of its wholly owned subsidiaries in Europe, Asia and Canada. Avnet generally guarantees its subsidiaries' debt under these facilities...

  • Page 38
    ... of cash and cash equivalents at June 30, 2007. During fiscal 2007, the Company utilized $410.4 million of debt plus cash on hand to fund the Access acquisition (including the estimated amount due to the sellers and transaction costs, the gross purchase price was $437.6 million. See Note 2 to the...

  • Page 39
    ...that matured in November 2006. In March 2007, the Company issued $300.0 million in 5.875% Notes due 2014 and used the proceeds to repay amounts outstanding under the Credit Facility and Securitization Program, the borrowings from which were used to acquire Access. Total capital grew primarily due to...

  • Page 40
    ... and supplementary data are listed under Item 15 of this Report. Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure None. Item 9A. Controls and Procedures Disclosure Controls and Procedures The Company's management, including its Chief Executive Officer and...

  • Page 41
    ...of Access Distribution, a leading value-added distributor of complex computing solutions (the "Access acquisition"). Management has excluded the Access acquisition from its evaluation of the effectiveness of the Company's internal control over financial reporting as of June 30, 2007. Assets acquired...

  • Page 42
    .... Executive Compensation The information called for by Item 11 is incorporated in this Report by reference to the Company's definitive proxy statement relating to the Annual Meeting of Stockholders anticipated to be held on November 8, 2007. Item 12. Security Ownership of Certain Beneficial Owners...

  • Page 43
    ...a. The following documents are filed as part of this Report: Page 1. 2. 3. Consolidated Financial Statements: Report of Independent Registered Public Accounting Firm ...Avnet, Inc. and Subsidiaries Consolidated Financial Statements: Consolidated Balance Sheets at June 30, 2007, and July 1, 2006...

  • Page 44
    ... Executive Officer and Director Director Director Director Director /s/ JAMES A. LAWRENCE James A. Lawrence /s/ FRANK R. NOONAN Frank R. Noonan RAY M. ROBINSON Ray M. Robinson GARY L. TOOKER Gary L. Tooker Director Director /s/ Director /s/ Director /s/ RAYMOND SADOWSKI Raymond Sadowski...

  • Page 45
    ... of Independent Registered Public Accounting Firm The Board of Directors and Shareholders Avnet, Inc: We have audited the accompanying consolidated balance sheets of Avnet, Inc. and subsidiaries (the Company) as of June 30, 2007 and July 1, 2006, and the related consolidated statements of operations...

  • Page 46
    ...of Access Distribution (Access acquisition). Management has excluded the Access acquisition from its assessment of the effectiveness of the Company's internal control over financial reporting as of June 30, 2007. Assets acquired from, and the revenues associated with the Access acquisition accounted...

  • Page 47
    AVNET, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS June 30, July 1, 2007 2006 (Thousands, except share amounts) ASSETS Current assets: Cash and cash equivalents ...$ 557,350 Receivables, less allowances of $102,121 and $88,983, respectively (Note 3) ...3,103,015 Inventories... Accounts payable ...

  • Page 48
    ... AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS Years Ended June 30, July 1, July 2, 2007 2006 2005 (Thousands, except per share amounts) Sales ...$15,681,087 Cost of sales (Note 17) ...13,632,468 Gross profit ...Selling, general and administrative expenses ...Restructuring, integration and...

  • Page 49
    ... 204,547 43,251 Balance, July 2, 2005 ...120,771 Net income ...- Translation adjustments (Note 4) ...- Minimum pension liability adjustment, net of tax of $13,059 (Notes 4, 10 and 15) ...- Comprehensive income (Note 4) ...Stock issued for acquisition of Memec ...Stock option and incentive programs...

  • Page 50
    ... and amortization ...Deferred income taxes (Note 9) ...Non-cash restructuring and other charges (Note 17) ...Stock-based compensation (Note 12) ...Other, net (Note 15)...Changes in (net of effects from business acquisitions): Receivables ...Inventories ...Accounts payable ...Accrued expenses and...

  • Page 51
    ... and controlled subsidiaries. All intercompany accounts and transactions have been eliminated. During fiscal 2007, the Company reviewed its method of recording revenue related to sales of supplier service contracts and now classifies such contracts on a net revenue basis. See Revenue Recognition...

  • Page 52
    ...met upon shipment to customers. Most of the Company's product sales come from product Avnet purchases from a supplier and holds in inventory. A portion of the Company's sales are shipments of product directly from its suppliers to its customers. In such circumstances, Avnet negotiates the price with...

  • Page 53
    ... associated cost of sales. During the third quarter of fiscal 2007, in conjunction with the acquisition of Access and reflecting recent industry trends, the Company reviewed its method of recording revenue related to the sales of supplier service contracts and determined that such sales will now be...

  • Page 54
    ... to "fiscal 2007" or any other "year" shall mean the Company's fiscal year. Management estimates - The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts of...

  • Page 55
    ...' Accounting for Defined Benefit Pension and Other Postretirement Plans ("SFAS 158"). SFAS 158 requires the recognition in the balance sheet of the overfunded or underfunded positions of defined benefit pension and other postretirement plans, along with a corresponding non-cash after-tax adjustment...

  • Page 56
    ... acquired Flint Distribution Ltd., a UK-based interconnect, passive and electromechanical distributor with annual revenues of approximately $40 million which will be integrated into the EM. Fiscal 2007 During the fourth quarter of fiscal 2007, the Company acquired Azure Technology, an IT solutions...

  • Page 57
    ... (9,861) $427,693 The integration of Access into the Americas and EMEA regions of the Technology Solutions operations was complete as of the end of fiscal 2007. The Access acquisition provides a portfolio of technology products that management believes is complementary to Avnet's existing offerings...

  • Page 58
    ...Company acquired Memec Group Holdings Limited ("Memec"), a global distributor that marketed and sold a portfolio of semiconductor devices from industry-leading suppliers in addition to providing customers with engineering expertise and design services. Memec was fully integrated into the Electronics...

  • Page 59
    .... This business line sold various products and services directly to end-users. The Company concurrently executed an exclusive distribution agreement whereby the acquiring company is to procure certain enterprise computer products under customary terms from Avnet for a five-year contract period. In...

  • Page 60
    ... debt obligation remain on the Company's consolidated balance sheet as amounts are drawn on the Program. The Company continues servicing the sold receivables and charges the third party conduits a monthly servicing fee at market rates; accordingly, no servicing asset or liability has been recorded...

  • Page 61
    ... recorded through purchase accounting. These reserves were subsequently deemed excessive and reversed through goodwill. The addition of goodwill for TS is primarily the result of the Access acquisition and Azure (see Note 2). As of June 30, 2007, the Company had customer relationship intangible...

  • Page 62
    AVNET, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) qualify for sale treatment, as a result, any borrowings under the Program are recorded as debt on the consolidated balance sheet. The Program has a one year term that expires in August 2007 which has been renewed ...

  • Page 63
    ... interest rate swaps during the first quarter of fiscal 2007 in connection with the redemption of the 93⁄4% Notes. The Company had total borrowing capacity of $950,000,000 at June 30, 2007 under the Amended Credit Facility and the accounts receivable securitization program (see Note 3), against...

  • Page 64
    .... During fiscal 2007, Avnet recorded additional tax contingency reserves for exposures in the EMEA and Asia regions which were partially offset with a favorable audit settlement. During fiscal 2006, Avnet acquired income tax contingency reserves as a result of the Memec acquisition and recorded...

  • Page 65
    ...the loss on the sale of an EM business for which no tax benefit was available. In addition, in fiscal 2006, the Company recorded additional contingency reserves due to the recognition of tax exposures in the EMEA and Asia regions, partially offset by the favorable settlement of a European audit. The...

  • Page 66
    ... primarily in other long-term assets on the consolidated balance sheets, are as follows: June 30, July 1, 2007 2006 (Thousands) Deferred tax assets: Inventory valuation ...Accounts receivable valuation ...Federal, state and foreign tax loss carry-forwards ...Various accrued liabilities and other...

  • Page 67
    ...The Company's pension plan does not take into account projected salary increases; instead, it is a cash balance plan whereby service costs are based solely on current year salary levels. Prior to SFAS 158, the Company recorded the accumulated benefit obligation which represents the pension liability...

  • Page 68
    ...are as follows: 6.25% 6.50% 2007 2006 Discount rate ...Expected return on plan assets ... 6.50% 5.50% 9.00% 9.00% The Company bases its discount rate on a hypothetical portfolio of bonds rated Aa by Moody's Investor Services or AA by Standard & Poors. The bonds selected for this determination are...

  • Page 69
    AVNET, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) Components of net periodic pension costs during the last three years are as follows: June 30, 2007 Years Ended July 1, 2006 (Thousands) July 2, 2005 Service cost ...Interest cost ...Expected return on plan assets ...

  • Page 70
    ... after completing 90 days of service. The expense, including matching contributions, relating to the 401(k) plan for fiscal 2007, 2006 and 2005 totaled $3,251,000, $1,651,000 and $1,448,000, respectively. 11. Long-term leases The Company leases many of its operating facilities and is also committed...

  • Page 71
    ..., Employee Stock Purchase Plan activity and directors' compensation for the periods presented. The fair value of options granted is estimated on the date of grant using the Black-Scholes model based on the assumptions in the table below. The assumption for the expected term is based on evaluations...

  • Page 72
    ... expense, is spread equally over a five-year period and is subject to the employee's continued employment by the Company. As of June 30, 2007, 982,795 shares previously awarded have not yet been delivered. Pre-tax compensation expense associated with this program was $8,231,000, $4,586,000 and $975...

  • Page 73
    ... the granting of options to the non-employee directors. As of July 1, 2006, this plan has been effectively terminated, and all future equity awards to non-employee directors will be made under Avnet's 2003 Stock Compensation Plan. During fiscal 2007, 2006 and 2005, pre-tax compensation cost...

  • Page 74
    ... the Company did not recognize any pre-tax compensation expense under the ESPP plan during fiscal 2007 or the third or fourth quarters of fiscal 2006. The pretax compensation expense recognized under the ESPP during fiscal 2006 with the adoption of SFAS 123R was $465,000. The Company has a policy of...

  • Page 75
    ... non-cash and reconciling items consist of the following: June 30, 2007 Years Ended July 1, 2006 (Thousands) July 2, 2005 Provision for doubtful accounts ...Periodic pension costs (Note 10) ...(Gain) loss on sale of business lines (Note 2) ...Other, net ...Total ... $17,389 12,779 (3,000) (827) $26...

  • Page 76
    ... and aerospace. EM also offers an array of value-added services to its customers such as supply-chain management, engineering design, inventory replenishment systems, connector and cable assembly and semiconductor programming. TS markets and sells mid- to high-end servers, data storage, software...

  • Page 77
    AVNET, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) Years Ended July 1, 2006 (Millions) June 30, 2007 July 2, 2005 Sales: Electronics Marketing ...Technology Solutions(1) ...Operating income (loss): Electronics Marketing ...Technology Solutions ...Corporate ......

  • Page 78
    ... the acquisition of Access on December 31, 2006 (see Note 2). The Company established and approved plans for cost reduction initiatives across the Company and approved plans to integrate the acquired Access business into Avnet's existing TS operations, which was complete as of the end of fiscal 2007...

  • Page 79
    ...and sales functions associated with the cost reduction initiatives implemented during the third and fourth quarter of fiscal 2007 as part of the Company's continuing focus on operational efficiency and Avnet employees who were deemed redundant as a result of the Access integration. The facility exit...

  • Page 80
    ..., integration and other charges The following table summarizes the activity during fiscal 2007 in the remaining accrued liability and reserve accounts for the Memec-related restructuring reserves recorded in fiscal 2006: Severance Reserves Facility Exit Costs Other (Thousands) Total Balance at...

  • Page 81
    AVNET, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) 18. Summary of quarterly results (unaudited): First Quarter Second Third Fourth Quarter Quarter Quarter (Millions, except per share amounts) Year 2007(a) Sales ...$3,648.4 Gross profit ...468.3 Net income...64.1 ...

  • Page 82
    .... Activity associated with the fiscal 2007 and 2006 restructuring reserves is presented in Note 17. (f) Includes certain valuation allowances acquired as a result of the Memec acquisition (see Note 2) and additional valuation allowances associated with legal entity reorganizations of certain foreign...

  • Page 83
    ... assets of the Company and its subsidiaries on a consolidated basis. Therefore, these instruments are not required to be filed as exhibits to this Report. The Company agrees to furnish copies of such instruments to the Commission upon request. Executive Compensation Plans and Arrangements Employment...

  • Page 84
    ... herein by reference to the Company's Quarterly Report on Form 10-Q dated May 8, 2006, Exhibit 10.3). Change of Control Agreement dated as of March 1, 2001 between the Company and Harley Feldberg (incorporated herein by reference to the Company's Current Report on Form 8-K dated September 8, 2004...

  • Page 85
    ... by reference to the Company's Current Report on Form 8-K dated August 29, 2006 Exhibit 10.2). Avnet, Inc. Executive Incentive Plan (incorporated herein by reference to the Company's Proxy Statement dated October 7, 2002). Amended and Restated Employee Stock Purchase Plan (incorporated herein by...

  • Page 86
    ... Amended and Restated Receivables Purchase Agreement dated as of February 6, 2002 among Avnet Receivables Corporation, as Seller, Avnet, Inc., as Servicer, the Companies, as defined therein, the Financial Institutions, as defined therein, and Bank One, NA (Main Office Chicago) as Agent (incorporated...

  • Page 87
    ... of Earnings to Fixed Charges. List of subsidiaries of the Company as of June 30, 2007 (incorporated herein by reference to the Company's Current Report on Form 8-K dated August 29, 2007, Exhibit 21). Consent of KPMG LLP. Certification by Roy Vallee, Chief Executive Officer, under Section 302 of the...

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