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AVNET INC
FORM 10-K
(Annual Report)
Filed 08/27/08 for the Period Ending 06/28/08
Address 2211 SOUTH 47TH STREET
PHOENIX, AZ 85034
Telephone 4806432000
CIK 0000008858
Symbol AVT
SIC Code
5065 - Electronic Parts and Equipment, Not Elsewhere Classified
Industry Electronic Instr. & Controls
Sector Technology
Fiscal Year 06/28
http://www.edgar-online.com
© Copyright 2008, EDGAR Online, Inc. All Rights Reserved.
Distribution and use of this document restricted under EDGAR Online, Inc. Terms of Use.

Table of contents

  • Page 1
    ... (Annual Report) Filed 08/27/08 for the Period Ending 06/28/08 Address Telephone CIK Symbol SIC Code Industry Sector Fiscal Year 2211 SOUTH 47TH STREET PHOENIX, AZ 85034 4806432000 0000008858 AVT 5065 - Electronic Parts and Equipment, Not Elsewhere Classified Electronic Instr. & Controls Technology...

  • Page 2
    Table of Contents

  • Page 3
    ... 1 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 28, 2008 or 3 TRANSITION 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...

  • Page 4
    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 6, 2008 are incorporated herein by reference in Part III of this Report.

  • Page 5
    ... Staff Comments Properties Legal Proceedings Submission of Matters to a Vote of Security Holders PART II Market for Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities Selected Financial Data Management's Discussion and Analysis of Financial Condition...

  • Page 6
    ...suppliers, generally along more specific product lines or geography. However, each division relies heavily on the support services provided by each operating group as well as centralized support at the corporate level. Avnet's operating groups and their sales are as follows: Region Fiscal 2008 Sales...

  • Page 7
    ...address customers on both a pan-European and regional basis. EM EMEA does business in over 40 European countries, and over 10 countries in the Middle East and Africa. EM Asia goes to market with sales and marketing divisions within China, South Asia, Taiwan and Japan. Technology Solutions TS markets...

  • Page 8
    ... logistics, financial, marketing, sales and technical services, including engineering support, systems integration and configurations. Embedded Solutions These businesses provide technical design, integration and assembly to developers of application-specific computing solutions in the non-PC market...

  • Page 9
    ... Annual Revenue(1) Acquired Business Region Acquisition Date Flint Distribution Ltd. Division of Magirus Group Betronik GmbH ChannelWorx Division of Acal plc Ltd. YEL Electronics Hong Kong Ltd. Azzurri Technology Horizon Technology Group plc Source Electronics Corporation Ontrack Solutions Pvt...

  • Page 10
    ... 28, 2008, 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. Some of these locations contain sales, warehousing and administrative functions for multiple sales and marketing units. Avnet sells to...

  • Page 11
    ... Guidelines, Code of Conduct and charters of the Board committees can be obtained, free of charge, by writing to the Company at: Avnet, Inc., 2211 South 47th Street, Phoenix, AZ 85034; Attn: Corporate Secretary. In addition, the Company's Annual Report on Form 10-K, Quarterly Reports on Form...

  • Page 12
    ... cannot be assured that unforeseen new product developments, declines in the value of the Company's inventory or unforeseen order cancellations by its customers will not materially and adversely affect the Company's business, results of operations, financial condition or liquidity, or that the...

  • Page 13
    ... affect the Company's results of operations. Avnet historically has pursued a strategic acquisition program to grow its global markets for electronic and computer products. That program has enabled Avnet to solidify and maintain its leadership position in the market place. During fiscal 2008 and...

  • Page 14
    ... terms or at all. As of June 28, 2008, Avnet had total debt outstanding of $1.23 billion under various notes and committed and uncommitted lines of credit with financial institutions. The Company needs cash to make interest payments on, and to refinance, this indebtedness and for general corporate...

  • Page 15
    ... the United States. The following table summarizes certain of the Company's key facilities as of June 28, 2008. Location Sq. Footage Leased or Owned Primary Use Chandler, Arizona Tongeren, Belgium Grapevine, Texas Poing, Germany Chandler, Arizona Tsuen Wan, Hong Kong Phoenix, Arizona Tempe, Arizona...

  • Page 16
    ... financial statements for its share of the estimated costs associated with the environmental clean up of sites in which the Company is participating. The Company and/or its subsidiaries are also parties to various other legal proceedings arising from time to time in the normal course of business...

  • Page 17
    ... 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 the last two fiscal years were: 2008 Fiscal...

  • Page 18
    ... to shareholders on Avnet, Inc.'s common stock relative to the cumulative total returns of the S&P 500 index, and a customized peer group of six companies that includes: Arrow Electronics, Inc., Bell Microproducts, Inc., Ingram Micro, Inc., Jaco Electronics, Inc., Nu Horizons Electronics Corp. and...

  • Page 19
    ... plan and the Company does not currently have a stock repurchase plan in place. Item 6. Selected Financial Data June 28, 2008 Years Ended June 30, July 1, July 2, 2007 2006 2005 (Millions, except for per share and ratio data) July 3, 2004 Income: Sales Gross profit Operating income Income tax...

  • Page 20
    ...-tax, $52.8 million after-tax and $0.44 per share on a diluted basis. Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations For an understanding of Avnet and the significant factors that influenced the Company's performance during the past three fiscal years...

  • Page 21
    .... Acquired Business Operating Group Region Acquisition Date Access Distribution Azure Technologies Flint Distribution Ltd. Division of Magirus Group Betronik GmbH ChannelWorx Division of Acal plc Ltd. YEL Electronics Hong Kong Ltd. Azzurri Technology TS TS EM TS EM TS TS EM EM Americas, EMEA Asia...

  • Page 22
    ... beginning of fiscal year 2007 and (ii) the change to net revenue reporting as if the change occurred at the beginning of fiscal 2007 to allow readers to better assess and understand the Company's revenue performance by operating group. Sales as Reported Acquisition Sales Gross to Net Revenue Impact...

  • Page 23
    ...basis. In Asia, sales growth was 54.6% year over year on a reported basis which benefited by acquisitions. On a pro forma basis, Asia grew 20.6% over prior year, impacted by relatively weak microprocessor and memory product sales in the last quarter of fiscal 2008. Avnet's fiscal 2007 sales were $15...

  • Page 24
    ...the Access acquisition as well as the change from gross 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, positively impacted EM's gross profit margins. Selling, General...

  • Page 25
    ... Americas and EMEA (a total of 138 employees) in administrative, finance 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...

  • Page 26
    ...2006 to exit certain product lines within EM in the Americas as a result of the Memec acquisition. The charge in the third quarter of fiscal 2006 was a result of similar strategic decisions made in the EMEA region. The terminated lines were product lines that Avnet management elected not to continue...

  • Page 27
    ...during fiscal 2006 related 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...

  • Page 28
    ...expects to utilize by fiscal 2013. While the above charges related to Avnet personnel, facilities and operations, and are therefore recorded through Avnet's consolidated statements of operations as "restructuring, integration and other charges", the Company also recorded numerous purchase accounting...

  • Page 29
    ... outstanding under the 2005 Credit Facility and the Securitization Program. See Financing Transactions for further discussion of the Company's outstanding debt. Other income, net, was $21.0 million in fiscal 2008 as compared with $9.9 million in fiscal 2007. The year-overyear increase was primarily...

  • Page 30
    ...-user network solutions business into a joint venture with Calence, Inc. in exchange for an investment interest in the joint venture, called Calence, LLC. In EM, the Company sold two small, non-core business lines in its EMEA region during the fourth quarter of fiscal 2006 for which no tax benefit...

  • Page 31
    ... in the following 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 charges Loss on sale of assets, net Debt extinguishment costs Total Critical Accounting Policies $(8,977...

  • Page 32
    .... The Company's inventories include high-technology components, embedded systems and computing technologies sold into rapidly changing, cyclical and competitive markets wherein such inventories may be subject to early technological obsolescence. The Company regularly evaluates inventories for excess...

  • Page 33
    ... offset by a small increase in inventory at TS. In addition, during fiscal 2007, the Company paid $29.7 million associated with the restructuring, integration and other charges and exit-related costs accrued through purchase accounting. In fiscal 2006, the Company utilized $423.4 million of cash and...

  • Page 34
    Table of Contents in purchase accounting associated with the Memec acquisition, and restructuring and other costs as a result of the sale of two TS business lines and other actions taken during fiscal 2006. See Results of Operations - Restructuring, Integration and Other Charges discussed elsewhere ...

  • Page 35
    ... balance sheet as the letters of credit are not debt. At June 30, 2007, there were no borrowings outstanding under the 2005 Credit Facility and $21.2 million in letters of credit were issued under the 2005 Credit Facility. The Company has an accounts receivable securitization program (the "Program...

  • Page 36
    ..., 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 37
    ... the fiscal 2008 acquisitions. Total capital grew primarily due to net income and foreign currency translation adjustments. Finally, the debt to capital ratio decreased to 22.9% from 26.2% as a result of the growth in capital since fiscal year end 2007. Long-Term Contractual Obligations The Company...

  • Page 38
    ... fiscal years 2008 and 2007. The following table sets forth the scheduled maturities of the Company's debt outstanding at June 28, 2008 (dollars in millions): 2009 2010 Fiscal Year 2011 2012 2013 Thereafter Total Liabilities: Fixed rate debt(1) Floating rate debt (1) Excludes discounts on long-term...

  • Page 39
    ... Act. The Company's internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles in the United...

  • Page 40
    ... called for by Item 13 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 6, 2008. Item 14. Principal Accounting Fees and Services The information called for by Item 14 is...

  • Page 41
    ... Schedules a. The following documents are filed as part of this Report: Page 1. Consolidated Financial Statements: Report of Independent Registered Public Accounting Firm Avnet, Inc. and Subsidiaries Consolidated Financial Statements: Consolidated Balance Sheets at June 28, 2008, and June 30, 2007...

  • Page 42
    ... /s/ GARY L. TOOKER Gary L. Tooker /s/ RAYMOND SADOWSKI Raymond Sadowski Chairman of the Board, Chief Executive Officer and Director Director Director Director Director Director Director Director Director Senior Vice President, Chief Financial Officer and Principal Accounting Officer 39

  • Page 43
    ... schedule for each of the years in the three-year period ended June 28, 2008, as listed in the accompanying index. We also have audited the Company's internal control over financial reporting as of June 28, 2008, based on criteria established in Internal Control - Integrated Framework issued by the...

  • Page 44
    ...9 to the consolidated financial statements, on July 1, 2007, the Company adopted the provisions of Financial Accounting Standards Board Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement No. 109 . /s/ KPMG LLP Phoenix, Arizona August 25, 2008 41

  • Page 45
    ... 7) Accounts payable Accrued expenses and other (Note 8) Total current liabilities Long-term debt, less due within one year (Note 7) Other long-term liabilities (Note 9 and 10) Total liabilities Commitments and contingencies (Notes 11 and 13) Shareholders' equity (Notes 4, 12 and 14): Common stock...

  • Page 46
    ... of Contents AVNET, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS Years Ended June 28, June 30, July 1, 2008 2007 2006 (Thousands, except per share amounts) Sales Cost of sales (Note 17) Gross profit Selling, general and administrative expenses Restructuring, integration and other...

  • Page 47
    ... 4, 10 and 15) Comprehensive income (Note 4) Stock issued for acquisition of Memec Stock option and incentive programs, including related tax benefits of $112 Balance at July 1, 2006 Net income Translation adjustments (Note 4) Pension liability adjustment, net of tax of $4,181(Notes 4, 10 and 15...

  • Page 48
    ...: Depreciation and amortization Deferred income taxes (Note 9) Stock-based compensation (Note 12) (Gain) loss on sale of assets, net (Note 2 and 5) Other, net (Note 15) Changes in (net of effects from business acquisitions): Receivables Inventories Accounts payable Accrued expenses and other, net...

  • Page 49
    ...value based test to Avnet's reporting units, defined as each of the three regional businesses, which are the Americas, EMEA (Europe, Middle East and Africa), and Asia, within each of the Company's operating groups. The Company conducts its periodic test for goodwill impairment annually, on the first...

  • Page 50
    ... collectibility is reasonably assured. Generally, these criteria are 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...

  • Page 51
    ... an agent in sales with no associated cost of sales. During the third quarter of fiscal 2007, in conjunction with the acquisition of Access (see Note 2) and reflecting recent industry trends, the Company reviewed its method of recording revenue related to the sales of supplier service contracts and...

  • Page 52
    ...all references to "fiscal 2008" 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...

  • Page 53
    ... for business combinations. SFAS 141R applies to business combinations for which the acquisition date is on or after fiscal years beginning on or after December 15, 2008, as such, SFAS 141R is effective beginning in the Company's fiscal year 2010. Although the Company is still evaluating the...

  • Page 54
    ...design-in distributor of semiconductor and embedded systems products with annual revenues of approximately $100 million. The acquisition is reported as part of the EM EMEA reporting unit. On December 31, 2007 (the beginning of the fiscal third quarter), the Company acquired YEL Electronics Hong Kong...

  • Page 55
    ... quarter of fiscal 2007, the Company completed the acquisition of Access Distribution ("Access"), a leading value-added distributor of complex computing solutions, which had sales of approximately $1.90 billion in calendar year 2006. The purchase price of $437,554,000 was funded primarily with debt...

  • Page 56
    ... of the acquisition of Access, the Company established and approved plans to integrate the acquired operations into the Americas and EMEA regions of the Company's TS operations, for which the Company recorded $5.0 million in exit-related purchase accounting adjustments during fiscal 2007. These...

  • Page 57
    ...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 58
    ...000. 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 fiveyear contract period. In...

  • Page 59
    ...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. The Program had a one year term...

  • Page 60
    ... to goodwill in EM related primarily to the acquisition of YEL Electronics Hong Kong, Ltd., Azzurri Technology Ltd. and two small businesses acquired during fiscal 2008 (see Note 2). The adjustment to goodwill in EM related to Memec deferred tax valuation adjustments. The addition to goodwill in TS...

  • Page 61
    ... Discount on notes Long-term debt $ 300,000 250,000 300,000 300,000 34,207 1,184,207 (2,709) $1,181,498 $ 300,000 250,000 300,000 300,000 9,073 1,159,073 (3,083) $1,155,990 During the first quarter of fiscal 2008, the Company entered into a five-year $500,000,000 unsecured revolving credit...

  • Page 62
    ... for fiscal 2009 through 2013 and thereafter are as follows (in thousands): 2009 2010 2011 2012 2013 Thereafter Subtotal Discount on notes Total debt $ 43,804 8,204 2,092 1,290 20,952 1,151,669 1,228,011 (2,709) $1,225,302 At June 28, 2008, the fair value, generally based upon quoted market prices...

  • Page 63
    ... gross unrecognized tax benefits upon adoption was $114,285,000, of which approximately $49,563,000 would favorably impact the effective tax rate if recognized, and the remaining balance would reverse through either goodwill or deferred tax assets. In accordance with the Company's accounting policy...

  • Page 64
    ... of the Company's deferred tax assets. The significant components of deferred tax assets and liabilities, included primarily in "other assets" on the consolidated balance sheets, are as follows: June 28, June 30, 2008 2007 (Thousands) Deferred tax assets: Inventory valuation Accounts receivable...

  • Page 65
    ... with taxing authorities Reduction related to the lapse of statute of limitations Addition related to foreign currency translation Balance as of June 28, 2008 $104,216 10,069 114,285 40,081 (26,087) 16,121 (30,167) (624) 11,156 $124,765 The evaluation of income tax positions requires management to...

  • Page 66
    ... Fiscal Year United States (federal and state) Germany United Kingdom Netherlands Belgium Singapore Taiwan Hong Kong 10. Pension and retirement plans 2004 - 2008 2000 - 2008 2006 - 2008 2004 - 2008 1999 - 2008 2001 - 2008 2003 - 2008 2002 - 2008 Pension Plan The Company's noncontributory...

  • Page 67
    Table of Contents AVNET, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) The incremental effect of applying SFAS 158 on the consolidated balance sheet at June 30, 2007 for the Company's pension plan is presented in the following table (in thousands): Prior to Adoption ...

  • Page 68
    ...date for fiscal 2008 and 2007: 2008 2007 Equity securities Debt securities 77% 23 76% 24 The general investment objectives of the Plan are to maximize returns through a diversified investment portfolio in order to earn annualized returns that meet the long-term cost of funding the Plan's pension...

  • Page 69
    ...INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) industries. The Plan assets do not include any material investments in Avnet common stock. The Plan's investments in debt securities are also diversified across both public and private fixed income portfolios. The Company...

  • Page 70
    ... Plan have a contractual life of ten years, vest 25% on each anniversary of the grant date, commencing with the first anniversary, and provide for a minimum exercise price of 100% of fair market value at the date of grant. Pre-tax compensation expense associated with stock options during fiscal 2008...

  • Page 71
    ...period and is subject to the employee's continued employment by the Company. As of June 28, 2008, 1,035,148 shares previously awarded have not yet been delivered. Pre-tax compensation expense associated with this program was $12,074,000, $8,231,000 and $4,586,000 for fiscal years 2008, 2007 and 2006...

  • Page 72
    ...common stock at a later date. During fiscal 2008, 2007 and 2006, pre-tax compensation cost associated with the outside director stock bonus plan was $780,000, $638,000 and $475,000, respectively. Employee stock purchase plan The Company has an Employee Stock Purchase Plan ("ESPP") under the terms of...

  • Page 73
    ... the outstanding options exceeded the average market price for the Company's common stock. Accordingly, in fiscal 2008, 2007 and 2006, the effects of approximately 12,000, 89,000 and 2,549,000 shares, respectively, related to stock options are excluded from the computation above, all of which relate...

  • Page 74
    ...of a facility lease purchase option through the assumption of debt in the amount of $3,987,000. 16. Segment information Electronics Marketing and Technology Solutions are the overall segments upon which management primarily evaluates the operations of the Company and upon which management bases its...

  • Page 75
    ...("OEM") market for computing technology, system integrators and non-PC OEMs that require embedded systems and solutions including engineering, product prototyping, integration and other valueadded services. June 28, 2008 Years Ended June 30, 2007 (Millions) July 1, 2006 Sales: Electronics Marketing...

  • Page 76
    ...1, the Company reviewed its method of recording revenue related to the sales of supplier service contracts and determined that such sales will now be classified on a net revenue basis rather than on a gross basis beginning the third quarter of fiscal 2007. (2) Included in sales for fiscal years 2008...

  • Page 77
    ... 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 completed as of the end of fiscal 2007. The following table summarizes the activity in these reserve accounts during fiscal 2008...

  • Page 78
    ...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 79
    ... reserves related to facility exit costs which management expects to utilize by fiscal 2013. 18. Summary of quarterly results (unaudited): First Quarter Second Third Fourth Quarter Quarter Quarter (Millions, except per share amounts) Year(a) 2008(b) Sales Gross profit Net income Diluted earnings...

  • Page 80
    ... also include a gain on sale of business lines of $3.0 million pre-tax, $1.8 million after tax, and $0.01 per share on a diluted basis. Results for the fourth quarter include restructuring and integration charges which were offset by a prior year acquisition-related pre-tax benefit of $12.5 million...

  • Page 81
    ... of valuation allowances against operating tax loss carryforwards which were realized in fiscal 2007. (g) 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...

  • Page 82
    ..., N.A., as Trustee, providing for the issuance of Debt Securities in one or more series. (incorporated herein by reference to the Company's Current Report on Form 8-K dated October 12, 2000, Exhibit 4.1). Officers' Certificate dated February 4, 2003, providing for the Notes, including (a) the form...

  • Page 83
    .... 33-29475, Exhibit 4-B). Avnet 1990 Stock Option Plan (incorporated herein by reference to the Company's Annual Report on Form 10-K for the fiscal year ended June 30, 1992, Exhibit 10E). Avnet 1995 Stock Option Plan (incorporated herein by reference to the Company's Current Report on Form 8-K dated...

  • Page 84
    ... non-employee director (c) Form of incentive stock option agreement (d) Form of performance stock unit term sheet (incorporated by reference to the Company's Current Report on Form 8-K dated August 29, 2006, Exhibit 10.3). 10.29 Avnet, Inc. 2006 Stock Compensation Plan (incorporated by reference to...

  • Page 85
    ... 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 herein by reference...

  • Page 86
    ... of Earnings to Fixed Charges. List of subsidiaries of the Company as of June 28, 2008. Consent of KPMG LLP. Certification by Roy Vallee, Chief Executive Officer, under Section 302 of the Sarbanes-Oxley Act of 2002. Certification by Raymond Sadowski, Chief Financial Officer, under Section 302 of the...

  • Page 87
    Exhibit 12.1 Avnet, Inc. Computation of Ratios of Earnings to Fixed Charges June 28, 2008 June 30, 2007 Fiscal Year Ended July 1, 2006 (in thousands) July 2, 2005 July 3, 2004 Earnings: Income from continuing operations before income taxes Add fixed charges Total earnings Fixed charges: Interest on...

  • Page 88
    ...Comm. VA Avnet Finance B.V. Avnet France S.A.S. Avnet Holding B.V. Avnet Holding Germany GmbH England and Wales Delaware Hong Kong Australia United Kingdom New Zealand China Switzerland Germany Singapore Israel Singapore Malaysia Netherlands Germany Israel Delaware United Kingdom Mexico Puerto Rico...

  • Page 89
    ... Africa Australia United Kingdom Delaware Spain India Canada Delaware Netherlands United Kingdom Belgium Italy Japan South Africa Korea, Republic of Ireland China Belgium Germany Arizona Texas Malaysia Denmark Sweden Norway Finland Australia Malaysia Singapore Mexico Philippines Delaware Delaware...

  • Page 90
    ... Limited Sirketi Electrolink (PTY) Ltd Hungary United Kingdom Singapore Spain Italy Romania Slovakia France Germany England and Wales Germany Wales France Italy Germany Germany Delaware Australia Hong Kong New York France Germany Poland Denmark Greece France Germany Israel Hungary Russia Estonia...

  • Page 91
    ... Belgium Comm. VA Tenva Financial Management B.V.B.A. Thomas Kaubisch GmbH YEL Electronics (China) Limited YEL Electronics (Shanghai) Limited YEL Electronics (Shenzhen) Ltd YEL Electronics Hong Kong Limited YEL Electronics Korea Co Ltd YEL Electronics Pte Ltd YEL Electronics Sdn Bhd YEL Korea (HK...

  • Page 92
    ... of internal control over financial reporting as of June 28, 2008, which report appears in the June 28, 2008 annual report on Form 10-K of Avnet, Inc. As discussed in note 10 to the consolidated financial statements, effective June 30, 2007, the Company adopted Statement of Financial Accounting...

  • Page 93
    ... internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; evaluated...

  • Page 94
    ... and report financial information; and any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. b. Date: August 27, 2008 /s/ RAYMOND SADOWSKI Raymond Sadowski Chief Financial Officer

  • Page 95
    ....1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 (AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002) In connection with the Annual Report on Form 10-K for the year ended June 28, 2008 (the "Report"), I, Roy Vallee, Chief Executive Officer of Avnet, Inc., (the "Company") hereby...

  • Page 96
    ... 32.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 (AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002) In connection with the Annual Report on Form 10-K for the year ended June 28, 2008 (the "Report"), I, Raymond Sadowski, Chief Financial Officer of Avnet, Inc., (the "Company...