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AVNET INC
FORM 10-K
(Annual Report)
Filed 08/12/11 for the Period Ending 07/02/11
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 07/02
http://www.edgar-online.com
© Copyright 2011, 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 08/12/11 for the Period Ending 07/02/11 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
    ... period from to Commission file number 1-4224 Avnet, Inc. (Exact name of registrant as specified in its charter) New York (State or other jurisdiction of incorporation or organization) 2211 South 47th Street, Phoenix, Arizona (Address of principal executive offices) 11-1890605 (I.R.S. Employer...

  • Page 4
    ... treasury shares. 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 4, 2011 are incorporated herein by reference in Part III of this Report.

  • Page 5
    ... with Accountants on Accounting and Financial Disclosure Item 9A. Controls and Procedures Item 9B. Other Information PART III Item 10. Directors, Executive Officers and Corporate Governance Item 11. Executive Compensation Item 12. Security Ownership of Certain Beneficial Owners and Management and...

  • Page 6
    ... groups - Electronics Marketing ("EM") and Technology Solutions ("TS"). Both operating groups have operations in each of the three major economic regions of the world: the Americas; Europe, the Middle East and Africa ("EMEA"); and Asia/Pacific, consisting of Asia, Australia and New Zealand ("Asia...

  • Page 7
    ... to market with sales and marketing divisions within China, South Asia, Taiwan and Japan. All regions within EM provide the Design Chain Services and Supply Chain Services described above. Technology Solutions As a global IT solutions distributor, TS collaborates with its customers and suppliers to...

  • Page 8
    ... was the acquisition of Bell Microproducts Inc. ("Bell"), a value-added distributor of storage and server products and solutions and computer components products, providing integration and support services to OEMs, VARs, system builders and end users in the U.S., Canada, EMEA and Latin America. Bell...

  • Page 9
    ... of Financial Condition and Results of Operations in Part II of this Form 10-K for additional information on acquisitions completed during fiscal 2011, 2010 and 2009. Major Products One of Avnet's competitive strengths is the breadth and quality of the suppliers whose products it distributes. IBM...

  • Page 10
    ... by any of the Company's executive officers or directors with respect to Avnet common stock, are available on the Company's website ( www.avnet.com under the "Investor Relations - SEC Filings" caption) as soon as reasonably practicable after the report is electronically filed with, or furnished to...

  • Page 11
    ...'s competitive strengths is the breadth and quality of the suppliers whose products the Company distributes. However, sales of products and services from one of the Company's suppliers, IBM, accounted for approximately 12% of the Company's consolidated sales in fiscal year 2011. Management expects...

  • Page 12
    ... appearing in Item 7 of this Report). The Company's non-U.S. locations represent a significant and growing portion of its revenue, and consequently, the Company is increasingly exposed to risks associated with operating internationally. During fiscal year 2011, 2010 and 2009, approximately 62%, 60...

  • Page 13
    ...global business for electronic and computer products, thereby enabling Avnet to solidify and maintain its leadership position in the marketplace. Acquisitions involve risks and uncertainties such as expansion into new geographic markets and business areas and diversion of management's attention from...

  • Page 14
    ... terms or at all. As of July 2, 2011, Avnet had total debt outstanding of $1.517 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
    ... 36% is located in the United States. The following table summarizes certain of the Company's key facilities. Location Poing, Germany Chandler, Arizona Tongeren, Belgium Chandler, Arizona Tsuen Wan, Hong Kong Phoenix, Arizona Tempe, Arizona Nogales, Mexico Doral, Florida Loyang, Singapore Item 3. Sq...

  • Page 16
    ... 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 closing prices (as reported for the New York Stock Exchange composite transactions) for the last two fiscal years were: 2011...

  • Page 17
    ... 2, 2011. During fiscal 2011, two of the companies included in the Company's fiscal 2010 peer group (Bell Microproducts Inc. and Nu Horizons Electronics Corp) terminated their respective registrations with the SEC. The Company's new peer group consists of Agilysys, Inc., Anixter International, Inc...

  • Page 18
    ....9 3.26(e) 3.21(e) 27.17 4.0%(e) 2.7%(e) 11.0%(e) 1.4:1 2.1:1 22.7% July 2, 2011 Income: Sales Gross profit Operating income (loss) Income tax provision Net income (loss) Financial Position: Working capital(g) Total assets Long-term debt Shareholders' equity Per Share: Basic earnings (loss) Diluted...

  • Page 19
    ....3 million pre-tax, $34.9 million after tax and $0.23 per share (see Note 18 in the Notes to the Consolidated Financial Statements contained in Item 15 of this Report for further discussion of these items). Includes the impact of restructuring, integration and other items, gain on sale of assets and...

  • Page 20
    ... TS Americas to EM Americas that occurred in the first quarter of fiscal 2011. Sales taking into account the combination of these adjustments are referred to as "pro forma sales" or "organic sales." Operating income excluding restructuring, integration and other charges incurred in fiscal 2011, 2010...

  • Page 21
    ... organic revenue growth for TS was 11.3% and was driven primarily by demand for storage and servers. Gross profit margin was down 19 basis points year over year to 11.7% as the acquired Bell business has lower gross profit margins than the Company's legacy businesses due to its product mix. EM gross...

  • Page 22
    ... 2010 Servodata HP Division PT Datamation Sunshine Joint Stock Company Vanda Group Fiscal 2009 Abacus Group plc Nippon Denso Industry Co., Ltd. Ontrack Solutions Pvt. Ltd. Horizon Technology Group plc Source Electronics Corporation (1) Group & Region TS Asia/Pac EM Americas EM Asia/Pac EM Americas...

  • Page 23
    ... (or organic) sales as previously defined to allow readers to better assess and understand the Company's revenue performance by operating group. Sales as Reported EM TS Fiscal 2010 EM TS Fiscal 2009 $ $ $ $ 10,966.8 8,193.4 19,160.2 9,192.8 7,037.1 16,229.9 Acquisition Pro Forma Sales Sales (Dollars...

  • Page 24
    ... fiscal 2010 due primarily to strong organic sales growth and the increase in sales related to acquisitions. Gross profit margin of 11.7% declined 19 basis points year over year due primarily to the impact of businesses acquired, which had product lines with lower gross margins than Avnet's other...

  • Page 25
    ...TS EMEA reporting units. Of the non-cash goodwill impairment charges of $62.3 million pre- and after tax and $0.41 per share recognized in the fourth quarter of fiscal 2009, $41.4 million related to the recently acquired business in Japan, which was assigned to the EM Asia reporting unit. Accounting...

  • Page 26
    .... Severance charges recorded in fiscal 2011 related to personnel reductions of over 550 employees in administrative, finance and sales functions primarily in connection with the integration of the acquired Bell business into the existing EM Americas, TS Americas and TS EMEA regions and, to a lesser...

  • Page 27
    ... over year to 2.5% due primarily to lower gross profit margins in the EMEA region which includes lower operating margins of the acquired businesses as compared with the other TS businesses. Corporate operating expenses were $112.0 million in fiscal 2011 as compared with $82.3 million in fiscal 2010...

  • Page 28
    ... the prior sale of the Company's equity investment in Calence LLC. The gain amounted to $8.8 million pre-tax, $5.4 million after tax and $0.03 per share on a diluted basis in fiscal 2010 and $14.3 million pre-tax, $8.7 million after tax and $0.06 per share in fiscal 2009. Income Tax Provision Avnet...

  • Page 29
    ...2009. Fiscal 2011, 2010 and 2009 results were impacted by certain items as presented in the following tables: Operating Income (Loss) Restructuring, integration and other charges Gain on bargain purchase and other Release of tax valuation allowance, net of tax reserves adjustments Total $ Year Ended...

  • Page 30
    ... 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, obsolescence...

  • Page 31
    ...market conditions or should the structure of the Company's reporting units change based upon changes in business strategy, the Company may be required to perform an interim impairment test which may result in a goodwill impairment charge. During fiscal 2011 and 2010, the Company performed its annual...

  • Page 32

  • Page 33
    ... receivable securitization program and repaid $109.6 million for the 3.75% Notes acquired in the Bell acquisition which were tendered during fiscal 2011. The Company also received proceeds of $8.9 million, net of repayments, related to bank credit facilities and other debt. During fiscal 2010, the...

  • Page 34
    ...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. 30

  • Page 35
    ...funds among various locations under certain circumstances. Management does not believe such restrictions would limit the Company's ability to pursue its intended business strategy. During fiscal 2011, the Company utilized $691.0 million of cash, net of cash acquired, for acquisitions, which included...

  • Page 36
    ... prior fiscal year end, significant organic sales growth and the impact of the change in foreign currency exchange spot rates at July 2, 2011 as compared with July 3, 2010. Current assets increased 24.1% due to the increase in receivables and inventory, also a result of the recent acquisitions, the...

  • Page 37
    ... at July 2, 2011 (dollars in millions): 2012 Liabilities: Fixed rate debt (1) Floating rate debt (1) $ 1.2 $ 241.9 2013 $ 1.2 $ 123.4 2014 $ 301.6 $ - Fiscal Year 2015 $ $ 0.3 - 2016 $ 250.0 $ - Thereafter $ $ 600.0 - Total $ 1,154.3 $ 365.3 Excludes discounts on long-term notes. The following...

  • Page 38
    ... internal control over financial reporting. Management's Report on Internal Control Over Financial Reporting The Company's management, including its Chief Executive Officer and Chief Financial Officer, is responsible for establishing and maintaining adequate internal control over financial reporting...

  • Page 39
    ..., Executive Officers and Corporate Governance The information called for by Item 10 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 4, 2011. Item 11. Executive Compensation The...

  • Page 40
    ... 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 July 2, 2011, and July 3, 2010 Consolidated Statements...

  • Page 41
    ... GARY L. TOOKER Gary L. Tooker /s/ RAYMOND SADOWSKI Raymond Sadowski Title Chief Executive Officer and Director (Principal Executive Officer) Chairman of the Board and Director Director Director Director Director Director Director Director Director Director Senior Vice President and Chief Financial...

  • Page 42
    37

  • Page 43
    ... three-year period ended July 2, 2011, as listed in the accompanying index. We also have audited the Company's internal control over financial reporting as of July 2, 2011, based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of...

  • Page 44
    Table of Contents AVNET, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS July 2, July 3, 2011 2010 (Thousands, except share amounts) ASSETS Current assets: Cash and cash equivalents Receivables, less allowances of $107,739 and $81,197, respectively (Note 3) Inventories Prepaid and other current ...

  • Page 45
    ...of Contents AVNET, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS Years Ended July 2, July 3, June 27, 2011 2010 2009 (...$ (1,129,712) Sales Cost of sales Gross profit Selling, general and administrative expenses Impairment charges (Note 6) Restructuring, integration and other charges ...

  • Page 46
    ...AVNET, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY Years Ended July 2, 2011, July 3, 2010...Stock option and incentive programs, including related tax benefits of $2,100 Balance, July 3, 2010 Net income Translation adjustments (Note 4) Pension liability adjustment, net of tax...

  • Page 47
    ... Deferred income taxes (Note 9) Stock-based compensation (Note 12) Gain on sale of assets (Note 2) Gain on bargain purchase and other (Note 2) Impairment charges (Note 6) Other, net (Note 15) Changes in (net of effects from businesses acquired): Receivables Inventories Accounts payable Accrued...

  • Page 48
    ... acquired. Annual tests for goodwill impairment are performed by applying a fair-value based test to Avnet's six 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...

  • Page 49
    ... 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 the customer, pays the supplier directly for the product shipped and...

  • Page 50
    ... not corroborated by market data. The carrying amounts of the Company's financial instruments, including cash and cash equivalents, receivables and accounts payable approximate their fair values at July 2, 2011 due to the short-term nature of these instruments. At July 2, 2011 and July 3, 2010, the...

  • Page 51
    ... amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Adoption of accounting standard - The Financial Accounting Standards Board ("FASB") issued authoritative guidance which requires the issuer of certain convertible debt instruments that...

  • Page 52
    ... 2010 Servodata HP Division PT Datamation Sunshine Joint Stock Company Vanda Group Fiscal 2009 Abacus Group plc Nippon Denso Industry Co., Ltd. Ontrack Solutions Pvt. Ltd. Horizon Technology Group plc Source Electronics Corporation (1) Group & Region TS Asia/Pac EM Americas EM Asia/Pac EM Americas...

  • Page 53
    ... to fiscal year 2010, the Company completed its acquisition of Bell, a value-added distributor of storage and server products and solutions and computer components products, providing integration and support services to OEMs, VARs, system builders and end users in the U.S., Canada, EMEA and...

  • Page 54
    ...quarter of fiscal 2011 included sales of $781,135,000 related to the acquired Bell business. As of the end of the second quarter of fiscal 2011, the Company was in the process of integrating the Bell business into the Avnet existing business, which included IT systems integration, and administrative...

  • Page 55
    49

  • Page 56
    ... management expects to be substantially utilized by the end of fiscal 2013. Investments and divestitures The Company completed its divestiture of New ProSys Corp. ("ProSys"), a value-added reseller and provider of IT infrastructure solutions. Avnet acquired ProSys as part of the Bell acquisition...

  • Page 57
    ... carrying amount of goodwill, by reportable segment, for the periods presented: Electronics Marketing Carrying value at July 3, 2010 Additions Adjustments Foreign currency translation Carrying value at July 2, 2011 $ 242,626 100,356 - 9,888 352,870 Technology Solutions (Thousands) $ 323,683 244,173...

  • Page 58
    ... in fiscal 2009. Electronics Marketing Gross goodwill at July 3, 2010 Accumulated impairment Carrying value at July 3, 2010 Gross goodwill at July 2, 2011 Accumulated impairment Carrying value at July 2, 2011 $ 1,287,736 (1,045,110) $ 242,626 $ 1,397,980 (1,045,110) $ 352,870 Technology Solutions...

  • Page 59
    ... Bank credit facilities Borrowings under the accounts receivable securitization program Other debt due within one year Short-term debt Bank credit facilities consist of various committed and uncommitted lines of credit with financial institutions utilized primarily to support the working capital...

  • Page 60
    ... The Program does not qualify for sale treatment and, as a result, any borrowings under the Program are recorded as debt on the consolidated balance sheet. The Program contains certain covenants, all of which the Company was in compliance with as of July 2, 2011. The Program has a one year term that...

  • Page 61
    Table of Contents AVNET, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) Aggregate debt maturities for fiscal 2012 through 2016 and thereafter are as follows (in thousands): 2012 2013 2014 2015 2016 Thereafter Subtotal Discount on notes Total debt $ 243,079 124,545 ...

  • Page 62
    ... Company's otherwise realizable foreign loss carryforwards. Avnet's effective tax rate on income before income taxes was 23.2% in fiscal 2011 as compared with an effective tax rate of 29.9% in fiscal 2010. As compared to fiscal 2010, the fiscal 2011 effective tax rate was primarily impacted by a net...

  • Page 63
    ... tax rate for fiscal 2009 would have been 28.6%. The significant components of deferred tax assets and liabilities, included primarily in "other assets" on the consolidated balance sheets, are as follows: July 2, July 3, 2011 2010 (Thousands) Deferred tax assets: Inventory valuation Accounts...

  • Page 64
    ... prior to fiscal year 1999. The open years, by major jurisdiction, are as follows: Jurisdiction Belgium United States (federal and state) and Singapore Hong Kong Germany and Taiwan United Kingdom Netherlands Fiscal Year 1999 - 2011 2004 - 2011 2005 - 2011 2006 - 2011 2007 - 2011 2008 - 2011 58

  • Page 65
    Table of Contents AVNET, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) 10. Pension and retirement plans Pension Plan The Company's noncontributory defined benefit pension plan (the "Plan") covers substantially all domestic employees. Employees are eligible to ...

  • Page 66
    ... on post-July 1, 2010 pension accruals of 4% per year inclusion of overtime pay in pension-eligible compensation increase of the cap on pension-eligible compensation from $100,000 to the statutory limit change in the actuarial factor basis used to convert account balances to annuity payment forms...

  • Page 67
    ... date for fiscal 2011 and 2010: Equity securities Debt securities Cash and receivables 2011 76% 24 - 2010 74% 25 1 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...

  • Page 68
    ...the 2010 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. Compensation expense associated with stock options during fiscal 2011...

  • Page 69
    ...and is subject to the employee's continued employment by the Company. As of July 2, 2011, 1,414,784 shares previously awarded have not yet been delivered. Compensation expense associated with this program was $17,008,000, $14,614,000 and $14,883,000 for fiscal years 2011, 2010 and 2009, respectively...

  • Page 70
    ... of performance stock units vesting to a maximum of 100%. For the Performance Share Program granted in fiscal 2011 and 2010, the performance goals are based upon a three-year cumulative increase in the Company's economic profit relative to the increase in the economic profit of a group of specific...

  • Page 71
    ... AVNET, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) Employee stock purchase plan The Company has an Employee Stock Purchase Plan ("ESPP") under the terms of which eligible employees of the Company are offered options to purchase shares of Avnet common stock...

  • Page 72
    ... aerospace. EM also offers an array of value-added services that help customers evaluate, design-in and procure electronic components throughout the lifecycle of their technology products and systems, including supply-chain management, engineering design, inventory replenishment systems, connector...

  • Page 73
    ... that require embedded systems and solutions including engineering, product prototyping, integration and other value-added services. July 2, 2011 Sales: Electronics Marketing Technology Solutions Operating income (loss): Electronics Marketing Technology Solutions Corporate Impairment charges (Note...

  • Page 74
    ..., for fiscal 2010. Includes sales in Germany and the United Kingdom of $1.8 billion and $1.0 billion, respectively, for fiscal 2009. Includes sales of $1.8 billion, $2.4 billion and $1.2 billion in Taiwan, China (including Hong Kong) and Singapore, respectively, for fiscal 2011. Includes sales of...

  • Page 75
    ...$ Severance charges recorded in fiscal 2011 related to personnel reductions of over 550 employees in administrative, finance and sales functions primarily in connection with the integration of the acquired Bell business into the existing EM Americas, TS Americas and TS EMEA regions and, to a lesser...

  • Page 76
    ... in fiscal 2009 which were taken in response to market conditions as well as integration costs associated with acquired businesses in addition to a value-added tax exposure and acquisition-related costs partially offset by a credit related to prior restructuring reserves. Year Ended July 3, 2010...

  • Page 77
    ...all three regions of both operating groups with employee reductions of approximately 1,400 in EM, 400 in TS and the remaining from centralized support functions. Exit costs for vacated facilities related to 29 facilities in the Americas, 13 in EMEA and three in Asia/Pac. Other charges included fixed...

  • Page 78
    Table of Contents AVNET, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued) 18. Summary of quarterly results (unaudited): First Quarter 2011(b) Sales Gross profit Net income Diluted earnings per share 2010(c) Sales Gross profit Net income Diluted earnings per share (a) ...

  • Page 79

  • Page 80
    Table of Contents SCHEDULE II AVNET, INC. AND SUBSIDIARIES VALUATION AND QUALIFYING ACCOUNTS Years Ended July 2, 2011, July 3, 2010 and June 27, 2009 Column A Column C Additions Balance at Charged to Charged to Beginning Costs and Other Accounts - of Period Expenses Describe (Thousands) 39,255 (76,...

  • Page 81
    ... Exhibit Number 2.1* Exhibit Agreement and Plan of Merger dated as of March 28, 2010, by and among Avnet, Inc., AVT Acquisition Corp. and Bell Microproducts Inc. (incorporated herein by reference to the Company's Current Report on Form 8-K dated March 28, 2010, Exhibit 2.1). Restated Certificate of...

  • Page 82
    74

  • Page 83
    ...'s Current Report on Form 8-K dated August 13, 2010, Exhibit 10.5). Avnet, Inc. 2006 Stock Compensation Plan: (a) Form of nonqualified stock option agreement (b) Form of nonqualified stock option agreement for non-employee director (c) Form of performance stock unit term sheet (revised effective...

  • Page 84
    75

  • Page 85
    ...19 Exhibit Avnet, Inc. 2010 Stock Compensation Plan: (a) Form of nonqualified stock option agreement (b) Form of incentive stock option agreement (c) Form of performance stock unit term sheet (d) Form of Long Term Incentive Letter (incorporated herein by reference to the Company's Current Report on...

  • Page 86
    Exhibit 10.7). (i) Amendment No. 8, dated as of August 26, 2010, to Receivables Sale Agreement in 10.24(a) above (incorporated herein by reference to the Company's Current Report on Form 8-K dated September 1, 2010, Exhibit 10.2). 76

  • Page 87
    ... by reference to the Company's Quarterly Report on Form 10-Q dated January 28, 2011, Exhibit 10.2). (k) 10.25 Credit Agreement dated September 27, 2007 among Avnet, Inc., Avnet Japan Co., Ltd., certain other subsidiaries, Banc of America Securities LLC, as administrative agent, and each lender...

  • Page 88
    ...the "Committee") appointed by the Board to administer the Plan; and WHEREAS, the Company wishes to amend the Plan to prohibit participation by any employee whose expected annual compensation is less than the limit prescribed by Section 401(a)(17) of the Internal Revenue Code of 1986, as amended, and...

  • Page 89
    ... Section 6.1(b) , in annual installments over 15 years). In accordance with Section 6.1(a) , if a Participant's Account is distributed because of a Section 409A Disability, the Participant is not required to satisfy the five (5) years of service condition to receive his distribution in installments...

  • Page 90
    ... anniversary of the Participant's commencement of short-term disability benefits by reason of a Section 409A Disability occurs) prior to the date on which a payment is scheduled to be made pursuant to this Section 6.4 , the Participant's entire Account balance will be paid pursuant to the provisions...

  • Page 91
    ... Charges Fiscal Year Ended June 27, 2009 (in thousands) $ (1,094,968) 103,304 $ (991,664) $ $ July 2, 2011 Earnings: Income (loss) from continuing operations before income taxes Add fixed charges Total earnings (loss) Fixed charges: Interest on indebtedness Amortization of debt expense Interest...

  • Page 92
    ...United Kingdom Hong Kong Australia United Kingdom New Zealand China China Hong Kong Switzerland Singapore Israel Malaysia Netherlands Germany Chile Brazil Israel Mexico Puerto Rico Delaware Delaware Brazil Australia Japan Poland Switzerland Austria France Germany Italy United Kingdom Germany Belgium...

  • Page 93
    ...) Pty Ltd Avnet Technology Solutions (China) Ltd Country France Netherlands Belgium Germany South Africa Australia United Kingdom Delaware Spain India Brazil Canada Delaware Italy Japan South Africa Korea, Republic of Ireland China Belgium Brazil Germany Singapore Malaysia Mexico Denmark Sweden...

  • Page 94
    ...Nettetal EBV Beteiligungs-Verwaltungs GmbH Country India Singapore Thailand China Viet Nam Argentina Netherlands Brazil Chile Colombia Ecuador Germany Austria Hungary United Kingdom Italy Romania Slovakia Turkey France Venezuela Chile Ireland Germany France China China Minnesota Netherlands Belgium...

  • Page 95
    ... Pty Limited Mexico Holdings LLC Net Storage Computers, Ltda Polar Ltd Country Denmark France Germany Hungary Hong Kong Russian Federation Estonia Italy Romania Slovakia France Poland Spain Czech Republic Turkey Ukraine Slovenia Portugal Germany Germany Austria South Africa United Kingdom Mexico...

  • Page 96
    ... Hong Kong Limited YEL Electronics Pte Ltd YEL Electronics Sdn Bhd YEL Korea (HK) Limited ZWEITE TENVA Property GmbH Im Technologiepark Country Virgin Islands, British Indonesia New Hampshire New Hampshire France Mexico Hong Kong Hong Kong Delaware Belgium Belgium Germany Japan Hong Kong Hong Kong...

  • Page 97
    ... effectiveness of internal control over financial reporting as of July 2, 2011 which report appears in the July 2, 2011 annual report on Form 10-K of Avnet, Inc. As discussed in note 1 to the consolidated financial statements, effective June 28, 2009, Avnet, Inc. adopted FASB ASC 470-20, Debt with...

  • Page 98
    ... 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 12, 2011 /s/ RICHARD HAMADA Richard Hamada Chief Executive Officer

  • Page 99
    ... 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 12, 2011 /s/ RAYMOND SADOWSKI Raymond Sadowski Chief Financial Officer

  • Page 100
    ... THE SARBANES-OXLEY ACT OF 2002) In connection with the Annual Report on Form 10-K for the year ended July 2, 2011 (the "Report"), I, Richard Hamada, Chief Executive Officer of Avnet, Inc., (the "Company") hereby certify that: 1. 2. The Report fully complies with the requirements of Section 13(a) or...

  • Page 101
    ... SARBANES-OXLEY ACT OF 2002) In connection with the Annual Report on Form 10-K for the year ended July 2, 2011 (the "Report"), I, Raymond Sadowski, Chief Financial Officer of Avnet, Inc., (the "Company") hereby certify that: 1. 2. The Report fully complies with the requirements of Section 13(a) or...