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Table of Contents AVNET, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
With respect to the businesses acquired during fiscal 2012
, the Company is unable to determine the amount of sales and earnings of each
business subsequent to their respective acquisition dates as each business has been integrated into the Company.
Unidux Electronic Limited, a Singapore publicly traded company, was acquired in January 2012 through a tender offer. After assessing the
fair value of the identifiable assets acquired and liabilities assumed, the consideration paid was below fair value even though the price paid per
share represented a premium to the trading levels at that time. Accordingly, the Company recognized a gain on bargain purchase of
$4.3 million
before and after tax and $0.03 per share on a diluted basis.
Divestitures
During fiscal 2013, the Company divested a small business in TS Asia for which it recognized a loss of $1.7 million
before and after tax
and $0.01 per share on a diluted basis, which was classified within "Gain on legal settlement, bargain purchase and other."
During fiscal 2012, the Company recognized a loss of $1.4 million before tax, $0.9 million after tax and $0.01
per diluted share classified
within "Gain on legal settlement, bargain purchase and other" in the consolidated statements of operations related to the impairment of an
investment in a small technology company and the write-
off of certain deferred financing costs associated with the early termination of a credit
facility.
3. Accounts receivable securitization
Pursuant to the Company's accounts receivable securitization agreement (the “Program”)
with a group of financial institutions, as
amended, the Company may sell, on a revolving basis, an undivided interest of up to $800.0 million
in eligible U.S. receivables while retaining a
subordinated interest in the receivables sold. The eligible receivables are sold through a wholly-owned bankruptcy-
remote special purpose entity
("SPE") that is consolidated for financial reporting purposes as the Company is the primary beneficiary of the SPE. Such eligible receivables are
not directly available to satisfy potential claims of the Company’
s creditors. As the Program does not qualify for sales accounting, the
receivables and related short-term debt obligation remains on the Company’s consolidated balance sheets. The Program has a one-year
term that
expires at the end of August 2014
, at which time it is expected to be renewed for another one to two years on comparable terms. The Program
contains certain covenants, all of which the Company was in compliance with as of June 28, 2014 . There were $615.0 million
in borrowings
outstanding under the Program as of June 28, 2014 and $360.0 million as of June 29, 2013
. Interest on borrowings is calculated using a base rate
or a commercial paper rate plus a spread of 0.35% . The facility fee is 0.35% .
4. Shareholders' equity
Accumulated comprehensive income (loss)
The following table includes the balances within accumulated other comprehensive income (loss):
Comprehensive income (loss) includes foreign currency translation adjustments and pension liability adjustments. Amounts reclassified
out of accumulated comprehensive income (loss), net of tax, to operating expenses during fiscal 2014, 2013 and 2012 substantially all related to
net periodic pension costs as discussed further in Note 10.
53
Pro Forma Results For Year
Ended
June 30, 2012
(Millions)
Sales
$
26,052
Net income
$
568
June 28,
2014
June 29,
2013
June 30,
2012
(Thousands)
Accumulated translation adjustments and other
$
244,149
$
135,395
$
90,798
Accumulated pension liability adjustments, net of income taxes
(104,637
)
(106,500
)
(136,630
)
Total accumulated other comprehensive income (loss)
$
139,512
$
28,895
$
(45,832
)