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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(X) ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended April 1, 1995
or
( ) TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from _____ to _____
Commission file number:
0-14643
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
KENT ELECTRONICS CORPORATION
TAX-DEFERRED SAVINGS AND RETIREMENT PLAN AND TRUST
B. Name of issuer of securities held pursuant to the plan and the
address of its principal executive office:
KENT ELECTRONICS CORPORATION
7433 Harwin Drive
Houston, Texas 77036
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KENT ELECTRONICS CORPORATION
TAX-DEFERRED
SAVINGS AND RETIREMENT PLAN AND TRUST
FINANCIAL STATEMENTS
APRIL 1, 1995 AND APRIL 2, 1994
<PAGE> 3
TABLE OF CONTENTS
<TABLE>
<CAPTION>
Page
----
<S> <C>
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS . . . . . . . . 3
FINANCIAL STATEMENTS
STATEMENTS OF NET ASSETS AVAILABLE FOR
PLAN BENEFITS . . . . . . . . . . . . . . . . . . . . . . 5
STATEMENTS OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS . . . . . . . . . . . . . . . 6
NOTES TO FINANCIAL STATEMENTS . . . . . . . . . . . . . . . 7
SUPPLEMENTAL SCHEDULES
ASSETS HELD FOR INVESTMENT . . . . . . . . . . . . . . . . . 13
TRANSACTIONS IN EXCESS OF FIVE PERCENT OF FAIR
VALUE OF PLAN ASSETS . . . . . . . . . . . . . . . . . . 14
</TABLE>
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[GRANT THORNTON LETTERHEAD]
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Plan Committee
of the Kent Electronics Corporation Tax-Deferred Savings
and Retirement Plan and Trust
We have audited the accompanying statements of net assets available
for plan benefits of Kent Electronics Corporation Tax-Deferred Savings and
Retirement Plan and Trust (the Plan) as of April 1, 1995 and April 2, 1994, and
the related statements of changes in net assets available for plan benefits for
the years then ended. These financial statements are the responsibility of the
Plan s management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by the Plan s management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
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In our opinion, the financial statements referred to above present
fairly, in all material respects, the net assets available for plan benefits of
the Plan as of April 1, 1995 and April 2, 1994, and the changes in its net
assets available for plan benefits for the years then ended, in conformity with
generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The accompanying supplemental
schedules are presented to comply with the Department of Labor Rules and
Regulations for Reporting and Disclosure Under the Employee Retirement Income
Security Act of 1974 and are not a required part of the basic financial
statements. The supplemental schedules have been subjected to the auditing
procedures applied in our audits of the basic financial statements and, in our
opinion, are fairly stated, in all material respects, in relation to the basic
financial statements taken as a whole.
/s/ GRANT THORNTON LLP
Houston, Texas
July 6, 1995
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KENT ELECTRONICS CORPORATION
Tax-Deferred Savings and Retirement Plan and Trust
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
April 1, 1995 and April 2, 1994
<TABLE>
<CAPTION> April 2,
April 1, 1995 1994
----------------------------------------------------------- -----------
Kent
Electronics Equity
Corporation Stock
Common Money Mutual
Stock Market Fund
Investment Investment Investment
Total Account Account Account Total
------------- ------------- ---------- ------------- -----------
<S> <C> <C> <C> <C> <C>
ASSETS
Cash equivalents $ 819,920 $ 27,569 $ 786,354 $ 5,997 $ 736,670
Employer and employee
contribution receivables 204,121 130,537 23,656 49,928 163,256
Interfund receivables
(payables) - 1,718 14,914 (16,632) -
Corporate stocks 8,544,734 8,544,734 - - 4,461,098
Mutual funds 1,340,595 - - 1,340,595 911,765
------------- ------------- --------- ------------- -----------
Total assets 10,909,370 8,704,558 824,924 1,379,888 6,272,789
LIABILITIES - - - - -
------------- ------------- --------- ------------- -----------
NET ASSETS AVAILABLE
FOR PLAN BENEFITS $ 10,909,370 $ 8,704,558 $ 824,924 $ 1,379,888 $ 6,272,789
============= ============= ========= ============= ===========
<CAPTION>
April 2, 1994
-------------------------------------------
Kent
Electronics Equity
Corporation Stock
Common Money Mutual
Stock Market Fund
Investment Investment Investment
Account Account Account
------------ ---------- ----------
<S> <C> <C> <C>
ASSETS
Cash equivalents $ 51,102 $665,607 $ 19,961
Employer and employee
contribution receivables 119,407 20,995 22,854
Interfund receivables
(payables) - - -
Corporate stocks 4,461,098 - -
Mutual funds - - 911,765
----------- -------- ---------
Total assets 4,631,607 686,602 954,580
LIABILITIES - - -
----------- -------- ---------
NET ASSETS AVAILABLE
FOR PLAN BENEFITS $ 4,631,607 $686,602 $ 954,580
=========== ======== =========
</TABLE>
The accompanying notes are an integral part of these statements.
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KENT ELECTRONICS CORPORATION
Tax-Deferred Savings and Retirement Plan and Trust
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
Years ended April 1, 1995 and April 2, 1994
<TABLE>
<CAPTION> April 2,
April 1, 1995 1994
---------------------------------------------------------- -----------
Kent
Electronics Equity
Corporation Stock
Common Money Mutual
Stock Market Fund
Investment Investment Investment
Total Account Account Account Total
------------- ------------- ---------- ------------- -----------
<S> <C> <C> <C> <C> <C>
Employer contributions $ 604,027 $ 604,027 $ - $ - $ 502,392
Employee contributions 1,362,806 805,853 220,328 336,625 1,187,526
Investment income 123,290 28,095 29,123 66,072 53,342
Net (depreciation) appreciation
of investments 3,194,917 3,105,520 - 89,397 (11,362)
------------- ------------- --------- ------------- -----------
Total additions 5,285,040 4,543,495 249,451 492,094 1,731,898
Benefits paid to participants 591,554 353,290 132,502 105,762 484,936
Administrative expenses 56,905 43,597 5,368 7,940 43,338
Interfund transfers - 73,657 (26,741) (46,916) -
------------- ------------- --------- ------------- -----------
Total deductions 648,459 470,544 111,129 66,786 528,274
------------- ------------- --------- ------------- -----------
Net increase 4,636,581 4,072,951 138,322 425,308 1,203,624
Net assets available for
plan benefits
Beginning of year 6,272,789 4,631,607 686,602 954,580 5,069,165
------------- ------------- --------- ------------- -----------
End of year $ 10,909,370 $ 8,704,558 $ 824,924 $ 1,379,888 $ 6,272,789
============= ============= ========= ============= ===========
<CAPTION>
April 2, 1994
-------------------------------------------
Kent
Electronics Equity
Corporation Stock
Common Money Mutual
Stock Market Fund
Investment Investment Investment
Account Account Account
------------ ---------- -----------
<S> <C> <C> <C>
Employer contributions $ 502,392 $ - $ -
Employee contributions 611,427 225,367 350,732
Investment income 1,751 18,360 33,231
Net (depreciation) appreciation
of investments (9,714) - (1,648)
------------ --------- ----------
Total additions 1,105,856 243,727 382,315
Benefits paid to participants 351,500 50,250 83,186
Administrative expenses 25,030 7,990 10,318
Interfund transfers (24,012) 77,389 (53,377)
------------ --------- ----------
Total deductions 352,518 135,629 40,127
------------ --------- ----------
Net increase 753,338 108,098 342,188
Net assets available for
plan benefits
Beginning of year 3,878,269 578,504 612,392
------------ --------- ----------
End of year $ 4,631,607 $ 686,602 $ 954,580
============ ========= ==========
</TABLE>
The accompanying notes are an integral part of these statements.
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KENT ELECTRONICS CORPORATION
Tax-Deferred Savings and Retirement Plan and Trust
NOTES TO FINANCIAL STATEMENTS
April 1, 1995 and April 2, 1994
NOTE A - DESCRIPTION OF PLAN
The following brief description of the Kent Electronics Corporation
Tax-Deferred Savings and Retirement Plan and Trust (the Plan) is provided
for general information purposes only. Participants should refer to the
Plan agreement for more complete information.
1. GENERAL
The Plan is a 401(k) savings and profit sharing plan which was adopted March
30, 1987 for officers and employees of Kent Electronics Corporation, Inc.
and subsidiaries (the Company). The Plan is generally subject to the
provisions of the Employee Retirement Income Security Act of 1974 (ERISA).
The purpose of the Plan is to allow participants to make elective
contributions to be treated as deferred compensation for income tax purposes
and for the Company to make elective contributions as a retirement vehicle
for employees.
2. ELIGIBILITY
Participation in the Plan is voluntary. Membership in the Plan is available
to all employees of the Company who have attained the age of 21 years and
have completed six months of service.
3. TRUSTEE
The Smith Barney Trust Company has been designated and appointed as Trustee
of the Plan for the plan years ended April 1, 1995 and April 2, 1994. The
Trustee maintains all assets of the Plan in safekeeping.
4. EMPLOYEE ELECTIVE CONTRIBUTIONS
Participants may contribute from 1% up to 12% of their earnings as elective
contributions. The maximum amount of employee deferral contribution which
may be made by a participant for tax years beginning in 1994 was limited to
$9,240. Additionally, Internal Revenue Service regulations set a limit on
the amount of compensation that highly- paid individuals can defer.
5. EMPLOYER THRIFT MATCHING CONTRIBUTIONS
The Company shall contribute to the Plan s trust (as a thrift contribution)
an amount equal to one hundred percent (100%) of the employee elective
contribution up to a maximum of three percent (3%) of eligible compensation.
Such contribution is invested in the Company common stock.
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KENT ELECTRONICS CORPORATION
Tax-Deferred Savings and Retirement Plan and Trust
NOTES TO FINANCIAL STATEMENTS - CONTINUED
April 1, 1995 and April 2, 1994
NOTE A - DESCRIPTION OF PLAN - CONTINUED
6. EMPLOYER PROFIT SHARING CONTRIBUTIONS
The Company may contribute (from its net income or accumulated earnings and
profit) to the Plan s trust such amount representing a profit sharing
contribution, if any, as shall be determined by the Board of Directors of
the employer. Such contribution is invested in the Company common stock.
7. ALLOCATIONS
Each account that is in existence on the valuation date will be credited or
charged with its pro rata portion of the income/loss of the Plan. Profit
sharing contributions are to be allocated based upon the ratio of each
participant s compensation to total compensation of all eligible
participants.
8. VESTING SCHEDULE
A participant s thrift matching and profit sharing accounts vested
percentage will be determined in accordance with the following table:
<TABLE>
<CAPTION>
Years of Vesting Service Vested Percentage
------------------------ -----------------
<S> <C>
Less than 2 years 0%
2 years 40%
3 years 60%
4 years 80%
5 years or more 100%
</TABLE>
Participant contributions vest immediately.
9. BENEFITS
The Plan provides for various benefits to participants who have fulfilled or
met the following requirements:
Normal Retirement - Participants of the Plan who retire on or after their
normal retirement dates (the first day of the month on or after which the
participant reaches normal retirement age of 65) will receive the full value
of their account in accordance with terms set forth in the Plan.
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KENT ELECTRONICS CORPORATION
Tax-Deferred Savings and Retirement Plan and Trust
NOTES TO FINANCIAL STATEMENTS - CONTINUED
April 1, 1995 and April 2, 1994
NOTE A - DESCRIPTION OF PLAN - CONTINUED
Early Retirement - Participants who are fifty-five (55) or more years of
age, but who have not attained normal retirement date and who have completed
five (5) years of participation in the Plan may retire and receive the full
value of their account in accordance with terms as set forth in the Plan.
Disability - If participants become totally and permanently disabled, they
will be paid the full value of their account in accordance with terms as set
forth in the Plan.
Death - If participants in the Plan die, their beneficiary will be paid the
full value of their account in accordance with terms as set forth in the
Plan.
Termination - If participants terminate their employment with the Company
for any reason other than retirement, total and permanent disability, or
death, they will be paid the vested value of their account in accordance
with terms as set forth in the Plan.
10. FORFEITURES
Participant s forfeited amounts of employer thrift matching or profit
sharing contributions due to termination are used to reduce subsequent
employer contributions.
11. ADMINISTRATIVE EXPENSES
Administrative expenses are paid directly by the Plan.
12. TOP-HEAVY PLAN PROVISIONS
In the event the Plan should be Top-Heavy for any plan year, as defined by
Internal Revenue Code Section 401(a), provisions are set forth in the Plan
to remedy such condition.
13. FISCAL YEAR
The Company s fiscal year ends on the Saturday closest to the end of March.
The fiscal years ended April 1, 1995 and April 2, 1994 consisted of 52
weeks.
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KENT ELECTRONICS CORPORATION
Tax-Deferred Savings and Retirement Plan and Trust
NOTES TO FINANCIAL STATEMENTS - CONTINUED
April 1, 1995 and April 2, 1994
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A summary of the significant accounting policies consistently applied in the
preparation of the accompanying financial statements follows.
1. BASIS OF ACCOUNTING
The accompanying financial statements are presented on the accrual basis of
accounting. Investments held in the Plan are stated at their fair market
value as reported by the Trustee.
2. DETERMINATION OF REALIZED AND UNREALIZED GAIN OR LOSS ON INVESTMENTS
Unrealized appreciation or depreciation of fair market values of investments
held at year end and gain or loss on sale of investments during the year are
determined using the basis of the applicable investment at the beginning of
the year or purchase price, if acquired during the year.
3. TERMINATION OF PLAN
The Company expects to continue the Plan indefinitely, but reserves the
right to change it from time to time, or to terminate it if necessary. A
change or termination cannot take away a vested right to Plan benefits
resulting from contributions made before the change or termination.
NOTE C - INVESTMENTS
Plan investments stated at fair market value at April 1, 1995 and April 2,
1994 consisted of the following:
<TABLE>
<CAPTION>
1995 1994
------------- -----------
<S> <C> <C>
Smith Barney Money Funds Cash Portfolio $ 819,920 $ 736,670
Investment Company of America 1,340,595 911,765
Kent Electronics Corporation Common Stock 8,544,734 4,461,098
------------- -----------
$ 10,705,249 $ 6,109,533
============= ===========
</TABLE>
These investments represent at least five percent or more of the Plan s assets.
10
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KENT ELECTRONICS CORPORATION
Tax-Deferred Savings and Retirement Plan and Trust
NOTES TO FINANCIAL STATEMENTS - CONTINUED
April 1, 1995 and April 2, 1994
NOTE D - INSURANCE
The Plan is categorized as a defined contribution plan under the Internal
Revenue Code and, accordingly, the Plan is not insured by the Pension
Benefit Guaranty Corporation.
NOTE E - INCOME TAX STATUS
The Internal Revenue Service has ruled that the Plan qualifies under Section
401(a) of the Internal Revenue Code and is, therefore, not subject to tax
under present income tax laws. The Plan has received a favorable
determination letter from the Internal Revenue Service. The Plan was
amended on March 28, 1995 and a new determination letter concerning its
Federal income tax status has been requested. The Plan sponsor believes
that the Plan will continue to qualify and to operate as designed.
11
<PAGE> 13
SUPPLEMENTAL SCHEDULES
12
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KENT ELECTRONICS CORPORATION
Tax-Deferred Savings and Retirement Plan and Trust
ASSETS HELD FOR INVESTMENT
April 1, 1995
<TABLE>
<CAPTION>
Number of Cost at Current value
shares April 1, 1995 April 1, 1995
-------------- ------------- -------------
<S> <C> <C> <C>
Smith Barney Money Funds
Cash Portfolio 819,920 $ 819,920 $ 819,920
Investment Company of America 69,032 1,224,509 1,340,595
Kent Electronics Corporation
Common Stock 290,553 4,223,574 8,544,734
</TABLE>
13
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KENT ELECTRONICS CORPORATION
Tax-Deferred Savings and Retirement Plan and Trust
TRANSACTIONS IN EXCESS OF FIVE PERCENT
OF FAIR VALUE OF PLAN ASSETS
Year ended April 1, 1995
<TABLE>
<CAPTION>
Purchase Selling Cost of Net
Identity Shares price price asset gain/loss
-------- ------ -------- ------- ------- ---------
<S> <C> <C> <C> <C> <C>
Kent Electronics Corporation
Purchases
(19 transactions) 123,783 $1,060,736 $ - $ - $ -
Investment Company of
America
Purchases
(18 transactions) 18,152 343,526 - - -
Smith Barney Money
Funds Cash Portfolio
Sales
(68 transactions) 1,392,247 - 1,392,247 1,392,247 -
Purchases
(102 transactions) 1,475,497 1,475,497 - - -
</TABLE>
14
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SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act
of 1934, the trustees (or other persons who administer the employee benefit
plan) have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
KENT ELECTRONICS CORPORATION
TAX-DEFERRED SAVINGS AND
RETIREMENT PLAN AND TRUST
(Name of Plan)
Date: September 26, 1995 /s/ Stephen J. Chapko
Stephen J. Chapko
Secretary of the Plan Administration
Committee
