<PAGE>
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
For the period ended December 31, 1997
or
/ / TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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
1111 Gillingham Lane
Sugar Land, Texas 77478
<PAGE>
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........................ 17
TRANSACTIONS IN EXCESS OF FIVE PERCENT OF FAIR
VALUE OF PLAN ASSETS............................ 18
</TABLE>
<PAGE>
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 the Kent Electronics Corporation Tax-Deferred Savings and Retirement
Plan and Trust (the Plan) as of December 31, 1997 and 1996, 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.
<PAGE>
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 December 31, 1997 and 1996, and the changes in 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.
Houston, Texas
June 19, 1998
4
<PAGE>
KENT ELECTRONICS CORPORATION
TAX-DEFERRED SAVINGS AND RETIREMENT PLAN AND TRUST
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
December 31,
<TABLE>
<CAPTION>
1997 1996
----------- -----------
<S> <C> <C>
ASSETS
Investments:
At fair value
Cash equivalents $ 214,973 $ 337,732
Corporate stocks 15,528,758 16,431,204
Mutual funds 4,795,494 2,009,434
Participant loans receivable 938,488 587,695
----------- -----------
21,477,713 19,366,065
At contract value
Investment contracts 1,113,882 881,543
----------- -----------
Total investments 22,591,595 20,247,608
Employer and participant contributions receivable 270,234 187,583
----------- -----------
Total assets 22,861,829 20,435,191
LIABILITIES
Employer contribution received in advance - 200,000
----------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $22,861,829 $20,235,191
=========== ===========
</TABLE>
The accompanying notes are an integral part of these statements.
5
<PAGE>
KENT ELECTRONICS CORPORATION
TAX-DEFERRED SAVINGS AND RETIREMENT PLAN AND TRUST
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
December 31,
<TABLE>
<CAPTION>
1997 1996
----------- ------------
<S> <C> <C>
Additions to net assets attributed to:
Investment income
Net appreciation of investments $ 115,985 $ -
Interest and dividend income 508,884 160,280
----------- -----------
624,869 160,280
Contributions
Participant contributions 3,151,384 2,509,568
Employer contributions 1,078,174 783,544
----------- -----------
4,229,558 3,293,112
----------- -----------
Total additions 4,854,427 3,453,392
Deductions from net assets attributed to:
Net depreciation of investments - 2,145,246
Benefits paid to participants 2,133,891 2,180,438
Administrative expenses 93,898 97,980
----------- -----------
Total deductions 2,227,789 4,423,664
----------- -----------
Net increase (decrease) 2,626,638 (970,272)
Net assets available for plan benefits:
Beginning of year 20,235,191 21,205,463
----------- -----------
End of year $22,861,829 $20,235,191
=========== ===========
</TABLE>
The accompanying notes are an integral part of these statements.
6
<PAGE>
KENT ELECTRONICS CORPORATION
TAX-DEFERRED SAVINGS AND RETIREMENT PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 1997 and 1996
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 Corporate Trust Company has been designated and appointed as
Trustee of the Plan. 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 is subject to certain limitations.
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's common stock. The maximum
amount of employer matching contributions is subject to certain limitations.
7
<PAGE>
KENT ELECTRONICS CORPORATION
TAX-DEFERRED SAVINGS AND RETIREMENT PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 1997 and 1996
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 determined by the Board of Directors of the employer.
Such contribution is invested in the Company's common stock. The maximum
amount of employer profit sharing contributions is subject to certain
limitations.
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:
Years of Vesting Service Vested Percentage
------------------------ -----------------
Less than 2 years 0%
2 years 40%
3 years 60%
4 years 80%
5 years or more 100%
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.
8
<PAGE>
KENT ELECTRONICS CORPORATION
TAX-DEFERRED SAVINGS AND RETIREMENT PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 1997 and 1996
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. PARTICIPANT LOANS RECEIVABLE
----------------------------
Participants may borrow from their fund accounts a minimum of $1,000 up to a
maximum equal to the lesser of $50,000 or 50 percent of their vested account
balance. Loan transactions are treated as a transfer to (from) the investment
fund from (to) the Participant Loans Fund. Loan terms range from 1-5 years or
up to 15 years for the purchase of a primary residence. The loans are secured
by the balance in the participant's account and bear interest at the prime rate
plus one percent as of the beginning of the month in which the loan was made.
Principal and interest is paid ratably through equal payroll deductions each
pay period.
9
<PAGE>
KENT ELECTRONICS CORPORATION
TAX-DEFERRED SAVINGS AND RETIREMENT PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 1997 and 1996
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.
2. VALUATION OF INVESTMENTS
------------------------
Investments are stated at their fair market value, as determined by quoted
market prices, except for investment contracts, which are valued at contract
value (Note B.3).
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. INVESTMENT CONTRACTS
--------------------
The Plan has invested in a fund, Capital Preservation Fund (named the GIC
Income Fund 4 prior to 1997), made up of a portfolio of guaranteed investment
contracts with insurance companies, having an average maturity between 2.5 to
3.5 years. The contracts are included in the financial statements at contract
value, which approximates fair value, as reported to the Plan by the Trustee.
4. 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.
5. USE OF ESTIMATES
----------------
In preparing the financial statements in conformity with generally accepted
accounting principles, management is required to make estimates and assumptions
that affect the reported amounts of assets and liabilities and the disclosure
of contingent assets and liabilities at the date of the financial statements
and revenues and expenses during the reporting period. Actual results could
differ from those estimates.
10
<PAGE>
Kent Electronics Corporation
TAX-DEFERRED SAVINGS AND RETIREMENT PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 1997 and 1996
NOTE C - INVESTMENT OPTIONS
Upon enrollment into the Plan, a participant may direct employee contributions
into an investment in Kent Stock, any one of six mutual funds or a fund made up
of a portfolio of guaranteed investment contracts with insurance companies.
Following are the statements of net assets available for plan benefits and the
statements of changes in net assets available for plan benefits by separate
optional investment fund program as of December 31, 1997 and 1996, and for the
years then ended. Investments that represent 5% or more of the Plan's net
assets are separately identified.
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, BY FUND
December 31, 1997
<TABLE>
<CAPTION>
Kent
Electronics Capital Investment Growth Euro Pacific
Corporation Preservation Company of Fund of Growth
Common Stock Fund America America Fund
Investment Investment Investment Investment Investment
Account Account Account Account Account
------------ ------------ ----------- ---------- ------------
ASSETS
Investments:
At fair value
<S> <C> <C> <C> <C> <C>
Cash equivalents $ 177,250 $ 8,088 $ 6,824 $ 6,722 $ 3,170
Corporate stocks 15,528,758 - - - -
Mutual funds - - 2,652,550 738,552 501,421
Participant loans receivable - - - - -
At contract value
Investment contracts - 1,113,882 - - -
----------- ---------- ---------- -------- --------
Total investments 15,706,008 1,121,970 2,659,374 745,274 504,591
Employer and participant con-
tributions receivable 193,130 14,004 21,978 14,523 11,063
----------- ---------- ---------- -------- --------
Total assets 15,899,138 1,135,974 2,681,352 759,797 515,654
LIABILITIES
Employer contribution received in
advance - - - - -
----------- ---------- ---------- -------- --------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $15,899,138 $1,135,974 $2,681,352 $759,797 $515,654
=========== ========== ========== ======== ========
</TABLE>
<TABLE>
<CAPTION>
Capital World Bond Income
Growth & Fund of Fund of
Income America America
Investment Investment Investment Participant
Account Account Account Loans Total
------------- ---------- --------- ----------- -----------
ASSETS
Investments:
At fair value
<S> <C> <C> <C> <C> <C>
Cash equivalents $ 202 $ - $ 12,717 $ - $ 214,973
Corporate stocks - - - - 15,528,758
Mutual funds 432,075 180,179 290,717 - 4,795,494
Participant loans receivable - - - 938,488 938,488
At contract value
Investment contracts - - - - 1,113,882
-------- -------- -------- -------- -----------
Total investments 432,277 180,179 303,434 938,488 22,591,595
Employer and participant con-
tributions receivable 8,028 3,288 4,220 - 270,234
-------- -------- -------- -------- -----------
Total assets 440,305 183,467 307,654 938,488 22,861,829
LIABILITIES
Employer contribution received in
advance - - - - -
-------- -------- -------- -------- -----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $440,305 $183,467 $307,654 $938,488 $22,861,829
======== ======== ======== ======== ===========
</TABLE>
11
<PAGE>
KENT ELECTRONICS CORPORATION
TAX-DEFERRED SAVINGS AND RETIREMENT PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 1997 and 1996
NOTE C - INVESTMENT OPTIONS - CONTINUED
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, BY FUND
December 31, 1996
<TABLE>
<CAPTION>
Kent
Electronics Investment Growth Euro Pacific
Corporation GIC Income Company of Fund of Growth
Common Stock Fund 4 America America Fund
Investment Investment Investment Investment Investment
Account Account Account Account Account
------------ ------------ ---------- ---------- -------------
ASSETS
Investments:
At fair value
<S> <C> <C> <C> <C> <C>
Cash equivalents $ 288,387 $ - $ 39,845 $ 6,138 $ 2,514
Corporate stocks 16,431,204 - - - -
Mutual funds - - 1,580,339 160,794 78,813
Participant loans receivable - - - - -
At contract value
Investment contracts - 881,543 - - -
----------- -------- ---------- -------- -------
Total investments 16,719,591 881,543 1,620,184 166,932 81,327
Employer and participant con-
tributions receivable 148,351 13,956 16,646 4,043 1,150
----------- -------- ---------- -------- -------
Total assets 16,867,942 895,499 1,636,830 170,975 82,477
LIABILITIES
Employer contribution received in
advance (200,000) - - - -
----------- -------- ---------- -------- -------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $16,667,942 $895,499 $1,636,830 $170,975 $82,477
=========== ======== ========== ======== =======
</TABLE>
<TABLE>
<CAPTION>
Capital World Bond Income
Growth & Fund of Fund of
Income America America
Investment Investment Investment Participant
Account Account Account Loans Total
------------- ---------- ---------- ----------- -----------
ASSETS
Investments:
At fair value
<S> <C> <C> <C> <C> <C>
Cash equivalents $ 678 $ 85 $ 85 $ - $ 337,732
Corporate stocks - - - - 16,431,204
Mutual funds 68,852 45,990 74,646 - 2,009,434
Participant loans receivable - - - 587,695 587,695
At contract value
Investment contracts - - - - 881,543
------- ------- ------- -------- -----------
Total investments 69,530 46,075 74,731 587,695 20,247,608
Employer and participant con-
tributions receivable 1,125 1,236 1,076 - 187,583
------- ------- ------- -------- -----------
Total assets 70,655 47,311 75,807 587,695 20,435,191
LIABILITIES
Employer contribution received in
advance - - - - (200,000)
------- ------- ------- -------- -----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $70,655 $47,311 $75,807 $587,695 $20,235,191
======= ======= ======= ======== ===========
</TABLE>
12
<PAGE>
KENT ELECTRONICS CORPORATION
TAX-DEFERRED SAVINGS AND RETIREMENT PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 1997 and 1996
NOTE C - INVESTMENT OPTIONS - CONTINUED
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, BY FUND
December 31, 1997
<TABLE>
<CAPTION>
Kent
Electronics Capital Investment Growth Euro Pacific
Corporation Preservation Company of Fund of Growth
Common Stock Fund America America Fund
Investment Investment Investment Investment Investment
Account Account Account Account Account
------------ ------------ ----------- ---------- ------------
Additions added to net assets
attributed to:
<S> <C> <C> <C> <C> <C>
Net appreciation (depreciation)
of investments $ (213,618) $ 52,876 $ 270,085 $ 19,151 $(21,982)
Investment income
Interest and dividend
income 9,120 - 261,389 78,073 32,471
----------- ---------- ---------- -------- --------
(204,498) 52,876 531,474 97,224 10,489
Contributions
Participant contributions 1,903,143 183,958 357,975 297,955 153,512
Employer contributions 1,078,174 - - - -
----------- ---------- ---------- -------- --------
2,981,317 183,958 357,975 297,955 153,512
----------- ---------- ---------- -------- --------
Total additions 2,776,819 236,834 889,449 395,179 164,001
Deductions from net assets
attributed to:
Benefits paid to participants 1,780,611 120,989 142,946 12,991 4,970
Administrative expenses 79,812 3,657 7,631 1,196 632
----------- ---------- ---------- -------- --------
Total deductions 1,860,423 124,646 150,577 14,187 5,602
----------- ---------- ---------- -------- --------
Net increase before inter-
fund transfers 916,396 112,188 738,872 380,992 158,399
Interfund transfers (1,685,200) 128,287 305,650 207,830 274,778
----------- ---------- ---------- -------- --------
Net increase (decrease) (768,804) 240,475 1,044,522 588,822 433,177
Net assets available for plan
benefits:
Beginning of year 16,667,942 895,499 1,636,830 170,975 82,477
----------- ---------- ---------- -------- --------
End of year $15,899,138 $1,135,974 $2,681,352 $759,797 $515,654
=========== ========== ========== ======== ========
</TABLE>
<TABLE>
<CAPTION>
Capital World Bond Income
Growth & Fund of Fund of
Income America America
Investment Investment Investment Participant
Account Account Account Loans Total
------------- ---------- ---------- ----------- -----------
Additions added to net assets
attributed to:
<S> <C> <C> <C> <C> <C>
Net appreciation (depreciation)
of investments $ (316) $ 1,919 $ 7,870 $ - $ 115,985
Investment income
Interest and dividend
income 32,527 7,560 31,770 55,974 508,884
-------- -------- -------- -------- -----------
32,211 9,479 39,640 55,974 624,869
Contributions
Participant contributions 107,469 47,982 99,390 - 3,151,384
Employer contributions - - - - 1,078,174
-------- -------- -------- -------- -----------
107,469 47,982 99,390 - 4,229,558
-------- -------- -------- -------- -----------
Total additions 139,680 57,461 139,030 55,974 4,854,427
Deductions from net assets
attributed to:
Benefits paid to participants 21,005 1,881 3,981 44,517 2,133,891
Administrative expenses 377 163 430 - 93,898
-------- -------- -------- -------- -----------
Total deductions 21,382 2,044 4,411 44,517 2,227,789
-------- -------- -------- -------- -----------
Net increase before inter-
fund transfers 118,298 55,417 134,619 11,457 2,626,638
Interfund transfers 251,352 80,739 97,228 339,336 -
-------- -------- -------- -------- -----------
Net increase (decrease) 369,650 136,156 231,847 350,793 2,626,638
Net assets available for plan
benefits:
Beginning of year 70,655 47,311 75,807 587,695 20,235,191
-------- -------- -------- -------- -----------
End of year $440,305 $183,467 $307,654 $938,488 $22,861,829
======== ======== ======== ======== ===========
</TABLE>
13
<PAGE>
KENT ELECTRONICS CORPORATION
TAX-DEFERRED SAVINGS AND RETIREMENT PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 1997 and 1996
NOTE C - INVESTMENT OPTIONS - CONTINUED
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, BY FUND
December 31, 1996
<TABLE>
<CAPTION>
Kent
Electronics Investment Growth Euro Pacific
Corporation GIC Income Company of Fund of Growth
Common Stock Fund 4 America America Fund
Investment Investment Investment Investment Investment
Account Account Account Account Account
------------ ------------ ---------- ---------- ------------
Additions added to net assets
attributed to:
Investment income
<S> <C> <C> <C> <C> <C>
Interest and dividend
income $ 4,381 $ 19,576 $ 97,056 $ 8,949 $ 2,231
Contributions
Participant contributions 1,868,958 248,726 306,204 34,018 11,260
Employer contributions 783,544 - - - -
----------- -------- ---------- -------- -------
2,652,502 248,726 306,204 34,018 11,260
----------- -------- ---------- -------- -------
Total additions 2,656,883 268,302 403,260 42,967 13,491
Deductions from net assets
attributed to:
Net depreciation (appreciation)
of investments 2,353,365 (20,407) (159,497) (13,511) (4,422)
Benefits paid to participants 1,941,539 92,895 107,904 1,274 373
Administrative expenses 86,151 4,126 7,033 167 123
----------- -------- ---------- -------- -------
Total deductions 4,381,055 76,614 (44,560) (12,070) (3,926)
----------- -------- ---------- -------- -------
Net (decrease) increase
before interfund transfers (1,724,172) 191,688 447,820 55,037 17,417
Interfund transfers (595,312) (147,754) (177,462) 115,938 65,060
----------- -------- ---------- -------- -------
Net (decrease) increase (2,319,484) 43,934 270,358 170,975 82,477
Net assets available for plan
benefits:
Beginning of year 18,987,426 851,565 1,366,472 - -
----------- -------- ---------- -------- -------
End of year $16,667,942 $895,499 $1,636,830 $170,975 $82,477
=========== ======== ========== ======== =======
</TABLE>
<TABLE>
<CAPTION>
Capital World Bond Income
Growth & Fund of Fund of
Income America America
Investment Investment Investment Participant
Account Account Account Loans Total
------------- ---------- ---------- ----------- -----------
Additions added to net assets
attributed to:
Investment income
<S> <C> <C> <C> <C> <C>
Interest and dividend
income $ 3,082 $ 1,310 $ 5,507 $ 18,188 $ 160,280
Contributions
Participant contributions 5,017 29,954 5,431 - 2,509,568
Employer contributions - - - - 783,544
------- ------- ------- -------- -----------
5,017 29,954 5,431 - 3,293,112
------- ------- ------- -------- -----------
Total additions 8,099 31,264 10,938 18,188 3,453,392
Deductions from net assets
attributed to:
Net depreciation (appreciation)
of investments (6,433) (1,253) (2,596) - 2,145,246
Benefits paid to participants 84 83 101 36,185 2,180,438
Administrative expenses 132 114 134 - 97,980
------- ------- ------- -------- -----------
Total deductions (6,217) (1,056) (2,361) 36,185 4,423,664
------- ------- ------- -------- -----------
Net (decrease) increase
before interfund transfers 14,316 32,320 13,299 (17,997) (970,272)
Interfund transfers 56,339 14,991 62,508 605,692 -
------- ------- ------- -------- -----------
Net (decrease) increase 70,655 47,311 75,807 587,695 (970,272)
Net assets available for plan
benefits:
Beginning of year - - - - 21,205,463
------- ------- ------- -------- -----------
End of year $70,655 $47,311 $75,807 $587,695 $20,235,191
======= ======= ======= ======== ===========
</TABLE>
14
<PAGE>
KENT ELECTRONICS CORPORATION
TAX-DEFERRED SAVINGS AND RETIREMENT PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 1997 and 1996
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 determined and informed the Company by a
letter dated September 28, 1995, that the Plan is designed in accordance with
applicable sections of the Internal Revenue Code (IRC). The Plan has been
amended since receiving the determination letter. However, the Plan
administrator believes that the Plan is designed and is currently being
operated in compliance with the applicable requirements of the IRC.
15
<PAGE>
SUPPLEMENTAL SCHEDULES
16
<PAGE>
Kent Electronics Corporation
TAX-DEFERRED SAVINGS AND RETIREMENT PLAN AND TRUST
ASSETS HELD FOR INVESTMENT
December 31, 1997
Number of Cost at Current value
units December 31, 1997 December 31, 1997
--------- ----------------- -----------------
Smith Barney Money Funds
Cash Portfolio 214,973 $ 214,973 $ 214,973
Kent Electronics Corporation
Common Stock 618,060 6,002,837 15,528,758
Capital Preservation Fund 80,204 1,048,851 1,113,882
Investment Company of America 93,896 2,120,670 2,652,550
Growth Fund of America 39,326 708,853 738,552
Euro Pacific Growth Fund 19,271 519,733 501,421
Capital World Growth & Income 17,629 429,356 432,075
Bond Fund of America 12,870 177,397 180,179
Income Fund of America 16,360 281,108 290,717
Participant Loans 938,488 938,488 938,488
----------- -----------
$12,442,266 $22,591,595
=========== ===========
17
<PAGE>
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 December 31, 1997
Purchase Selling Cost of Net
Identity Shares price price asset gain/loss
-------- --------- ---------- ---------- ---------- ---------
Smith Barney Money
Funds Cash Portfolio
Purchases
(311 transactions) 5,490,239 $5,490,239 $ - $ - $ -
Sales
(293 transactions) 5,612,998 - 5,612,998 5,612,998 -
18
<PAGE>
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: June 29, 1998 /s/ Stephen J. Chapko
--------------------------------
Stephen J. Chapko
Secretary of the Plan Administration
Committee
<PAGE>
EXHIBIT 23.1
CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
---------------------------------------------------
We have issued our report dated June 15, 1998, accompanying the financial
statements and schedules included in the Kent Electronics Corporation Tax-
Deferred Savings and Retirement Plan and Trust's Form 11-K for the year ended
December 31, 1997. We hereby consent to the incorporation by reference of said
report in the Registration Statement of Kent Electronics Corporation on Form S-8
(File No. 33-18527).
GRANT THORNTON LLP
Houston, Texas
June 29, 1998