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As filed with the Securities and Exchange Commission on October 11, 2000.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
October 10, 2000
Date of Report (Date of earliest event reported)
Kent Electronics Corporation
(Exact Name of Registrant as Specified in its Charter)
Delaware 0-14643 74-1763541
(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
1111 Gillingham Lane
Sugar Land, Texas 77478
(Address of Principal Executive Offices) (Zip Code)
(281) 243-4000
(Registrant's telephone number,
including area code)
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INFORMATION TO BE INCLUDED IN THE REPORT
Item 2. Acquisition or Disposition of Assets
On October 10, 2000, Kent Electronics Corporation, a Texas corporation (the
"Company"), sold 100% of the common stock of K*TEC Electronics Corporation, a
wholly-owned subsidiary of the Company ("K*TEC"), to Thayer-BLUM Funding II,
L.L.C., a Delaware limited liability company ("Thayer-BLUM") for aggregate
consideration of $225 million consisting of $175 million cash and a $50 million
senior secured note maturing February 10, 2001. After closing, the purchase
price will be increased or decreased by the amount K*TEC's net assets as of
October 7, 2000 are above or below $177 million. For more information
concerning the purchase and sale of the common stock of K*TEC, reference is made
to that certain Stock Purchase Agreement by and between the Company and Thayer-
BLUM dated October 10, 2000, which is attached as Exhibit 2.1 to this Current
Report on Form 8-K and which is incorporated herein by reference. The Company's
press release announcing this sale is attached as Exhibit 99.1 to this Current
Report on Form 8-K.
Item 7. Financial Statements and Exhibits.
(b) Pro Forma Financial Information
As of the filing date of this Form 8-K, the Company has found it
impracticable to file the required pro forma financial information for K*TEC.
The Company intends to file the required pro forma financial information at the
earliest practicable date but in any event no later than 60 days after the date
the initial report on Form 8-K was required to be filed.
(c) Exhibits
2.1 Stock Purchase Agreement by and among Kent Electronics
Corporation and Thayer-BLUM Funding II, L.L.C., dated October 10,
2000
99.1 Press release dated October 10, 2000.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: October 11, 2000 KENT ELECTRONICS CORPORATION
By: /s/ Stephen J. Chapko
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Stephen J. Chapko
Chief Financial Officer
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INDEX TO EXHIBITS
Exhibit No. Description of Exhibit
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2.1 Stock Purchase Agreement by and among Kent Electronics Corporation and
Thayer-BLUM Funding II, L.L.C., dated as of October 10, 2000.
99.1 Press release dated October 10, 2000.
