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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
Date of Report (Date of earliest event reported): October 31, 2000
AVNET, INC.
(Exact name of Registrant as Specified in its Charter)
New York 1-4224 11-1890605
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
2211 South 47th Street, Phoenix, Arizona 85034
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code - (480) 643-2000
Not Applicable
(Former Name or Former Address if Changed Since Last Report)
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Item 2. Acquisition or Disposition of Assets.
(a) On October 31, 2000, the Registrant completed its acquisition of certain
European operations of the VEBA Electronics Group from Germany-based E.On AG
consisting of (a) the Germany-headquartered EBV Group, consisting of EBV
Electronik and WBC, both pan-European semiconductor distributors, and Atlas
Services Europe, a logistics provider for EBV Electronik and WBC; and (b) the
Germany-based RKE Systems, a computer products and services distributor. The
Registrant had entered into a share purchase agreement on August 7, 2000, as
part of a consortium consisting of the Registrant, Schroder Ventures and another
distributor, to purchase the VEBA Electronics Group for approximately $2.35
billion in cash, including the assumption of debt. The amount paid by the
Registrant at closing on October 31, 2000 was $740.7 million, which includes the
payoff of substantially all of the debt on the books of the companies acquired
by the Registrant and is subject to post-closing adjustments. As part of the
agreement among the consortium members, the Registrant also loaned $50.0 million
to Schroder Ventures to enable Schroder Ventures to close the transaction.
The Registrant financed the acquisition through the issuance of
short-term and long-term debt. In October 2000, the Registrant sold in
underwritten public offerings $325,000,000 of Floating Rate Notes due 2001 and
$250,000,000 of 8.20% Notes due 2003. In addition, in October 2000 the
Registrant entered into a $1.25 billion 364-day revolving credit facility with a
syndicate of banks led by Bank of America and Chase Manhattan Bank.
(b) Assets acquired by the Registrant in the acquisition include real property,
equipment and inventory used by the acquired companies in the business of
distributing electronic components and computer products. The Registrant
intends to continue such use for these assets.
Item 7. Financial Statements and Exhibits.
(a) Financial statements of businesses acquired.
Pursuant to Item 7(a)(4) of Form 8-K, the financial statements required
by Item 7(a) will be filed by amendment to this Report not later than
60 days after November 15, 2000, the date that this Report is required
to be filed.
(b) Pro forma financial information.
Pursuant to Item 7(b)(2) of Form 8-K, the pro forma financial
information required by Item 7(b) will be filed by amendment to this
Report not later than 60 days after November 15, 2000, the date that
this Report is required to be filed.
(c) Exhibits.
2. Share Purchase Agreement dated August 7, 2000 by and among VEBA
Electronics GmbH, EBV Verwaltungs GmbH i.L., Viterra Grundstucke
Verwaltungs GmbH, VEBA Electronics LLC, VEBA Electronics Beteiligungs
GmbH, VEBA Electronics (UK) Plc, Raab Karcher Electronics Systems Plc,
and E.ON
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Aktiengesellshcaft and Arrow Electronics, Inc., the Registrant and
Cherrybright Limited (incorporated herein by reference to the
Registrant's Current Report on Form 8-K bearing cover date of August 7,
2000, Exhibit 2).*
SIGNATURE
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 thereunto duly authorized.
AVNET, INC.
(Registrant)
Date: November 15, 2000 By: /s/ Raymond Sadowski
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Raymond Sadowski
Senior Vice President and
Chief Financial Officer
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* This exhibit does not include the exhibits and schedules thereto as listed in
its table of contents. The Registrant undertakes to furnish any such exhibits
and schedules to the Securities and Exchange upon its request.
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EXHIBIT INDEX
Exhibit Number Description of Exhibit
2 Share Purchase Agreement dated August
7, 2000 by and among VEBA Electronics
GmbH, EBV Verwaltungs GmbH i.L.,
Viterra Grundstucke Verwaltungs GmbH,
VEBA Electronics LLC, VEBA Electronics
Beteiligungs GmbH, VEBA Electronics
(UK) Plc, Raab Karcher Electronics
Systems Plc, and E.ON
Aktiengesellshcaft and Arrow
Electronics, Inc., the Registrant, and
Cherrybright Limited (incorporated
herein by reference to the
Registrant's Current Report on Form
8-K bearing cover date of August 7,
2000, Exhibit 2).*
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* This exhibit does not include the exhibits and schedules thereto as listed in
its table of contents. The Registrant undertakes to furnish any such exhibits
and schedules to the Securities and Exchange Commission upon its request
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