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SECURITIES AND EXCHANGE COMMISSION
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): April 17, 2002
AVNET, INC.
New York
| 1-4224 | 11-1890605 | |
| (Commission File Number) | (I.R.S. Employer Identification No.) | |
| 2211 South 47th Street, Phoenix, Arizona | 85034 | |
| (Address of principal executive offices) | (Zip Code) | |
(480) 643-2000
Not Applicable
| Item 7. Financial Statements and Exhibits. | ||||||||
| SIGNATURE | ||||||||
| EXHIBIT INDEX | ||||||||
| EX-16 | ||||||||
| EX-99 | ||||||||
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Item 4. Change in Registrant’s Certifying Accountant.
On April 17, 2002 Avnet, Inc. (“Avnet” or “the Corporation”) dismissed its independent auditor, Arthur Andersen LLP (“Arthur Andersen”) and appointed KPMG LLP (“KPMG”) as its new independent auditor, effective immediately. These actions were approved by the Corporation’s Board of Directors upon the recommendation of its Audit Committee. KPMG will audit the consolidated financial statements of the Corporation for the fiscal year ending June 28, 2002.
During the two most recent fiscal years ended June 29, 2001 and June 30, 2000, and the subsequent interim periods through the date of this report, there was no disagreement between the Corporation and Arthur Andersen, as defined in Item 304 of Regulation S-K, on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement, if not resolved to Arthur Andersen’s satisfaction, would have caused Arthur Andersen to make reference to the subject matter of such disagreement in connection with its reports, and there occurred no reportable events as defined in Item 304(a)(1)(v) of Regulation S-K.
The audit reports of Arthur Andersen on the consolidated financial statements of Avnet for the fiscal years ended June 29, 2001 and June 30, 2000 did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles.
During the two most recent fiscal years of Avnet ended June 29, 2001 and June 30, 2000, and the subsequent interim periods through the date of this report, neither the Corporation nor anyone on its behalf consulted with KPMG regarding any of the matters or events set forth in Item 304(a)(2)(i) and (ii) of Regulation S-K.
Avnet has provided Arthur Andersen with a copy of the foregoing statements. Attached as Exhibit 16 is a copy of Arthur Andersen’s letter to the Securities and Exchange Commission dated April 23, 2002, stating its agreement with such statements.
Item 7. Financial Statements and Exhibits.
| (a) | Inapplicable |
| (b) | Inapplicable |
| (c) | Exhibits: |
| 16 | Letter of Arthur Andersen LLP to the Securities and Exchange Commission dated April 23, 2002 | |
| 99 | Press Release of Avnet, Inc. dated April 23, 2002 |
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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: April 23, 2002 | By: | /s/ Raymond Sadowski | ||||
| Raymond Sadowski Senior Vice President and Chief Financial Officer |
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EXHIBIT INDEX
| Exhibit Number | Description of Exhibit | |
| 16 | Letter of Arthur Andersen LLP to the Securities and Exchange Commission dated April 23, 2002 | |
| 99 | Press Release of Avnet, Inc. dated April 23, 2002 |
EXHIBIT 16
April 23, 2002
Office of the Chief Accountant
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Sir or Madam:
We have read paragraphs one, two, three and five of Item 4 included in the Current Report on Form 8-K dated April 17, 2002, of Avnet, Inc. to be filed with the Securities and Exchange Commission, and are in agreement with the statements contained therein.
Very truly yours,
| /s/ Arthur Andersen LLP | ||||
ia
| Copy to: |
Mr. Raymond Sadowski Senior Vice President and Chief Financial Officer Avnet, Inc. |
 |
Avnet, Inc. 2211 South 47 Street Phoenix, AZ 85034 |
PRESS RELEASE
April 23, 2002
AVNET APPOINTS KPMG AS INDEPENDENT AUDITOR
Phoenix, Arizona — April 23, 2002 – Avnet, Inc. (NYSE:AVT) announced today that its Board of Directors has appointed KPMG LLP as the Company’s independent auditor. KPMG replaces Arthur Andersen LLP and the change is effective immediately.
The selection of KPMG was made after careful consideration of several top-ranked public accounting firms by Avnet’s Board of Directors, its Audit Committee and its management. “We look forward to working with KPMG as our new independent auditor,” said Raymond Sadowski, Senior Vice President and CFO.
“Arthur Andersen has served as Avnet’s independent auditor since 1991 and has provided Avnet with excellent service in a professional manner,” Mr. Sadowski stated. “We would like to publicly thank Arthur Andersen for its work on our behalf over the years, and in particular those individuals with whom we have worked.”
For more information regarding Avnet’s change of auditors, please review the Company’s Form 8-K filing with the Securities and Exchange Commission.
Phoenix-based Avnet Inc., a Fortune 500 company, is one of the world’s largest distributors of semiconductors, interconnect, passive and electromechanical components, enterprise network and computer equipment, and embedded sub-systems from leading manufacturers. Serving customers in 63 countries, Avnet markets, inventories and adds value to these products and provides world-class supply-chain management and engineering services. Avnet’s Web site is located at www.avnet.com.
Contact: John Hovis, VP& Director of Investor Relations or Raymond Sadowski, SVP & CFO *
Telephone (480) 643-7294 * Fax (480) 643-7370
Internet: http://www.avnet.com * e-mail: john.hovis@avnet.com