SEC Filing | Avnet, Inc.

1 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 26, 2000 A V N E T, I N C. (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)

2 Item 5. Other Events and Regulation FD Disclosure. The following Press Release of Avnet, Inc. was issued on October 26, 2000. Such Press Release is filed as Exhibit 99 attached hereto. Item 7. Financial Statements and Exhibits. (a) See Exhibit 99. (b) Inapplicable. (c) Exhibits: 27. Financial Data Schedule (electronic filing only) 99. Press Release of Avnet, Inc. No other item of this report form is presently applicable to the Registrant. S I G N A T U R E 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: October 26, 2000 By: /s/ Raymond Sadowski _______________________________ Raymond Sadowski Senior Vice President and Chief Financial Officer

3 EXHIBIT INDEX Exhibit Number Description of Exhibit - -------------- ---------------------- 27 Financial Data Schedule (electronic filing only) 99 Press Release of Avnet, Inc.

5 1,000 3-MOS JUN-29-2001 JUL-01-2000 SEP-29-2000 63,542 0 2,071,416 46,524 2,062,628 4,226,562 612,170 310,159 5,748,732 2,294,740 1,378,094 0 0 92,228 1,983,670 5,748,732 2,957,227 2,957,227 2,517,614 2,790,983 0 0 35,126 130,139 54,568 75,571 0 0 0 75,571 0.82 0.81

1 EXHIBIT 99 [AVNET LOGO] Avnet, Inc. 2211 South 47 Street PRESS RELEASE Phoenix, AZ 85034 OCTOBER 26, 2000 AVNET REPORTS RECORD FIRST QUARTER SALES AND EARNINGS Phoenix, Arizona - Avnet, Inc. (NYSE:AVT) reported today record results for its first quarter ended September 29, 2000. Net income was a record $75.6 million, or $0.81 per share on a diluted basis, in the first quarter of fiscal 2001 more than double the net income, excluding special charges, of $26.1 million, or $0.37 per share on a diluted basis, in the first quarter of last year. First quarter fiscal net income and diluted earnings per share were 189% and 119%, respectively, higher than in last year's first quarter. Sales for the current year's first quarter were a record $2.96 billion, up 79% as compared with sales of $1.65 billion in the first quarter of the prior year. Including the special charges described on the attached financial statements, the prior year's net income and diluted earnings per share were $22.1 million and $0.31, respectively. Roy Vallee, Avnet's Chairman and CEO, stated "I am extremely pleased with our record results which represent significant improvement in both sales and earnings highlighted by operating income margin of 5.6%, the fourth consecutive quarter of sequential improvement excluding special items." Mr. Vallee added "These outstanding results were achieved even though our first fiscal quarter is usually impacted by the typical industry summer slowdown thus providing further evidence that the electronic components industry environment continues to be very healthy. Our results also reflect benefits from our recent successful acquisition activity." Mr. Vallee further commented "Our Electronics Marketing group benefited from the continued robust conditions in the global electronics components market and from the synergy and other benefits associated with our recent acquisitions. We are also encouraged by our Computer Marketing group's results which reflect the overall strength in the computer market and the additional sales resulting from the July 3, 2000 acquisition of Savoir Technology. Despite continued weakness in the microprocessor market, our Avnet Applied Computing group posted another quarter of sequential improvement in operating income as its embedded solutions division experienced strong growth during the period." Mr. Vallee concluded by saying "We have received European Union approval to proceed with our acquisition of the EBV, WBC, Atlas Services (Europe) and RKE Systems businesses of Veba Electronics and we expect to close the transaction by the end of October 2000." Phoenix, Arizona, USA-based Avnet, Inc. (NYSE:AVT), a Fortune 500 company with annual sales exceeding $9 billion, is one of the world's largest distributors of semiconductors, interconnect, passive and electromechanical components and computer products from the leading manufacturers. Serving customers in 60 countries, Avnet markets, inventories and adds value to these products and provides world-class supply-chain management and engineering services. The Company's web site is located at www.avnet.com. Contact: John Hovis, SVP Investor Relations or Raymond Sadowski, SVP & CFO * Telephone (480) 643-7291 * Fax (480) 643-7370 Internet: http://www.avnet.com * e-mail: john.hovis@avnet.com

2 AVNET, INC. (MILLIONS EXCEPT PER SHARE DATA) INCLUDING SPECIAL ITEMS(1) FIRST QUARTERS ENDED -------------------- SEPTEMBER 29, OCTOBER 1, 2000 1999(1) % CHANGE ------------- ---------- -------- Sales $2,957.2 $1,654.3 + 79% Income before income taxes 130.1 39.4 + 230% Net income 75.6 22.1 + 241% Earnings per share: Basic $0.82 $0.31 + 165% Diluted $0.81 $0.31 + 161% EXCLUDING SPECIAL ITEMS FIRST QUARTERS ENDED -------------------- SEPTEMBER 29, OCTOBER 1, 2000 1999 % CHANGE ------------- ---------- -------- Sales $2,957.2 $1,654.3 + 79% Income before income taxes 130.1 45.5 + 186% Net income 75.6 26.1 + 189% Earnings per share: Basic $0.82 $0.37 + 122% Diluted $0.81 $0.37 + 119% (1) Fiscal 2000 first quarter results include the impact of incremental special charges associated with the reorganization of the Company's Electronics Marketing European operations amounting to $6.1 million pre-tax, $4.0 million after-tax and $0.06 per share on a diluted basis. All per share data for fiscal 2000 has been restated to reflect a two-for-one split of the Company's common stock approved by the Board of Directors on August 31, 2000 and distributed on September 28, 2000 to shareholders of record on September 18, 2000. 2

3 AVNET, INC. CONSOLIDATED STATEMENTS OF INCOME (THOUSANDS EXCEPT PER SHARE DATA) INCLUDING SPECIAL ITEMS FIRST QUARTERS ENDED -------------------- SEPTEMBER 29, OCTOBER 1, 2000 1999(1) ------------ ---------- SALES $2,957,227 $1,654,323 COST OF SALES 2,517,614 1,423,520 ---------- ---------- GROSS PROFIT 439,613 230,803 OPERATING EXPENSES 273,369 182,360 ---------- ---------- OPERATING INCOME 166,244 48,443 OTHER INCOME (EXPENSE), NET (979) 813 INTEREST EXPENSE (35,126) (9,866) ---------- ---------- INCOME BEFORE INCOME TAXES 130,139 39,390 INCOME TAXES 54,568 17,244 ---------- ---------- NET INCOME $75,571 $22,146 ========== ========== EARNINGS PER SHARE: BASIC $0.82 $0.31 ========== ========== DILUTED $0.81 $0.31 ========== ========== SHARES USED TO COMPUTE EARNINGS PER SHARE: BASIC 92,174 70,400 ========== ========== DILUTED 93,556 70,809 ========== ========== (1) Fiscal 2000 first quarter results include the impact of incremental special charges associated with the reorganization of the Company's Electronics Marketing European operations amounting to $6.1 million pre-tax, $4.0 million after-tax and $0.06 per share on a diluted basis. All share and per share data for fiscal 2000 have been restated to reflect a two-for-one split of the Company's common stock approved by the Board of Directors on August 31, 2000 and distributed on September 28, 2000 to shareholders of record on September 18, 2000. 3

4 AVNET, INC. CONSOLIDATED STATEMENTS OF INCOME (THOUSANDS EXCEPT PER SHARE DATA) EXCLUDING SPECIAL ITEMS FIRST QUARTERS ENDED ____________________ SEPTEMBER 29, OCTOBER,1 2000 1999(1) _____________ __________ Sales $2,957,227 $1,654,323 Cost of Sales 2,517,614 1,423,520 __________ _________ Gross profit 439,613 230,803 Operating expenses 273,369 176,249 __________ _________ Operating income 166,244 54,554 Other income (expense), net (979) 813 Interest expense (35,126) (9,866) __________ __________ Income before income taxes 130,139 45,501 Income taxes 54,568 19,379 __________ __________ Net Income $75,571 $26,122 ========== =========== Earnings per share: Basic $0.82 $0.37 ========== =========== Diluted $0.81 $0.37 ========== =========== Shares used to compute earnings per share: Basic 92,174 70,400 ========== =========== Diluted 93,556 70,809 ========== =========== (1) Fiscal 2000 first quarter results exclude the impact of incremental special charges associated with the reorganization of the Company's Electronics Marketing European operations amounting to $6.1 million pre-tax, $4.0 million after-tax and $0.06 per share on a diluted basis. All share and per share data for fiscal 2000 have been restated to reflect a two-for-one split of the Company's common stock approved by the Board of Directors on August 31, 2000 and distributed on September 28, 2000 to shareholders of record on September 18, 2000.

5 AVNET, INC. CONSOLIDATED BALANCE SHEETS (THOUSANDS) SEPTEMBER 29, JUNE 30, 2000 2000 --------------- ---------- Assets: Current assets: Cash and cash equivalents $63,542 $167,192 Receivables 2,024,892 1,750,827 Inventories 2,062,628 1,887,280 Other 75,500 67,956 ---------- ---------- Total current assets 4,226,562 3,873,255 Property, plant & equipment 302,011 289,902 Goodwill 953,882 856,831 Other assets 266,277 224,367 ---------- ---------- Total assets 5,748,732 5,244,355 ---------- ---------- Less liabilities: Current liabilities: Borrowings due within one year 804,687 499,287 Accounts payable 1,125,230 1,102,510 Accrued expenses and other 364,823 301,977 ---------- ---------- Total current liabilities 2,294,740 1,903,774 Long-term debt, less due within one year 1,378,094 1,438,610 ---------- ---------- Total liabilities 3,672,834 3,342,384 ---------- ---------- Shareholders' equity $2,075,898 $1,901,971 ========== ========== 5

6 AVNET, INC. SEGMENT INFORMATION (MILLIONS) FIRST QUARTERS ENDED SEPTEMBER 29, OCTOBER 1, SALES 2000 1999 - ---------------------------------- ------------- ---------- ELECTRONICS MARKETING $2,093.1 $1,226.0 COMPUTER MARKETING 590.6 428.3 AVNET APPLIED COMPUTING (1) 273.5 -- -------- -------- CONSOLIDATED $2,957.2 $1,654.3 ======== ======== OPERATING INCOME - ---------------------------------- ELECTRONICS MARKETING $ 158.7 $ 59.3 COMPUTER MARKETING 15.9 8.6 AVNET APPLIED COMPUTING (1) 11.1 -- HEADQUARTERS (19.5) (13.4) -------- -------- CONSOLIDATED BEFORE SPECIAL ITEMS 166.2 54.5 SPECIAL ITEMS -- (6.1) -------- -------- CONSOLIDATED $ 166.2 $ 48.4 ======== ======== (1) Avnet Applied Computing, which was created by combining certain business segments from Electronics Marketing ("EM") and Computer Marketing ("CM"), started operating in North America as of the beginning of the second quarter of fiscal 2000, in Europe in the third quarter of fiscal 2000 and in Asia in the first quarter of fiscal 2001. The results for the prior periods have not been restated and are included in EM and CM. 6