SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
Permira (Europe) Ltd.

(Last) (First) (Middle)
TRAFALGAR COURT, LES BANQUES

(Street)
ST. PETER PORT, GUERNSEY CH IS XX GY13QL

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/05/2005
3. Issuer Name and Ticker or Trading Symbol
AVNET INC [ AVT ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 13,196,107(1) I(2) -(2)
Common Stock 958,515(1) I(3) -(3)
Common Stock 514,830(1) I(4) -(4)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Permira (Europe) Ltd.

(Last) (First) (Middle)
TRAFALGAR COURT, LES BANQUES

(Street)
ST. PETER PORT, GUERNSEY CH IS XX GY13QL

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Permira UK Venture IV Nominees Ltd

(Last) (First) (Middle)
TRAFALGAR COURT, LES BANQUES

(Street)
ST. PETER PORT, GUERNSEY CH IS XX GY13QL

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Permira Europe II Managers L.P.

(Last) (First) (Middle)
TRAFALGAR COURT, LES BANQUES

(Street)
ST. PETER PORT, GUERNSEY CH IS XX GY13QL

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Permira Europe II Nominees Ltd

(Last) (First) (Middle)
TRAFALGAR COURT, LES BANQUES

(Street)
ST. PETER PORT, GUERNSEY CH IS XX GY13QL

(City) (State) (Zip)
1. Name and Address of Reporting Person*
SV (Nominees) LTD

(Last) (First) (Middle)
TRAFALGAR COURT, LES BANQUES

(Street)
ST. PETER PORT, GUERNSEY CH IS XX GY13QL

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Schroder Ventures Investment LTD

(Last) (First) (Middle)
TRAFALGAR COURT, LES BANQUES

(Street)
ST. PETER PORT, GUERNSEY CH IS XX GY13QL

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Schroder Venture Managers (Guernsey) LTD

(Last) (First) (Middle)
TRAFALGAR COURT, LES BANQUES

(Street)
ST. PETER PORT, GUERNSEY CH IS XX GY13QL

(City) (State) (Zip)
Explanation of Responses:
1. Does not include shares held in escrow pursuant to the Securities Acquisition Agreement, dated as of April 26, 2005 among Avnet, Inc., the Sellers named therein and Memec Group Holdings Limited
2. These shares are owned directly by Permira Europe II Nominees Limited, a company incorporated in Guernsey ("PE2"). Permira (Europe) Limited is the general partner of Permira Europe II Managers L.P., which is the general partner for each of the partnerships comprising the Permira Europe Fund II. Both Permira (Europe) Limited and Permira Europe II Managers L.P. are indirect beneficial owners of the reported securities and disclaim beneficial ownership of these securities except to the extent of their pecuniary interest therein. The shares held of record by PE2 include (i) 13,068,766 shares held on behalf of four limtied partnerships that comprise the Permira Europe Fund II, and (ii) 127,341 shares held on behalf of the Permira Europe II Co-Investment Scheme.
3. These shares are owned directly by Permira UK Venture IV Nominees Limited, a company incorporated in Guernsey ("VF4"). The shares held of record by VF4 include (i) 950,442 shares held on behalf of one trust and two limited partnerships that comprise the Permira UK Venture Fund IV, and (ii) 8,073 shares held on behalf of the Schroder UK Venture Fund IV Co-Investment Scheme. Schroder Venture Managers (Guernsey) Limited acts as the manager of Schroder Venture Managers Inc., the general partner of the two limited partnerships, and Barings (Guernsey) Limited, the trustee of the trust, which comprise the Permira UK Venture Fund IV. Schroder Venture Managers (Guernsey) Limited is an indirect beneficial owner of the reported securities and disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein.
4. These shares are owned directly by SV (Nominees) Limited ("SV"), a company incorporated in Guernsey. SV is the nominee for Schroder Ventures Investment Limited, who is an indirect beneficial owner of the reported securities and disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein.
Remarks:
PE2, VF4 and SV are members of a group for purposes of Section 13(d) of the Exchange Act.
/s/John Marren 07/15/2005
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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