Obligation AvnetTech 6% ( US053807AM57 ) en USD

AvnetTech

100 % ⇌

Etas-Unis

US053807AM57 ( en USD )

6% par an ( paiement semestriel )

01/09/2015 - Obligation échue

Prospectus brochure de l'obligation Avnet US053807AM57 en USD 6%, échue

1 000 USD

250 000 000 USD

053807AM5

BBB- ( Qualité moyenne inférieure )

Baa3 ( Qualité moyenne inférieure )

Avnet est un distributeur mondial de composants électroniques et de solutions d'intégration, offrant une large gamme de produits et services aux fabricants et aux concepteurs.

L'instrument financier examiné ici est une obligation d'entreprise émise par Avnet, un distributeur mondial majeur de composants électroniques, de solutions informatiques d'entreprise et de services techniques, jouant un rôle pivot dans la chaîne d'approvisionnement technologique en fournissant des services allant de la conception à la logistique, et dont le siège social est basé aux États-Unis, pays d'émission de cette dette. Identifiée par son code ISIN US053807AM57 et son code CUSIP 053807AM5, cette obligation, libellée en dollars américains (USD), offrait un taux d'intérêt nominal de 6% et avait une taille d'émission totale substantielle de 250 000 000 USD, avec une taille minimale d'achat fixée à 1 000 USD. Les paiements d'intérêts étaient structurés pour intervenir avec une fréquence semestrielle (2 fois par an). Au moment de son échéance, fixée au 1er septembre 2015, l'obligation a été intégralement remboursée à 100% de sa valeur nominale, signifiant le respect par Avnet de ses engagements de dette. Sa qualité de crédit était évaluée par les agences de notation financière, recevant une notation BBB- de Standard & Poor's (S&P) et Baa3 de Moody's, des notes qui la plaçaient dans la catégorie "investment grade" (qualité d'investissement), indiquant une capacité adéquate de l'émetteur à honorer ses obligations financières, bien que se situant dans les niveaux inférieurs de cette catégorie.

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Table of Contents
Prospectus Supplement
Filed Pursuant to Rule
August 16, 2005
424(b)(2)
(To Prospectus dated November 10, 2003)
Registration No. 333-107474
$250,000,000

Avnet, Inc.
6.00% Notes Due 2015

Avnet will pay interest on the notes on March 1 and September 1 of each year. The first interest payment will
be made on March 1, 2006. The notes will mature on September 1, 2015. Avnet may redeem some or all of the notes
at any time at the "make-whole" redemption price set forth in this prospectus supplement under "Description of
Notes -- Optional Redemption."
The notes will be Avnet's unsecured senior obligations and will rank equally with Avnet's other unsecured senior
indebtedness from time to time outstanding.
Neither the Securities and Exchange Commission nor any state securities commission has approved or
disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus to which
it relates is truthful or complete. Any representation to the contrary is a criminal offense.

Per Note

Total

Price to public(1)

99.343%

$
248,357,500
Underwriting discounts and commissions

0.750%

$
1,875,000
Proceeds (before expenses) to Avnet(1)

98.593%

$
246,482,500

(1)
Plus accrued interest from August 19, 2005, if settlement occurs after that date.
Delivery of the notes in book-entry form only will be made through the facilities of The Depository Trust
Company on or about August 19, 2005.

Joint Book-Running Managers
Banc of America Securities
Credit Suisse First Boston
LLC
Lead Manager
JPMorgan
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Scotia Capital
ABN AMRO
BNP PARIBAS
Wachovia Securities
Incorporated
TABLE OF CONTENTS
Prospectus Supplement

Page

Forward-Looking Statements

iii
Additional Information

iii
Prospectus Summary

S-1
Use of Proceeds

S-7
Capitalization

S-7
Description of the Notes

S-9
Material U.S. Federal Income Tax Considerations to Non-U.S. Holders

S-13
Underwriting

S-15
Notice to Canadian Residents

S-17
Legal Matters

S-18
Experts

S-18
Prospectus

Page

About This Prospectus

3
The Company

3
Ratios of Earnings to Fixed Charges

4
Use of Proceeds

4
Description of Debt Securities

5

Ranking of Debt Securities

6

Conversion Rights

8

Exchange, Registration, Transfer and Payment

8

Global Debt Securities

8

Covenants

9

Restrictions on Mergers and Consolidations

12

Events of Default

12

Modification of the Indenture

13

Defeasance and Discharge

13

Concerning the Trustee

13
Description of Capital Stock

14

Board of Directors

14

Power to Call Special Shareholders Meetings

14

Actions by Written Consent of Shareholders

15

Dividends and Repurchases of Shares

15

Approval of Certain Business Combinations and Reorganizations

15

Business Combination Following a Change in Control

15

Dissenters' Appraisal Rights

15
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Table of Contents

Page

Description of Warrants

16

Debt Warrants

16

Equity Warrants

17

Exercise of Warrants

17
Description of Stock Purchase Contracts and Stock Purchase Units

18
Description of Units

18
Plan of Distribution

19
Legal Matters

20
Experts

20
Where You Can Find More Information

21

You should rely only on the information contained or incorporated by reference in this prospectus supplement or the
accompanying prospectus or to which Avnet has referred you. Avnet has not authorized anyone to provide you with
information that is different. This prospectus supplement and the accompanying prospectus may only be used where it is
legal to sell these securities. The information contained or incorporated by reference in this prospectus supplement or the
accompanying prospectus may only be accurate as of the date of the applicable document.
References in this prospectus supplement and the accompanying prospectus to "we," "us," "our" and "Avnet" are to
Avnet, Inc. and its consolidated subsidiaries unless we state otherwise or unless the context otherwise requires.
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Table of Contents
FORWARD-LOOKING STATEMENTS
This prospectus supplement and the accompanying prospectus contain or incorporate by reference forward-
looking statements with respect to Avnet's financial condition, results of operations and business. You can find many
of these statements by looking for words like "believes," "expects," "anticipates," "estimates" or similar expressions
in this prospectus supplement and the accompanying prospectus or documents incorporated by reference therein.
These forward-looking statements are subject to numerous assumptions, risks and uncertainties. Factors that may
cause actual results to differ materially from those contemplated by the forward-looking statements include the
following:

· A technology industry down-cycle, particularly in the semiconductor sector, would adversely affect Avnet's
expected operating results.

· Competitive pressures among distributors of electronic components and computer products may increase
significantly through entry of new competitors or otherwise.

· General economic or business conditions, domestic and foreign, may be less favorable than management
expected, resulting in lower sales and declining operating results which can, in turn, impact Avnet's credit
ratings, debt covenant compliance and liquidity, as well as Avnet's ability to maintain existing unsecured
financing or to obtain new financing.

· Avnet's ability to successfully integrate the Memec acquisition may impact Avnet's ability to achieve the
desired synergy savings in the combined business.

· Legislative or regulatory changes may adversely affect the businesses in which Avnet is engaged.

· Adverse changes may occur in the securities markets.

· Changes in interest rates and currency fluctuations may reduce Avnet's profit margins.

· Avnet may be adversely affected by the allocation of products by suppliers.
Because forward-looking statements are subject to risks and uncertainties, actual results may differ materially
from those expressed or implied by them. Management cautions you not to place undue reliance on these statements,
which speak only as of the date of this prospectus supplement.
Avnet does not undertake any obligation to update publicly or revise any forward-looking statements, whether as
a result of new information, future events or otherwise.
ADDITIONAL INFORMATION
This prospectus supplement and the accompanying prospectus are a part of a registration statement on Form S-3,
Registration No. 333-107474, which Avnet filed with the Securities and Exchange Commission (the "SEC") under
the Securities Act of 1933, as amended (the "Securities Act"). Avnet refers you to this registration statement for
further information concerning Avnet and this offering of its securities.
Avnet files annual, quarterly and special reports, proxy statements and other information with the SEC (File
Number 1-4224). These filings contain important information which does not appear in this prospectus supplement or
the accompanying prospectus. For further information about Avnet, you may obtain these filings over the Internet at
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the SEC's web site at http://www.sec.gov. Avnet also posts certain of these filings on its web site at www.avnet.com.
Information contained on our website is not intended to be incorporated by reference in this prospectus supplement
or the accompanying prospectus and you should not consider that information a part of this prospectus supplement or
the accompanying prospectus. Our website address is included in this prospectus supplement as an inactive textual
reference only. You may also read and copy these filings at the SEC's Public Reference Room at 100 F Street, N.E.,
Room 1580 Washington, D.C. 20549. You may obtain information on the operation of the public reference room by
calling the SEC at 1-800-732-0330.
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Table of Contents
The SEC allows Avnet to "incorporate by reference" information into this prospectus supplement and the
accompanying prospectus, which means that Avnet can disclose important information to you by referring you to
other documents which Avnet has filed or will file with the SEC. Avnet is incorporating by reference in this
prospectus supplement and the accompanying prospectus:

· Avnet's Annual Report on Form 10-K for the fiscal year ended July 3, 2004,

· Avnet's Quarterly Report on Form 10-Q for the quarter ended, October 2, 2004,

· Avnet's Quarterly Report on Form 10-Q for the quarter ended, January 1, 2005,

· Avnet's Quarterly Report on Form 10-Q for the quarter ended, April 2, 2005, and

· Avnet's Current Reports on Form 8-K bearing cover dates of April 26, 2005, May 18, 2005, July 5, 2005, as
amended on August 15, 2005, and August 10, 2005.
All documents which Avnet has filed or will file, as applicable, with the SEC pursuant to Section 13(a), 13(c), 14
or 15(d) of the Securities Exchange Act, as amended (the "Exchange Act") (excluding information "furnished"
pursuant to Item 2.02 or Item 7.01 on any current report on Form 8-K), after the date of this prospectus supplement
and the accompanying prospectus and before the termination of this offering of Avnet's securities will be deemed to
be incorporated by reference in this prospectus supplement and the accompanying prospectus and to be a part of it
from the filing dates of such documents. Certain statements in and portions of this prospectus supplement update and
replace information in the above listed documents incorporated by reference. Likewise, statements in or portions of a
future document incorporated by reference in this prospectus supplement and the accompanying prospectus may
update and replace statements in and portions of this prospectus supplement and the accompanying prospectus or the
above listed documents. Nothing in this prospectus supplement and the accompanying prospectus shall be deemed to
incorporate information furnished but not filed with the SEC.
Avnet shall provide you without charge, upon your written or oral request, a copy of the indenture or other
agreement relating to Avnet's securities offered by this prospectus supplement and the accompanying prospectus,
and any of the documents incorporated by reference in this prospectus supplement and the accompanying prospectus,
other than exhibits to such documents which are not specifically incorporated by reference into such documents.
Please direct your written or telephone requests to the Corporate Secretary, Avnet, Inc., 2211 South 47th Street,
Phoenix, Arizona 85034 (Telephone 480-643-2000).
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Table of Contents
PROSPECTUS SUMMARY
The following summary contains information about Avnet and this offering. It does not contain all of the
information that may be important to you in making a decision to purchase the notes. For a more
comprehensive understanding of Avnet and this offering, Avnet urges you to read this entire prospectus
supplement and the accompanying prospectus carefully, including the documents incorporated by reference
herein, and Avnet's consolidated financial statements and related notes contained in such documents.
Avnet, Inc.
Avnet is one of the world's largest industrial distributors, based on sales, of electronic components,
enterprise computer products and embedded subsystems. Avnet provides cost-effective services and solutions
vital to a broad base of more than 100,000 original equipment manufacturers ("OEMs"), contract manufacturers,
original design manufacturers, value-added resellers ("VARs") and end-users. Avnet distributes electronic
components, computer products and software as received from its suppliers or with assembly or other value
added by Avnet. Additionally, Avnet provides engineering design, materials management and logistics services,
system integration and configuration, and supply chain advisory services.
The Company consists of two operating groups -- Electronics Marketing ("EM") and Technology Solutions
("TS") -- each with operations in the three major economic regions of the world: the Americas, EMEA (Europe,
Middle East and Africa) and Asia/ Pacific. A brief summary of each operating group is provided below:

· EM markets and sells semiconductors and interconnect, passive and electromechanical devices. EM
markets and sells its products to customers spread across end-markets including communications, computer
hardware and peripheral, industrial and manufacturing, medical equipment, and military and aerospace. EM
also offers an array of value-added design chain, supply chain and product enhancement services to its
customers.

· TS markets and sells mid- to high-end servers, data storage, software and networking solutions, and the
services required to implement these solutions, to the VAR channel and enterprise computing customers.
TS also focuses on the worldwide OEM market for computing technology, system integrators and non-PC
OEMs that require embedded systems and solutions including engineering, product prototyping, integration
and other value-added services.
Avnet's common stock is quoted on the New York Stock Exchange under the symbol "AVT." Avnet's
principal executive offices are located at 2211 South 47th Street, Phoenix, Arizona 85034.
Recent Developments
On August 10, 2005, Avnet reported revenues of $11.07 billion for fiscal 2005, ended July 2, 2005, up 8.0%
over fiscal 2004 revenues of $10.24 billion. Net income for fiscal 2005 was $168.2 million, or $1.39 per share
on a diluted basis, as compared with net income of $72.9 million, or $0.60 per share on a diluted basis in fiscal
2004, which included certain restructuring and debt extinguishment costs (discussed further in notes 1 and 2 to
"Summary Financial Information and Other Data" on pages S-6 and S-7). Fiscal 2005 net income and diluted
earnings per share of $168.2 million and $1.39, respectively, were up 34.0% as compared with fiscal 2004 net
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income of $125.6 million, or $1.04 per share, excluding such charges in fiscal 2004.
Fiscal 2005 operating income of $321.3 million grew 58.9% as compared with fiscal 2004 operating income
of $202.2 million, including certain restructuring charges in fiscal 2004. Fiscal 2005 operating income grew
24.6% as compared with fiscal 2004 operating income of $257.9 million, excluding these charges. Operating
income as a percent of sales was 2.9% in fiscal 2005, an increase of 38 basis points over fiscal year 2004
operating income margin of 2.5%, excluding the charges noted above in fiscal 2004. This represents the third
consecutive year of growth in both operating income and operating income margin.
S-1
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Document Outline

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