Obligation AvnetTech 5.875% ( US053807AQ61 ) en USD

AvnetTech

100 % ▲

Etas-Unis

US053807AQ61 ( en USD )

5.875% par an ( paiement semestriel )

15/06/2020 - Obligation échue

Prospectus brochure de l'obligation Avnet US053807AQ61 en USD 5.875%, échue

2 000 USD

300 000 000 USD

053807AQ6

N/A

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'Obligation émise par AvnetTech ( Etas-Unis ) , en USD, avec le code ISIN US053807AQ61, paye un coupon de 5.875% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 15/06/2020

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424B3 1 p17773b2e424b3.htm 424B3
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Table of Contents

CALCULATION OF REGISTRATION FEE

Maximum Aggregate Amount of Registration
Title of Each Class of Securities Offered

Offering Price

Fee

5.875% Notes due 2020
$
300,000,000 $
21,390.00

Filed Pursuant to Rule 424(b)(3)
Registration No. 333-155971
Prospectus Supplement
June 17, 2010
(To Prospectus dated December 5, 2008)

$300,000,000

Avnet, Inc.

5.875% Notes due 2020

Avnet will pay interest on the notes on June 15 and December 15 of each year, commencing on
December 15, 2010. The notes will mature on June 15, 2020, unless earlier redeemed.

Avnet may redeem some or all of the notes at any time at the "make-whole" redemption price set
forth under "Description of the Notes -- Optional Redemption" in this prospectus supplement. If
Avnet experiences a change of control triggering event, Avnet may be required to purchase the notes
from holders at a price equal to 101% of their principal amount plus accrued and unpaid interest to the
repurchase date as described under "Description of the Notes -- Change of Control" in this prospectus
supplement.

The notes will be Avnet's senior unsecured obligations and will rank equally with Avnet's other
existing and future senior unsecured indebtedness.

See "Risk Factors" beginning on page S-7 of this prospectus supplement and
in our Annual Report on Form 10-K for the fiscal year ended June 27, 2009,
incorporated herein by reference, to read about factors you should consider
before investing in the notes.

The notes will not be listed on any securities exchange. There is currently no market for the
notes.

Underwriting Discounts Proceeds (Before

Price to Public(1)
and Commissions
Expenses) to Avnet

Per note
99.473%

0.650%

98.823%
Total
$298,419,000
$1,950,000
$296,469,000

(1) Plus accrued interest from June 22, 2010, if settlement occurs after that date.

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.

Delivery of the notes in book-entry form only will be made through the facilities of The
Depository Trust Company and its participants, including Euroclear Bank S.A./N.V., and Clearstream
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Banking, société anonyme, on or about June 22, 2010.

Joint Book-Running Managers
BofA Merrill Lynch
J.P. Morgan

Co-Managers

Credit Suisse
BNP PARIBAS Credit Agricole CIB

RBS
Scotia CapitalWells Fargo Securities
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Table of Contents

TABLE OF CONTENTS

Prospectus Supplement

Page

Forward-Looking Statements
S-ii
Where You Can Find More Information
S-ii
Incorporation by Reference
S-iii
Summary
S-1
Risk Factors
S-7
Ratio of Earnings to Fixed Charges
S-9
Use of Proceeds
S-9
Capitalization
S-10
Description of the Notes
S-11
Material U.S. Federal Income Tax Considerations to Non-U.S. Holders
S-23
Underwriting
S-26
Validity of the Notes
S-28
Experts
S-28

Prospectus
About This Prospectus

3
Where You Can Find More Information

3
Incorporation of Certain Documents by Reference

4
The Company

5
Use of Proceeds

5
Description of Securities

5
Plan of Distribution

5
Validity of Securities

7
Experts

7

You should rely only on the information contained or incorporated by reference in this prospectus
supplement or the accompanying prospectus. Avnet has not, and the underwriters have 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,"
the "Company" and "Avnet" are to Avnet, Inc. and its consolidated subsidiaries, unless otherwise
specified 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 within the meaning of Section 27A of the Securities Act of 1933, as
amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), with respect to the business, results of operations, financial condition and
prospects of Avnet. These statements are based on management's current expectations and are subject
to uncertainties and changes in factual circumstances. Because forward-looking statements are subject
to risks and uncertainties, actual results may differ materially from those expressed or implied by
them. You can find many of these statements by looking for words such as "believes," "expects,"
"anticipates," "should," "may," "estimates" or similar expressions in this prospectus supplement and
the accompanying prospectus or in documents incorporated by reference in this prospectus supplement
and the accompanying prospectus.

The forward-looking statements are subject to numerous assumptions, risks and uncertainties. You
should not place undue reliance on forward-looking statements, each of which speaks only as of the
date on which such statement is made. Avnet does not assume any obligation to update any forward-
looking statement to reflect events or circumstances that occur after the date on which the statement is
made. The following factors and the "Risk Factors" beginning on page S-7 of this prospectus
supplement and in our Annual Report on Form 10-K for the fiscal year ended June 27, 2009,
incorporated herein by reference, as well as other potential risks and uncertainties that are discussed in
our reports and documents filed with the SEC, could cause actual results to differ materially from
those described in the forward-looking statements:

· the effect of global economic conditions, including the current global economic downturn;

· general economic and business conditions (domestic and foreign) affecting Avnet's financial
performance and, indirectly, Avnet's credit ratings, debt covenant compliance, and liquidity and
access to financing;

· competitive pressures among distributors of electronic components and computer products
resulting in increased competition for existing customers or otherwise;

· cyclicality in the technology industry, particularly in the semiconductor sector;

· allocation of products by suppliers;

· legislative or regulatory changes affecting Avnet's businesses;

· adverse changes in the securities or credit markets;

· changes in interest rates and currency fluctuations affecting Avnet's financial performance; and

· difficulties in integrating or operating recently acquired operations, as well as pending
acquisitions that affect our current business or distract our management.

WHERE YOU CAN FIND MORE INFORMATION

This prospectus supplement and the accompanying prospectus are a part of a registration
statement on Form S-3 (File No. 333-155971), which Avnet filed with the Securities and Exchange
Commission (the "SEC") under the Securities Act. Avnet refers you to this registration statement for
further information concerning Avnet and this offering.

Avnet files annual, quarterly and special reports, proxy statements and other information with the
SEC (File No. 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 the SEC's website 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
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S-ii
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Table of Contents
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 800-732-0330.

INCORPORATION BY REFERENCE

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 June 27, 2009;

· Avnet's Quarterly Report on Form 10-Q for the quarters ended October 3, 2009 (as amended on
Form 10-Q/A to include XBRL exhibits), January 2, 2010 and April 3, 2010; and

· Avnet's Current Reports on Form 8-K filed on August 20, 2009, October 15, 2009, December 4,
2009, December 15, 2009, February 12, 2010, March 29, 2010, April 6, 2010, May 3, 2010,
May 24, 2010 and May 28, 2010.

All documents which Avnet files with the SEC pursuant to Section 13(a), 13(c), 14 or 15(d) of the
Exchange Act (excluding information "furnished" pursuant to Item 2.02 or Item 7.01, or
corresponding information furnished under Item 9.01 or included as an exhibit, on any current report
on Form 8-K), after the date of this prospectus supplement and before the termination of this offering
of 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 date of such documents. Certain
statements in and portions of this prospectus supplement and the accompanying prospectus 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 will be deemed to incorporate information
furnished but not filed with the SEC.

Avnet will provide you without charge, upon your written or oral request, a copy of the indenture
relating to the notes offered hereby, 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

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 and storage products and embedded subsystems. Avnet creates
a vital link in the technology supply chain that connects more than 300 of the world's leading
electronic component and computer product manufacturers and software developers with a
global customer base of more than 100,000 original equipment manufacturers ("OEMs"),
electronic manufacturing services ("EMS") providers, original design manufacturers ("ODMs")
and value-added resellers ("VARs"). 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 services.

Avnet has two operating groups -- Electronics Marketing and Technology Solutions. Both
operating groups have operations in each of the three major economic regions of the world: the
Americas; Europe, the Middle East and Africa ("EMEA"); and Asia/ Pacific.

Electronics Marketing markets and sells semiconductors and interconnect, passive and
electromechanical devices for more than 300 of the world's leading electronic component
manufacturers. Electronics Marketing markets and sells its products and services to a diverse
customer base serving many end-markets, including automotive, communications, computer
hardware and peripheral, industrial and manufacturing, medical equipment, military and
aerospace. Electronics Marketing also offers an array of value-added services that help
customers evaluate, design-in and procure electronic components throughout the lifecycle of
their technology products and systems.

Technology Solutions markets and sells mid- to high-end servers, data storage, software,
and the services required to implement these products and solutions to the VAR channel.
Technology Solutions 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. As a global
technology sales and marketing organization, Technology Solutions has dedicated sales and
marketing divisions focused on specific customer segments including OEMs, independent
software vendors, system builders, system integrators and VARs.

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. Avnet's telephone number is 480-643-2000.

Recent Developments

On March 28, 2010, Avnet entered into a definitive agreement to acquire Bell
Microproducts, Inc. ("Bell") in an all cash transaction for $7.00 per share of Bell stock. This per
share price represents an equity value of approximately $252 million and a transaction value of
approximately $631 million assuming a net debt position for Bell of $379 million as of
March 31, 2010. Bell is a distributor and reseller of data storage and server products and
solutions, computer component products and peripherals, as well as a variety of software
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applications. The acquisition is subject to the approval of Bell's shareholders and regulatory
authorities in the European Union. All other approvals have been obtained. Following the
announcement of the acquisition, putative class actions were filed by shareholders of Bell
against Bell and its directors, and in some cases, against Avnet. Each of these actions seeks,
among other things, unspecified money damages and certain of the actions also seek an
injunction prohibiting completion of the acquisition on the agreed-upon terms.

S-1
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The Offering

The following summary contains basic information about the notes. It does not contain all
the information that may be important to you. For a more complete understanding of the notes,
see "Description of the Notes" in this prospectus supplement.

Issuer
Avnet, Inc., a New York corporation

Notes Offered
$300 million in aggregate principal amount of 5.875% Notes
due 2020.

Maturity
June 15, 2020.

Interest
Interest on the notes will accrue from the date of their
original issuance at the annual rate of 5.875% per year and
will be payable in cash semi-annually in arrears on June 15
and December 15 of each year, commencing on
December 15, 2010.

Ranking
The notes will be Avnet's senior unsecured obligations and
will rank equally in right of payment with all of Avnet's
other existing and future senior unsecured indebtedness. At
April 3, 2010, Avnet had approximately $994.7 million of
unsecured senior indebtedness outstanding, including
Avnet's senior unsecured credit facility. The notes will not
be guaranteed by any of Avnet's subsidiaries. The
subsidiary debt to which the notes would be effectively
subordinated totaled $58.1 million at April 3, 2010.

Optional Redemption
Avnet may, at its option, redeem some or all of the notes at
any time, or from time to time, at the "make-whole"
redemption price described in "Description of the Notes --
Optional Redemption."

Change of Control
If a Change of Control Triggering Event (as defined herein)
occurs, each holder will have the right to require Avnet to
repurchase all or any part ($2,000 or an integral multiple of
$1,000 in excess thereof) of such holder's notes at a
redemption price equal to 101% of the aggregate principal
amount of notes repurchased plus accrued and unpaid
interest, if any, on the notes repurchased, to the repurchase
date. See "Description of the Notes -- Change of Control."

Covenants
The indenture governing the notes contains covenants for
the benefit of noteholders. These covenants restrict our
ability to:

· incur certain secured debt;

· enter into sale and lease-back transactions; or

· consolidate, merge or sell or transfer all or substantially all
of our assets.

These covenants are, however, subject to important
exceptions, which are described in this prospectus
supplement. See "Description of the Notes -- Covenants."

Further Issuance
We may create and issue additional notes ranking equally
and ratably with the notes in all respects, so that such
additional notes shall be consolidated with the notes,
including for purposes of voting and redemptions.
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