Obligation Avnet Global 3.75% ( US053807AT01 ) en USD

Avnet Global

100 % ▼

Etats-unis

US053807AT01 ( en USD )

3.75% par an ( paiement semestriel )

30/11/2021 - Obligation échue

Prospectus brochure de l'obligation Avnet Inc US053807AT01 en USD 3.75%, échue

2 000 USD

300 000 000 USD

053807AT0

BBB- ( Qualité moyenne inférieure )

Baa3 ( Qualité moyenne inférieure )

Avnet, Inc. est une société mondiale de distribution de composants électroniques et de services de chaîne d'approvisionnement, fournissant des solutions à des fabricants dans divers secteurs.

L'Obligation émise par Avnet Global ( Etats-unis ) , en USD, avec le code ISIN US053807AT01, paye un coupon de 3.75% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 30/11/2021

L'Obligation émise par Avnet Global ( Etats-unis ) , en USD, avec le code ISIN US053807AT01, a été notée Baa3 ( Qualité moyenne inférieure ) par l'agence de notation Moody's.

L'Obligation émise par Avnet Global ( Etats-unis ) , en USD, avec le code ISIN US053807AT01, a été notée BBB- ( Qualité moyenne inférieure ) par l'agence de notation Standard & Poor's ( S&P ).

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Table of Contents
Filed Pursuant to Rule 424(b)(2)
Registration No. 333-208009
CALCULATION OF REGISTRATION FEE

Proposed
Amount
Maximum
Maximum
Title of Each Class of
to be
Offering Price
Aggregate
Amount of
Securities to be Registered

Registered

Per Unit

Offering Price
Registration Fee (1)
3.750% notes due 2021

$300,000,000

99.779%

$299,337,000

$34,693.16

(1)
Calculated in accordance with Rule 456(b) and Rule 457(r) under the Securities Act of 1933.
Table of Contents
Prospectus Supplement
November 29, 2016
(To Prospectus dated November 13, 2015)
$300,000,000

Avnet, Inc.
3.750% Notes due 2021

Avnet, Inc. ("Avnet") is offering $300.0 million aggregate principal amount of 3.750% Notes due 2021 (the "notes"). Avnet will pay interest on the notes
on June 1 and December 1 of each year, commencing on June 1, 2017. Interest on the notes will be subject to adjustment upon the occurrence of the events
described under "Description of the Notes--Interest Rate Adjustment."
Avnet may redeem some or all of the notes at any time prior to November 1, 2021, at the "make-whole" redemption price set forth under "Description of
the Notes--Optional Redemption" in this prospectus supplement, plus accrued and unpaid interest, if any, to the redemption date. From or after November 1,
2021, Avnet may, at its option, redeem all or any part of the notes by paying a redemption price equal to 100% of the principal amount of the notes being
redeemed plus accrued and unpaid interest thereon. 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. The
notes will be subordinated to Avnet's current and future secured indebtedness to the extent of the value of the assets securing such debt.

See "Risk Factors" beginning on page S-10 of this prospectus supplement and in our Annual Report on Form 10-
K for the fiscal year ended July 2, 2016, and in our Quarterly Report on Form 10-Q for the fiscal quarter ended
October 1, 2016, each incorporated herein by reference, to read about risks 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
Proceeds (Before

Price to Public

Discount

Expenses) to Avnet (1)
Per note

99.779%

0.600%

99.179%
Total

$299,337,000
$1,800,000
$ 297,537,000
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(1) Plus accrued interest from December 2, 2016, 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.
The underwriters expect that delivery of the notes in book-entry form will be made through the facilities of The Depository Trust Company ("DTC") and
its participants, including Euroclear Bank S.A./N.V., as the operator of the Euroclear System ("Euroclear") and Clearstream Banking, société anonyme
("Clearstream"), against payment in New York, New York on or about December 2, 2016.

Joint Book-Running Managers

BofA Merrill Lynch

J.P. Morgan
MUFG
Senior Co-Managers

Scotiabank

BNP PARIBAS

Mizuho Securities

US Bancorp

Co-Managers

HSBC

PNC Capital Markets LLC

SMBC Nikko
Wells Fargo Securities
Table of Contents
TABLE OF CONTENTS
PROSPECTUS SUPPLEMENT

Page
Basis of Presentation
S-ii
Forward-Looking Statements
S-ii
Where You Can Find More Information
S-iii
Incorporation By Reference
S-iii
Summary
S-1
Risk Factors
S-10
Ratio of Earnings To Fixed Charges
S-13
Use of Proceeds
S-14
Capitalization
S-15
Description of the Notes
S-16
Material U.S. Federal Income Tax Considerations To Non-U.S. Holders
S-31
Underwriting
S-34
Validity of the Notes
S-37
Experts
S-37
PROSPECTUS

About This Prospectus

1
Where You Can Find More Information

1
Incorporation of Certain Documents by Reference

2
The Company

2
Risk Factors

3
Use of Proceeds

3
Description of Securities

3
Plan of Distribution

3
Validity of Securities

5
Experts

5
This document is in two parts. The first part is the prospectus supplement, which describes the specific terms of this offering and certain other
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matters relating to us and our financial condition. The second part is the prospectus, which gives more general information, some of which may not
apply to this offering. You should read the entire prospectus supplement and the accompanying prospectus, including the documents incorporated
by reference that are described under "Where You Can Find More Information" in this prospectus supplement.
You should rely only on the information contained or incorporated by reference in this prospectus supplement or the accompanying
prospectus and any written communication from us specifying the final terms of the offering. Neither Avnet nor the underwriters have authorized
anyone to provide you with information that is different, and we take no responsibility for any other information that others may give you. To the
extent the information in this prospectus supplement differs from the information contained in the prospectus, you should rely on information in
this prospectus supplement. 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 and any written
communication from us specifying the final terms of the offering, is only 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.

S-i
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BASIS OF PRESENTATION
Fiscal Years
Avnet operates on a "52/53" week fiscal year. Fiscal 2017 contains 52 weeks compared to 53 weeks in fiscal 2016. As a result, the first
quarter of fiscal 2017 contained 13 weeks, while the first quarter of fiscal 2016 contained 14 weeks. Each of fiscal 2015, fiscal 2014, fiscal 2013
and fiscal 2012 contained 52 weeks.
Discontinued Operations
As explained in "Summary--Recent Developments" below, Avnet announced on September 19, 2016, that it had entered into an agreement
to sell its Technology Solutions operating group to Tech Data Corporation ("Tech Data"). Accordingly, Avnet separately reported the results of
operations and cash flows of its Technology Solutions operating group as a discontinued operation in the consolidated statements of operations and
consolidated statements of cash flows and presented the related assets and liabilities as held for sale in the consolidated balance sheets in its
Quarterly Report on Form 10-Q for the fiscal quarter ended October 1, 2016, which is incorporated herein by reference. The results of operations
for the fiscal quarters ended October 1, 2016, and October 3, 2015, and the consolidated balance sheet data as of October 1, 2016, and July 2, 2016,
throughout this prospectus supplement reflect this discontinued operations presentation. See Note 3, "Discontinued Operations," to our unaudited
consolidated financial statements included in our Quarterly Report on Form 10-Q for the fiscal quarter ended October 1, 2016, for more
information. Historical financial data for all other periods and dates included or incorporated by reference in this prospectus supplement and the
accompanying prospectus have not been recast to reflect the planned disposition of the Technology Solutions operating group and accordingly, are
not comparable to the quarterly consolidated financial statement information for the fiscal quarters ended October 1, 2016, and October 3, 2015,
incorporated by reference in this prospectus supplement or any future consolidated financial results of Avnet.
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 financial condition, results of operations and business 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 like "believes," "plans," "expects," "anticipates," "should," "will," "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. Except as required by law, 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-10 of this prospectus supplement and in our Annual Report on Form
10-K for the fiscal year ended July 2, 2016, and in our Quarterly Report on Form 10-Q for the fiscal quarter ended October 1, 2016, each
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incorporated herein by reference, as well as other potential risks and uncertainties that are discussed in our reports and documents filed with the
Securities and Exchange Commission (the "SEC"), could affect Avnet's future results, and could cause those results or other outcomes to differ
materially from those expressed or implied in the forward-looking statements:

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

· competitive pressures among distributors of electronic components and computer products;

· an industry downturn in semiconductors, IT, hardware or software products;

S-ii
Table of Contents

· relationships with key suppliers and allocations of products by suppliers;

· risks relating to Avnet's international sales and operations, including risks relating to the ability to repatriate cash, foreign currency

fluctuations, duties and taxes, and compliance with international and U.S. laws;

· risks relating to acquisitions and investments;

· adverse effects on Avnet's supply chain, shipping costs, third-party service providers, customers and suppliers, including as a result of

issues caused by natural and weather-related disasters;

· risks related to cyber attacks and Avnet's information systems;

· risks relating to attracting, retaining, training, motivating and developing key employees;

· 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; and

· legislative or regulatory changes affecting Avnet's businesses.
WHERE YOU CAN FIND MORE INFORMATION
This prospectus supplement and the accompanying prospectus are a part of a registration statement on Form S-3, which Avnet filed with the
SEC under the Securities Act on November 13, 2015. 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 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 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 (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):

· Avnet's Annual Report on Form 10-K for the fiscal year ended July 2, 2016;

· Avnet's Quarterly Report on Form 10-Q for the fiscal quarter ended October 1, 2016; and

· Avnet's Current Reports on Form 8-K filed on July 11, 2016, July 28, 2016, August 19, 2016, September 7, 2016, September 15, 2016,

September 20, 2016, October 19, 2016, October 24, 2016 and November 10, 2016.

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S-iii
Table of Contents
All documents that 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 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, 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 that 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).

S-iv
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 a global value-added distributor of electronic components, enterprise computer, networking and storage products and software,
IT solutions and services and embedded subsystems. Avnet creates a vital link in the technology supply chain that connects the world's
leading electronic component and computer product manufacturers and software developers with a global customer base of original equipment
manufacturers, electronic manufacturing services providers, original design manufacturers, systems integrators, independent software vendors
and value-added resellers. Avnet distributes electronic components, computer products and software, as received from its suppliers or through
a customized solution, and it offers assembly 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. Avnet's main telephone number is
(480) 643-2000.
Recent Developments
On September 19, 2016, Avnet announced that it had entered into an Interest Purchase Agreement (the "Purchase Agreement") with
Tech Data, pursuant to which Avnet will sell its Technology Solutions operating group to Tech Data for $2.6 billion consisting of $2.4 billion
in cash and 2,785,402 shares of Tech Data's common stock. In connection with the transactions contemplated by the Purchase Agreement,
Avnet will undertake an internal reorganization (the "Reorganization") to transfer the Technology Solutions operating group to certain newly
formed Avnet subsidiaries, the equity of which will be sold to Tech Data at closing. The consummation of the transactions contemplated by
the Purchase Agreement is subject to certain conditions, including without limitation (i) the absence of any law or injunction enacted, issued,
promulgated, enforced or entered by any governmental authority preventing the consummation of the transactions contemplated by the
Purchase Agreement or the agreement relating to the Reorganization among Avnet, one of its newly formed subsidiaries and Tech Data (the
"Reorganization Agreement"); (ii) receipt of applicable antitrust approvals; and (iii) the completion of the Reorganization in accordance with
the Reorganization Agreement.
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On October 17, 2016, Avnet announced that it had completed its acquisition of Premier Farnell plc, a public limited company organized
under English law ("Premier Farnell," and such acquisition, the "Acquisition"), in exchange for £1.85 per share in cash, which equated to an
equity value of approximately £691 million. Avnet financed the acquisition using cash on hand, borrowings under its senior unsecured
revolving credit facility and borrowings by two of its subsidiaries under a senior unsecured term loan credit facility.

S-1
Table of Contents
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
$300.0 million in aggregate principal amount of 3.750% Notes due 2021.

Maturity
December 1, 2021.

Interest
Interest on the notes will accrue from the date of their original issuance at the annual rate
of 3.750% per year, subject to adjustment as described below, and will be payable in
cash semi-annually in arrears on June 1 and December 1 of each year, commencing on
June 1, 2017.

Interest Rate Adjustment
The interest rate payable on the notes will be subject to adjustment from time to time if
the credit rating assigned to the notes is downgraded (or downgraded and subsequently
upgraded), as described under "Description of the Notes--Interest Rate Adjustment."

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.
The notes will be subordinated to Avnet's current and future secured indebtedness,
including borrowings under Avnet's accounts receivable securitization program. At
October 29, 2016, Avnet had $760.0 million in secured indebtedness outstanding under
its securitization program and $2,055.2 million of unsecured senior indebtedness
outstanding, including indebtedness incurred under its senior unsecured revolving credit
facility. The subsidiary debt to which the notes would be subordinated totaled $659.6
million at October 29, 2016, excluding $231.2 million in outstanding indebtedness of
Premier Farnell that Avnet assumed in connection with the Acquisition, which Avnet
intends to repay or redeem using the net proceeds of this offering. The notes will not be
guaranteed by any of Avnet's subsidiaries.

Optional Redemption
Avnet may, at its option, redeem some or all of the notes at any time, or from time to
time, prior to November 1, 2021 (one month prior to maturity), at the "make-whole"
redemption price described under "Description of the Notes--Optional Redemption,"
plus accrued and unpaid interest, if any, to the redemption date. From or after November
1, 2021, Avnet may, at its option, redeem all or any part of the notes by paying a
redemption price equal to 100% of the principal amount of the notes being redeemed
plus accrued and unpaid interest thereon.

S-2
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Table of Contents
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 significant exceptions. See "Description of the

Notes--Covenants."

Further Issuances
We may create and issue additional notes of the series of notes offered hereby ranking
equally and ratably in all respects with the notes, so that the additional notes would be
consolidated with, and would have the same terms as, the notes, including with respect
to voting and redemptions. However, any such additional notes that are not fungible
with the notes offered hereby for U.S. federal income tax purposes will have a separate
CUSIP, ISIN and/or other identifying number, if applicable, than the notes offered
hereby.

Use of Proceeds
Avnet expects to use the net proceeds of this offering for the repayment or redemption of
Premier Farnell's 5.24% Guaranteed Senior Notes due July 2, 2017, 4.36% Guaranteed
Senior Notes, Series A, due November 15, 2018, 4.83% Guaranteed Senior Notes,
Series B, due November 15, 2021, and 4.01% Guaranteed Senior Notes, Series A, due
September 17, 2024, of which $215.0 million in aggregate principal amount is currently
outstanding, plus accrued and unpaid interest thereon and any premium related thereto.
Avnet expects to use any remaining net proceeds to repay certain amounts borrowed
either under its and its subsidiaries' senior unsecured revolving and term loan credit
facilities to finance the Acquisition, or under its accounts receivable securitization
program.

See "Use of Proceeds" on page S-14.

Form, Denomination The notes will be issued in fully registered form in minimum denominations of $2,000
and Registration
principal amount and multiples of $1,000 in excess thereof. The notes initially will be
represented by a global note, deposited with the trustee under the indenture governing
the notes as custodian for DTC and registered in the name of Cede & Co., DTC's
nominee.

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Beneficial interests in the global note will be shown on, and any transfers thereof will be

effected only through, records maintained by DTC and its participants. See "Description
of the Notes--Depositary, Global Notes."

Governing Law
State of New York.

Listing
The notes will not be listed on any securities exchange.

Trustee
Wells Fargo Bank, National Association.

Risks
Investing in the notes involves risk. See "Risk Factors" beginning on page S-10 of this
prospectus supplement and in our Annual Report on Form 10-K for the fiscal year
ended July 2, 2016, and our Quarterly Report on Form 10-Q for the fiscal quarter ended
October 1, 2016, each incorporated herein by reference.

S-4
Table of Contents
Summary Financial Information and Other Data
The summary consolidated financial information and other data below is derived from the consolidated financial statements of Avnet.
You should read those financial statements, the accompanying notes and "Management's Discussion and Analysis of Financial Condition and
Results of Operations," all of which are incorporated by reference in this prospectus supplement and the accompanying prospectus from our
Annual Report on Form 10-K for the fiscal year ended July 2, 2016, and our Quarterly Report on Form 10-Q for the fiscal quarter ended
October 1, 2016. In addition, this summary financial information should be read in conjunction with the footnotes below as there are various
special items recorded in certain periods presented. Our historical financial results are likely not indicative of our expected results in future
periods. For additional information, see "Basis of Presentation."
The quarterly consolidated statement of operations data below reflect the results of operations of our Technology Solutions operating
group as a discontinued operation. Our consolidated statement of operations data for the fiscal years ended July 2, 2016, June 27, 2015, and
June 28, 2014, have not been recast to reflect the planned disposition of this operating group. Accordingly, the consolidated statement of
operations data for these fiscal years are not comparable to the consolidated statement of operations data for the fiscal quarters ended October
1, 2016, and October 3, 2015.

Fiscal Quarter Ended

October 1,
October 3,

2016

2015

(Unaudited)

(In millions)

Statement of Operations Data:

Sales

$ 4,173.4
$ 4,600.8
Cost of sales

3,647.9
4,037.5

Gross profit

525.5

563.3
Selling, general and administrative expenses

365.0

380.8
Restructuring, integration and other expenses (1)

29.5

12.5

Operating income

131.0

170.0
Other income (expense), net

(13.7)

0.8
Interest expense

(27.2)

(22.0)

Income from continuing operations before income taxes

90.0

148.8
Income tax expense

21.4

37.8

Income from continuing operations

68.6

111.0
Income from discontinued operations, net of income taxes (2)

0.2

19.3

Net income

$
68.8
$
130.3

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S-5
Table of Contents

Fiscal Years Ended

July 2,
June 27,
June 28,

2016

2015 (3)
2014 (3)

(In millions)

Statement of Operations Data:

Sales
$26,219.3
$27,924.7
$27,499.7
Cost of sales
23,181.8
24,731.5
24,273.9

Gross profit
3,037.5
3,193.1
3,225.7
Selling, general and administrative expenses
2,170.5
2,274.6
2,341.2
Restructuring, integration and other expenses (4)

79.3

90.8

94.6

Operating income

787.7

827.7

789.9
Other income (expense), net

(18.1)

(19.0)

(6.1)
Interest expense

(99.1)

(95.7)

(104.8)
Gain on legal settlement (5)

--

--

22.1

Income before income taxes

670.5

713.0

701.1

Income tax expense

164.0

141.1

155.5

Net income

506.5
$
571.9
$
545.6

(1)
Represents restructuring, integration and other expenses from continuing operations of $29.5 million pre-tax and $20.2 million after tax
for the fiscal quarter ended October 1, 2016, and $12.5 million pre-tax and $8.1 million after tax for the fiscal quarter ended October 3,
2015. Restructuring, integration and other expenses from discontinued operations were $3.0 million and $9.1 million after tax for the
fiscal quarters ended October 1, 2016, and October 3, 2015, respectively.
During the first quarter of fiscal 2017, Avnet took certain actions in an effort to reduce future operating expenses, including actions
related to the Avnet Advantage initiative, which is focused on creating operational efficiencies. In addition, Avnet incurred integration,
acquisition/divestiture and other costs primarily related to (i) the reduction, or planned reduction, of employees in senior management,
operations, sales and business support functions, (ii) integration activities associated with acquired businesses and certain global and
regional businesses in connection with the planned divestiture of the Technology Solutions operating group and (iii) the settlement of
lawsuits associated with operations of a previously acquired business.
During the first quarter of fiscal 2016, Avnet's restructuring, integration and other expenses were associated with efforts to reduce future
operating expenses, including the continuation of restructuring activities started in the fourth quarter of fiscal 2015, and the integration of
certain global and regional businesses and the closure or divestiture of certain businesses.
(2)
Income from discontinued operations is net of income tax expense of $21.3 million (including $17.0 million related to the establishment
of a deferred tax liability related to the planned disposition of the Technology Solutions operating group) and $9.4 million for the fiscal
quarters ended October 1, 2016, and October 3, 2015, respectively.
(3)
Does not foot due to rounding.
(4)
During fiscal 2016, Avnet incurred restructuring, integration and other expenses totaling $79.3 million pre-tax and $52.3 million after tax
and included (i) severance costs related to the reduction, or planned reduction, of certain employees, primarily in operations, sales and
business support functions in connection with cost reduction actions, (ii) integration activities primarily associated with acquired
businesses and certain global and regional businesses, (iii) estimated environmental remediation obligations related to previously
divested operations and (iv) legal costs for lawsuits associated with operations of a previously acquired business.

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424B2
During fiscal 2015, Avnet incurred restructuring, integration and other expenses totaling $90.8 million pre-tax and $65.9 million after tax
related to (i) restructuring activities for certain regional and global businesses to better align such operations, products and services with
the known and anticipated demands of Avnet's suppliers and customers and (ii) integration activities primarily associated with acquired
businesses and certain global and regional businesses.
During fiscal 2014, Avnet incurred restructuring, integration and other expenses totaling $94.6 million pre-tax and $70.8 million after tax
related to various restructuring actions intended to achieve planned synergies from acquired businesses and to reduce future operating
expenses.
(5)
During fiscal 2014, Avnet recognized a gain on legal settlement of $22.1 million pre-tax and $13.5 million after tax related to award
payments from the settlement of a class action proceeding against certain manufacturers of LCD flat panel displays.
The following table sets forth Adjusted Continuing EBITDA of the business that will continue to be part of Avnet following the
closing of the sale of the Technology Solutions operating group for the fiscal quarters ended October 1, 2016, and October 3, 2015, and
for the fiscal year ended July 2, 2016. This information is unaudited and is not necessarily indicative of our future results following the
sale of the Technology Solutions operating group.

Fiscal Quarter Ended

Fiscal Year Ended

October 1, 2016 (7)
October 3, 2015 (7)
July 2, 2016

(Unaudited)

(In millions)

Adjusted Continuing EBITDA (6)

$
182.6
$
202.0
$
709.6

(6)
Adjusted Continuing EBITDA is a performance measure that is not presented in accordance with generally accepted accounting
principles in the United States of America and presents our adjusted earnings from continuing operations before certain expenses that
management believes may obscure our normal operating results or are non-cash in nature, such as amortization of acquired intangible
assets and restructuring, integration and other expenses. In light of the planned disposition of the Technology Solutions operating group,
management believes that presentation of Adjusted Continuing EBITDA for the periods above is useful to help investors better assess
and understand the core performance of Avnet's ongoing business. Any analysis of results on a non-GAAP basis should be used only as
a complement to, and in conjunction with, results presented in accordance with GAAP. See "GAAP Reconciliation" below for a
reconciliation of operating income to Adjusted Continuing EBITDA.
(7)
Our financial results for the fiscal quarters ended October 1, 2016 and October 3, 2015, reflect the transfer of a portion of the embedded
computing solutions business from our Technology Solutions operating group to our Electronics Marketing operating group. The effect
of these operations on our financial results for the fiscal quarters ended October 1, 2016, and October 1, 2015, and for our fiscal year
ended July 2, 2016, were not material.

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The consolidated balance sheet data as of October 1, 2016, and July 2, 2016, include assets and liabilities from continuing
operations as well as the assets and liabilities of the Technology Solutions operating group, which are classified as assets held for sale
and liabilities held for sale. Our consolidated balance sheet data as of June 27, 2015, and June 28, 2014, have not been recast to reflect
the planned disposition of this operating group. Accordingly, the consolidated balance sheet data as of June 27, 2015, and June 28, 2014,
are not comparable to the balance sheet data as of October 1, 2016, and July 2, 2016.

October 1, 2016
July 2, 2016

(Unaudited)

(In millions)

Balance Sheet Data:

Cash and cash equivalents

$
1,196.5
$
1,031.5
Assets held for sale

3,131.6

2,498.0
Working capital (8)

4,587.1

3,341.8
Non-current assets held for sale

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899.1
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