Avnet 8-K 2007
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Item 1.01 Entry into a Material Definitive Agreement.
On September 27, 2007 Avnet, Inc. ("Avnet") and certain of Avnet’s subsidiaries (the "Subsidiary Borrowers") entered into a five-year $500 million unsecured revolving credit facility (the "Credit Agreement") with the lenders from time to time party thereto. Bank of America, N.A., will act as administrative agent, swing line lender and letter of credit issuer, Banc of America Securities LLC acted as joint lead arranger and sole book manager, ABN Amro Incorporated acted as Joint Lead Arranger, and Credit Suisse, Cayman Islands Branch, the Bank of Nova Scotia and BNP Paribas acted as co-documentation agents. The Credit Agreement has a $100 million accordion feature allowing Avnet to increase its borrowing capacity to up to $600 million, subject to obtaining commitments for the incremental capacity from existing or new lenders. Up to $100 million under the Credit Agreement will be available in the form of letters of credit. The Credit Agreement expires on September 26, 2012, which may be renewed at Avnet’s election for two additional one-year terms, subject to Avnet’s satisfaction of certain conditions. Monies borrowed by Avnet under the Credit Agreement will be used by Avnet for general corporate purposes.
Item 1.02 Termination of a Material Definitive Agreement.
On September 27, 2007 and in connection with the execution and delivery of the Credit Agreement described above, Avnet terminated its existing senior unsecured credit facility, dated as of October 13, 2005, among Avnet and certain of its subsidiaries as borrowers, Bank of America, N.A, as administrative agent, ABN Amro Incorporated, Credit Suisse, Cayman Islands Branch, the Bank of Nova Scotia, BNP Paribas and other banks party thereto (the "2005 Credit Facility"). The 2005 Credit Facility had substantially similar terms and conditions as are those in the Credit Facility except that the Credit Facility effectively has extended the 2005 Credit Facility’s term by two years, with certain of the terms more favorable to Avnet.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The disclosure required hereunder is provided under Item 1.01 above and incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
On September 28, 2007, Avnet issued a press release announcing that Avnet had entered into a senior revolving credit facility. A copy of the press release is furnished with this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
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 hereunto duly authorized.