UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 1.01 Entry into a Material Definitive Agreement.
On August 16, 2021, Avnet, Inc. (the “Company”) and Avnet Receivables Corporation, a wholly owned subsidiary of the Company, entered into Amendment No. 4 to the Fourth Amended and Restated Receivables Purchase Agreement, dated August 16, 2018, as amended, with Wells Fargo Bank, N.A., as agent, and the financial institutions and companies party thereto (the “RPA Amendment”). The RPA Amendment relates to the Company’s trade accounts receivable securitization program (the “Securitization Program”), which was due to expire on August 31, 2021. Under the terms of the RPA Amendment, the term of the Securitization Program was extended to August 31, 2023. The RPA Amendment also decreased the applicable spread on borrowings from 1.05% to 0.75%, and decreased the unused fee rate from a range of 0.30% to 0.40% to a range of 0.25% to 0.35%, depending on the outstanding borrowings under the Securitization Program.
The RPA Amendment summary above is not complete, and is qualified by the terms contained in the RPA Amendment, which is filed as Exhibit 10.1 hereto and incorporated into this Item 1.01 by reference. Furthermore, the RPA Amendment is not a source of factual, business, or operational information about the Company or its subsidiaries. The representations, warranties, and covenants in the RPA Amendment were made only for purposes of the RPA Amendment as of specific dates, are solely for the benefit of the parties to the RPA Amendment, and may be subject to specific limitations, qualifications, and standards of materiality. Accordingly, investors should not rely on the representations, warranties, and covenants in the RPA Amendment.
Some or all of the parties to the RPA Amendment, or their affiliates, have in the past provided investment or commercial banking services to the Company and its affiliates for which they received customary fees and expenses and they may provide similar services in the future.
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 relating to the RPA Amendment is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following materials are attached as exhibits to this Current Report on Form 8-K:
| Exhibit Number |
Description | |
| 10.1 | Amendment No. 4 to the Fourth Amended and Restated Receivables Purchase Agreement, dated August 16, 2021, among Avnet, Inc., Avnet Receivables Corporation, Wells Fargo Bank, N.A., as agent, and the companies and financial institutions party thereto. | |
| 104 | Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101) |
SIGNATURES
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.
Date: August 18, 2021
| AVNET, INC. | ||
| By: | /s/ Thomas Liguori | |
| Name: | Thomas Liguori | |
| Title: | Chief Financial Officer | |