Avnet completes the acquisition of Memec

Memec investors received a total of approximately 24.011 million shares of Avnet common stock plus approximately $64 million of cash. The purchase price, which includes the assumption of approximately $173 million of Memec's net debt and $8 million of estimated transaction costs, was $663 million based on the five-day average stock price of $17.42 for the period commencing two trading days before the April 26, 2005 announcement of the transaction. The acquisition will be immediately accretive to earnings (excluding integration charges) and, once the integration is complete, will generate annual cost savings of at least $130 million (including $10 million from reduced interest expense). Roy Vallee, Avnet's chairman and chief executive officer, stated, 'The acquisition of Memec, our largest so far, enhances our competitive position in every region of the world and has the potential to be our most successful acquisition to date. By combining our global operations we will realize substantial efficiencies in our EMEA (Europe, Middle East and Africa) and Americas operations while significantly expanding our resources, particularly customer facing personnel. This acquisition also substantially expands our presence in the high growth Asia Pacific markets while providing entrée into the Japanese market, which is the largest electronic components market that we previously did not serve.' In connection with the completion of the acquisition, Avnet also announced that Peter Smitham has been appointed to the Avnet, Inc. Board of Directors, effective immediately. Mr. Smitham, who chaired Memec's Board of Directors, is a partner of Permira Advisers Limited, an entity that advises Permira Funds, formerly Schroder Ventures, and has served as the European Chairman of Permira, from 1994 until 2000. Mr. Smitham also serves as Chairman of the Supervisory Board of Actis, a leading private equity investor in emerging markets. 'We are pleased to welcome Mr. Smitham to the Avnet Board,' commented Mr. Vallee. 'His investment experience coupled with his knowledge of technology distribution and global markets will be a real asset to our Board.' The Memec team will be integrated into Electronics Marketing and the integration is expected to be completed by the end of June 2006. David Ashworth, Memec's former chief executive officer, has been named senior vice president of global semiconductors for Electronics Marketing. Avnet will continue to go to market with its two operating groups -- Electronics Marketing and Technology Solutions through its three geographic regions -- the Americas, EMEA and Asia.