8-K - AVT - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

__________________

FORM 8-K

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

__________________

Date of Report (Date of earliest event reported) April 27, 2022

AVNET, INC.

(Exact name of registrant as specified in its charter)

New York	1-4224	11-1890605
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

2211 South 47th Street , Phoenix , Arizona	85034
(Address of principal executive offices)	(Zip Code)

(480) 643-2000

(Registrant’s telephone number, including area code.)

N/A

(Former name or former address, if changed since last report.)

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered:
Common stock, par value $1.00 per share	AVT	NASDAQ Global Select Market

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)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
---	---
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
---	---
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
---	---

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 2.02 Results of Operations and Financial Condition.

On April 27, 2022, Avnet, Inc. (the “Company”) issued a press release announcing its third quarter results of operations for fiscal 2022. A copy of the press release is attached hereto as Exhibit 99.1.

The information in this Current Report on Form 8-K and the exhibit attached hereto are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933 except as shall be expressly set forth in such filing.

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
99.1		Press Release, dated April 27, 2022.

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: April 27, 2022	AVNET, INC.


	By:	/s/ Thomas Liguori
		Name: Thomas Liguori
		Title: Chief Financial Officer

Exhibit 99.1

Avnet Reports Third Quarter Fiscal 2022 Financial Results

Third quarter sales of $6.5 billion, up 32% year over year and 11% sequentially

Diluted EPS of $1.84 and adjusted diluted EPS of $2.15

Electronic Components and Farnell operating margins increased to 4.4% and 14.9%, respectively

PHOENIX – April 27, 2022 – Avnet, Inc. (Nasdaq: AVT) today announced results for its third quarter ended April 2, 2022.

Commenting on the Company’s financial results, Avnet Chief Executive Officer Phil Gallagher stated, “We are pleased to report another strong quarter of sales and operating margin growth. Farnell achieved record operating margin as our continued investments in inventory breadth and e-commerce capabilities continue to pay off. Supported by increased sales, the Americas expanded operating margins for the fifth consecutive quarter. Growing demand for supply chain orchestration is driving strong financial performance across our global business. Looking ahead to the fourth quarter, amid the backdrop of geopolitical uncertainty, we continue to anticipate a favorable demand environment and expect to sustain strong margins from our recently implemented operating improvements.”

Fiscal Third Quarter Key Financial Highlights:

●	Sales of $6.5 billion, up from $5.9 billion sequentially and $4.9 billion in the prior year quarter.
o	On a constant currency basis, sales grew 35.7% year over year and 11.4% sequentially.
---	---
●	GAAP diluted earnings per share of $1.84, compared with $1.07 in the prior year quarter.
---	---
o	Non-GAAP adjusted diluted earnings per share of $2.15, compared with $0.74 in the prior year quarter.
---	---
●	Farnell operating margins increased 123 basis points sequentially to 14.9%.
---	---
●	Electronic Components operating margins increased 92 basis points sequentially to 4.4%, supported by growth in EMEA and the Americas and better than expected results in Asia.
---	---
●	Returned $25.6 million to shareholders in dividends, with the dividend payout increasing 23.8% year over year.
---	---

Key Financial Metrics

($ in millions, except per share data)


Third Quarter Results (GAAP)
	Mar – 22			****	Mar – 21			****	Change Y/Y		****	Dec – 21			****	Change Q/Q
Sales	$	6,488.1			$	4,916.7			32.0	%		$	5,865.2			10.6	%
Operating Income		274.4				87.7			213.0	%			211.7			29.6	%
Operating Income Margin		4.2	%			1.8	%		245	bps			3.6	%		62	bps
Diluted Earnings Per Share (EPS)	$	1.84			$	1.07			72.0	%		$	1.50			22.7	%
Third Quarter Results (Non-GAAP)^(1)^
	Mar – 22			****	Mar – 21			****	Change Y/Y		****	Dec – 21			****	Change Q/Q
Sales	$	6,488.1			$	4,916.7			32.0	%		$	5,865.2			10.6	%
Adjusted Operating Income		303.7				110.5			174.8	%			215.5			41.0	%
Adjusted Operating Income Margin		4.7	%			2.3	%		243	bps			3.7	%		101	bps
Adjusted Diluted Earnings Per Share (EPS)	$	2.15			$	0.74			190.5	%		$	1.51			42.4	%
Segment and Geographical Mix
	Mar – 22			****	Mar – 21			****	Change Y/Y			Dec – 21			****	Change Q/Q
Electronic Components (EC) Sales	$	6,019.1			$	4,520.6			33.2	%		$	5,424.3			11.0	%
EC Operating Income Margin		4.4	%			2.6	%		178	bps			3.5	%		92	bps
Farnell Sales	$	469.0			$	396.1			18.4	%		$	440.9			6.4	%
Farnell Operating Income Margin		14.9	%			6.0	%		886	bps			13.7	%		123	bps
Americas Sales	$	1,627.2			$	1,161.0			40.2	%		$	1,391.5			16.9	%
EMEA Sales		2,185.7				1,585.6			37.9	%			1,840.8			18.7	%
Asia Sales		2,675.2				2,170.1			23.3	%			2,632.9			1.6	%

(1)	A reconciliation of non-GAAP financial measures to GAAP financial measures is presented in the “Non-GAAP Financial Information” section of this press release.

Outlook for the Fourth Quarter of Fiscal 2022 Ending on July 2, 2022


	Guidance Range	Midpoint
Sales	$6.0B – $6.4B	$6.2B
Adjusted Diluted EPS^(1)^	$1.90 – $2.00	$1.95

(1)	A reconciliation of non-GAAP guidance to GAAP guidance is presented in the “Non-GAAP Financial Information” section of this press release.

The above guidance is based upon current market conditions and inventory availability, the current state of COVID restrictions and geopolitical events. The above guidance excludes amortization of intangibles, the possibility of increased COVID restrictions, any additional expense associated with the Russian-Ukraine conflict and certain income tax adjustments. The above guidance assumes an effective tax rate of between 21% and 25%. The above guidance assumes 99 million average diluted shares outstanding and currency exchange rates versus the U.S. Dollar as shown in the table below:


	Q4 Fiscal
	2022	Q3 Fiscal	Q4 Fiscal
	Guidance	2022	2021
Euro	$1.08	$1.12	$1.20
GBP	$1.30	$1.34	$1.40

Today’s Conference Call and Webcast Details

Avnet will host a quarterly webcast and teleconference today at 1:30 p.m. PT and 4:30 p.m. ET to discuss its financial results and provide a corporate update. The webcast can be accessed via Avnet’s Investor Relations web page at: https://ir.avnet.com.

Those who would still like to participate in the live call can dial 877-407-8112 or 201-689-8840. A replay of the conference call will be available for 90 days, through July 26, 2022 at 5:00 p.m. ET, and can be accessed by dialing: 877-660-6853 or 201-612-7415 and using Conference ID: 13726985.

Forward-Looking Statements

This document contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to the financial condition, results of operations and business of the Company. You can find many of these statements by looking for words like “believes,” “projected”, “plans,” “expects,” “anticipates,” “should,” “will,” “may,” “estimates” or similar expressions. These forward-looking statements are subject to numerous assumptions, risks and uncertainties. The following important factors, in addition to those discussed elsewhere in the Company’s Annual Report on Form 10-K for the fiscal year ended July 3, 2021 and subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, could affect the Company’s future results of operations, and could cause those results or other outcomes to differ materially from those expressed or implied in the forward-looking statements: geopolitical events and military conflicts; pandemics and other health-related crises, including COVID-19; competitive pressures among distributors of electronic components; an industry down-cycle in semiconductors; relationships with key suppliers and allocations of products by suppliers; risks relating to the Company’s international sales and operations, including risks relating to the ability to repatriate cash, foreign currency fluctuations, inflation, duties and taxes, and compliance with international and U.S. laws; risks relating to acquisitions, divestitures and investments; adverse effects on the Company’s supply chain, operations of its distribution centers, shipping costs, third-party service providers, customers and suppliers, including as a result of issues caused by military conflicts, natural and weather-related disasters, pandemics and health related crisis, warehouse modernization and relocation efforts; risks related to cyber-attacks, other privacy and security incidents and information systems failures, including related to current or future implementations, integrations or upgrades; general economic and business conditions (domestic, foreign and global) affecting the Company’s operations and financial performance and, indirectly, the Company’s credit ratings, debt covenant compliance, liquidity and access to financing; constraints on employee retention and hiring; and legislative or regulatory changes affecting the Company’s businesses.

Any forward-looking statement speaks only as of the date on which that statement is made. Except as required by law, the Company assumes no obligation to update any forward-looking statement to reflect events or circumstances that occur after the date on which the statement is made.

About Avnet

As a leading global technology distributor and solutions provider, Avnet has served customers’ evolving needs for an entire century. We support customers at each stage of a product’s lifecycle, from idea to design and from prototype to production. Our unique position at the center of the technology value chain enables us to accelerate the design and supply stages of product development so customers can realize revenue faster. Decade after decade, Avnet helps its customers and suppliers around the world realize the transformative possibilities of technology. Learn more about Avnet at www.avnet.com. (AVT_IR)

Investor Relations Contacts

Joe Burke, 480-643-7431

Joseph.Burke@avnet.com

Media Relations Contact

Jeanne Forbis, 480-643-7499

Jeanne.Forbis@Avnet.com

AVNET, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)


	Third Quarters Ended				Nine Months Ended				****
	April 2,		April 3,		April 2,		April 3,		****
	2022		2021		2022		2021		****
	(Thousands, except per share data)								****
Sales	$	6,488,143	$	4,916,714	$	17,938,055	$	14,307,945
Cost of sales		5,675,110		4,348,364		15,752,295		12,712,262
Gross profit		813,033		568,350		2,185,760		1,595,683
Selling, general and administrative expenses		512,364		463,092		1,499,904		1,376,333
Russian-Ukraine conflict related expenses		26,261		—		26,261		—
Restructuring, integration and other expenses		—		17,574		5,272		55,943
Operating income		274,408		87,684		654,323		163,407
Other (expense) income, net		(469)		4,779		858		(16,052)
Interest and other financing expenses, net		(25,914)		(22,342)		(70,388)		(66,128)
Income before taxes		248,025		70,121		584,793		81,227
Income tax expense (benefit)		64,608		(37,363)		139,237		(26,532)
Net income	$	183,417	$	107,484	$	445,556	$	107,759

Earnings per share:
Basic	$	1.86	$	1.08	$	4.50	$	1.09
Diluted	$	1.84	$	1.07	$	4.44	$	1.08

Shares used to compute earnings per share:
Basic		98,659		99,542		99,113		99,125
Diluted		99,486		100,247		100,296		100,013
Cash dividends paid per common share	$	0.26	$	0.21	$	0.74	$	0.63

AVNET, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)


	April 2,		July 3,		****
	2022		2021		****
	(Thousands)				****
ASSETS
Current assets:
Cash and cash equivalents	$	199,457	$	199,691
Receivables		4,164,573		3,576,130
Inventories		3,680,821		3,236,837
Prepaid and other current assets		172,792		150,763
Total current assets		8,217,643		7,163,421
Property, plant and equipment, net		323,420		368,452
Goodwill		805,384		838,105
Intangible assets, net		15,975		28,539
Operating lease assets		245,149		265,988
Other assets		174,102		260,917
Total assets	$	9,781,673	$	8,925,422

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Short-term debt	$	424,182	$	23,078
Accounts payable		2,968,845		2,401,357
Accrued expenses and other		616,079		572,457
Short-term operating lease liabilities		56,682		58,346
Total current liabilities		4,065,788		3,055,238
Long-term debt		922,041		1,191,329
Long-term operating lease liabilities		216,609		239,838
Other liabilities		320,515		354,833
Total liabilities		5,524,953		4,841,238
Shareholders’ equity		4,256,720		4,084,184
Total liabilities and shareholders’ equity	$	9,781,673	$	8,925,422

AVNET, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)


	Nine Months Ended				****
	April 2, 2022		April 3, 2021		****
	(Thousands)				****
Cash flows from operating activities:
Net income	$	445,556	$	107,759

Non-cash and other reconciling items:
Depreciation		65,719		67,462
Amortization		12,034		35,730
Amortization of operating lease assets		40,298		42,054
Deferred income taxes		1,423		11,510
Stock-based compensation		28,638		22,293
Impairments		—		15,166
Other, net		47,667		7,558
Changes in (net of effects from businesses acquired and divested):
Receivables		(880,957)		(405,700)
Inventories		(549,999)		63,017
Accounts payable		628,822		224,151
Accrued expenses and other, net		141,381		6,526
Net cash flows (used) provided by operating activities		(19,418)		197,526

Cash flows from financing activities:
Borrowings under accounts receivable securitization, net		57,400		—
Repayments under senior unsecured credit facility, net		—		(232,347)
Borrowings (repayments) under bank credit facilities and other debt, net		117,982		(2,192)
Repurchases of common stock		(88,952)		—
Dividends paid on common stock		(73,253)		(62,400)
Other, net		(16,853)		(11,455)
Net cash flows used for financing activities		(3,676)		(308,394)

Cash flows from investing activities:
Purchases of property, plant and equipment		(33,679)		(39,001)
Acquisitions of assets and businesses		—		(18,371)
Proceeds from liquidation of Company owned life insurance policies		84,343		—
Other, net		724		6,201
Net cash flows provided (used) for investing activities		51,388		(51,171)
Effect of currency exchange rate changes on cash and cash equivalents		(28,528)		7,750
Cash and cash equivalents:
— decrease		(234)		(154,289)
— at beginning of period		199,691		477,038
— at end of period	$	199,457	$	322,749

Non-GAAP Financial Information

In addition to disclosing financial results that are determined in accordance with generally accepted accounting principles in the United States (“GAAP”), the Company also discloses certain non-GAAP financial information including (i) adjusted operating income, (ii) adjusted operating expenses, (iii) adjusted other income (expense), (iv) adjusted income before income taxes, (v) adjusted income tax expense (benefit), (vi) adjusted diluted earnings per share, and (vii) sales adjusted for the impact of significant acquisitions and other items (as defined in the Organic Sales section of this document).

There are also references to the impact of foreign currency in the discussion of the Company’s results of operations. When the U.S. Dollar strengthens and the stronger exchange rates of the current year are used to translate the results of operations of Avnet’s subsidiaries denominated in foreign currencies, the resulting impact is a decrease in U.S. Dollars of reported results. Conversely, when the U.S. Dollar weakens and the weaker exchange rates of the current year are used to translate the results of operations of Avnet’s subsidiaries denominated in foreign currencies, the resulting impact is an increase in U.S. Dollars of reported results. In the discussion of the Company’s results of operations, results excluding this impact are referred to as “constant currency.” Management believes organic sales and sales in constant currency are useful measures for evaluating current period performance as compared with prior periods and for understanding underlying trends. In order to determine the translation impact of changes in foreign currency exchange rates on sales, income or expense items for subsidiaries reporting in currencies other than the U.S. Dollar, the Company adjusts the average exchange rates used in current periods to be consistent with the average exchange rates in effect during the comparative period.

Management believes that operating income and operating expenses adjusted for restructuring, integration and other expenses, Russian-Ukraine conflict related expenses, goodwill and intangible asset impairment expenses and amortization of acquired intangible assets and other, are useful measures to help investors better assess and understand the Company’s operating performance. This is especially the case when comparing results with previous periods or forecasting performance for future periods, primarily because management views the excluded items to be outside of Avnet’s normal operating results or non-cash in nature. Management analyzes operating income and operating expenses without the impact of these items as an indicator of ongoing margin performance and underlying trends in the business. Management also uses these non-GAAP measures to establish operational goals and, in most cases, for measuring performance for compensation purposes. Management measures operating income for its reportable segments excluding restructuring, integration and other expenses, Russian-Ukraine conflict related expenses, goodwill and intangible asset impairment expenses and amortization of acquired intangible assets and other.

Additional non-GAAP metrics management uses is adjusted operating income margin, which is defined as adjusted operating income (as defined above) divided by sales.

Management also believes income tax expense (benefit), net income and diluted earnings (loss) per share adjusted for the impact of the items described above and certain items impacting other income (expense) and income tax expense (benefit) are useful to investors because they provide a measure of the Company’s net profitability on a more comparable basis to historical periods and provide a more meaningful basis for forecasting future performance. Adjustments to income tax expense (benefit) and

the effective income tax rate include the effect of changes in tax laws, certain changes in valuation allowances and unrecognized tax benefits, income tax audit settlements and adjustments to the adjusted interim effective tax rate based upon the expected annual adjusted effective tax rate. Additionally, because of management’s focus on generating shareholder value, of which net profitability is a primary driver, management believes net income (loss) and diluted earnings (loss) per share excluding the impact of these items provides an important measure of the Company’s net profitability for the investing public.

Any analysis of results and outlook on a non-GAAP basis should be used as a complement to, and in conjunction with, results presented in accordance with GAAP.


	Fiscal	Quarters Ended
	Year to Date	April 2,		January 1,		October 2,
	2022*	2022*		2022*		2021*
	( in thousands, except per share amounts)

GAAP selling, general and administrative expenses		$	512,364	$	501,363		486,178
Amortization of intangible assets and other			(3,074)		(3,796)		(5,239)
Adjusted operating expenses			509,290		497,567		480,939

GAAP operating income		$	274,408	$	211,672		168,243
Restructuring, integration and other expenses			-		-		5,272
Russian-Ukraine conflict related expenses			26,261		-		-
Amortization of intangible assets and other			3,074		3,796		5,239
Adjusted operating income			303,743		215,468		178,754

GAAP income before income taxes		$	248,025	$	191,779		144,990
Restructuring, integration and other expenses			-		-		5,272
Russian-Ukraine conflict related expenses			26,261		-		-
Amortization of intangible assets and other			3,074		3,796		5,239
Other expenses			-		-		441
Adjusted income before income taxes			277,360		195,575		155,942

GAAP income tax expense		$	64,608	$	40,958		33,672
Restructuring, integration and other expenses			-		-		1,012
Russian-Ukraine conflict related expenses			6,836		-		-
Amortization of intangible assets and other			667		704		998
Other expenses			-		-		136
Income tax (expense) benefit items, net			(8,613)		2,917		(3,070)
Adjusted income tax expense			63,498		44,579		32,748

GAAP net income		$	183,417	$	150,821		111,318
Restructuring, integration and other expenses (net of tax)			-		-		4,260
Russian-Ukraine conflict related expenses (net of tax)			19,425		-		-
Amortization of intangible assets and other (net of tax)			2,407		3,092		4,241
Other expenses (net of tax)			-		-		305
Income tax expense (benefit) items, net			8,613		(2,917)		3,070
Adjusted net income			213,862		150,996		123,194

GAAP diluted earnings per share		$	1.84	$	1.50		1.10
Restructuring, integration and other expenses (net of tax)			-		-		0.04
Russian-Ukraine conflict related expenses (net of tax)			0.20		-		-
Amortization of intangible assets and other (net of tax)			0.02		0.03		0.04
Other expenses (net of tax)			-		-		0.00
Income tax expense (benefit) items, net			0.09		(0.03)		0.03
Adjusted diluted EPS			2.15		1.51		1.22

All values are in US Dollars.

^*^ May not foot/cross foot due to rounding.


		Quarters Ended
	Fiscal Year	July 3,		April 3,		January 2,		October 3,
	2021*	2021		2021		2021		2020
	( in thousands, except per share amounts)
GAAP selling, general and administrative expenses		$	498,497	$	463,092	$	442,084	$	471,158
Amortization of intangible assets and other			(5,370)		(5,283)		(10,417)		(20,175)
Adjusted operating expenses			493,127		457,809		431,667		450,983

GAAP operating income		$	118,001	$	87,684	$	57,221	$	18,502
Restructuring, integration and other expenses			28,449		17,574		11,948		26,420
Amortization of intangible assets and other			5,370		5,283		10,417		20,175
Adjusted operating income			151,820		110,541		79,586		65,097

GAAP income (loss) before income taxes		$	91,701	$	70,121	$	34,403	$	(23,297)
Restructuring, integration and other expenses			28,449		17,574		11,948		26,420
Amortization of intangible assets and other			5,370		5,283		10,417		20,175
Other expenses - equity investment impairments and other			5,139		-		51		15,223
Adjusted income before income taxes			130,659		92,978		56,819		38,521

GAAP income tax expense (benefit)		$	6,346	$	(37,363)	$	15,240	$	(4,408)
Restructuring, integration and other expenses			6,172		4,118		2,577		4,601
Amortization of intangible assets and other			1,025		1,008		2,037		5,029
Other expenses - equity investment impairments and other			38		-		26		26
Income tax benefit (expense) items, net			4,091		50,682		(10,788)		(2,710)
Adjusted income tax expense			17,672		18,445		9,092		2,538

GAAP net income (loss)		$	85,355	$	107,484	$	19,163	$	(18,889)
Restructuring, integration and other expenses (net of tax)			22,277		13,456		9,371		21,819
Amortization of intangible assets and other (net of tax)			4,345		4,275		8,380		15,146
Other expenses - equity investment impairments and other (net of tax)			5,101		-		25		15,197
Income tax (benefit) expense items, net			(4,091)		(50,682)		10,788		2,710
Adjusted net income			112,987		74,533		47,727		35,983

GAAP diluted earnings (loss) per share		$	0.85	$	1.07	$	0.19	$	(0.19)
Restructuring, integration and other expenses (net of tax)			0.22		0.13		0.09		0.22
Amortization of intangible assets and other (net of tax)			0.04		0.04		0.09		0.15
Other expenses - equity investment impairments and other (net of tax)			0.05		-		0.00		0.15
Income tax (benefit) expense items, net			(0.04)		(0.50)		0.11		0.03
Adjusted diluted EPS			1.12		0.74		0.48		0.36

All values are in US Dollars.

^*^ May not foot/cross foot due to rounding and differences in average diluted shares between quarterly periods compared to the fiscal year to date.

Organic Sales

Organic sales is defined as sales adjusted for the impact of significant acquisitions, divestitures and other items by adjusting Avnet’s prior and current periods (if necessary) to include the sales of acquired businesses and exclude the sales of divested businesses as if the acquisitions and divestitures had occurred at the beginning of the earliest period presented. Additionally, fiscal 2021 sales are adjusted for the estimated impact of the extra week of sales in the first quarter of fiscal 2021 due to the 14-week fiscal first quarter and the 53-week fiscal year. Organic sales in constant currency is defined as organic sales (as defined above) excluding the impact of changes in foreign currency exchange rates.

As a result of declining sales due to the termination of the TI distribution agreement in December 2020, organic sales growth rates have also been adjusted to exclude sales of TI products.

Reported sales were the same as organic sales for the third quarter and first nine months of fiscal 2022. The following table presents the reconciliation of reported sales to organic sales for the third quarter and first nine months of fiscal 2021.


	Quarter Ended						Nine Months Ended
	Sales				Organic				Estimated						Organic
	As Reported				Sales		Sales		Extra		Organic				Sales
	and Organic		TI Sales		Adj for TI		As Reported		Week in		Sales		TI Sales		Adj for TI
	Q3-Fiscal		Q3-Fiscal		Q3-Fiscal		Q3-Fiscal		Fiscal		Q3-Fiscal		Q3-Fiscal		Q3-Fiscal
	2021		2021^(1)^		2021^(1)^		2021		2021^(2)^		2021		2021^(1)^		2021^(1)^
	(in millions)
Avnet	$	4,916.7	$	1.7	$	4,915.0	$	14,307.9	$	306.0	$	14,001.9	$	292.2	$	13,709.7
Avnet by region
Americas	$	1,161.0	$	0.4	$	1,160.6	$	3,468.1	$	77.0	$	3,391.1	$	82.9	$	3,308.2
EMEA		1,585.6		0.5		1,585.1		4,412.6		97.0		4,315.6		124.2		4,191.4
Asia		2,170.1		0.8		2,169.3		6,427.2		132.0		6,295.2		85.1		6,210.1
Avnet by segment
EC	$	4,520.6	$	1.7	$	4,518.9	$	13,245.1	$	284.0	$	12,961.1	$	292.2	$	12,668.9
Farnell		396.1		—		396.1		1,062.8		22.0		1,040.8		—		1,040.8

(1)	Sales adjusted for the impact of the termination of the TI distribution contract.
(2)	The impact of the additional week of sales in the first quarter of fiscal 2021 is estimated.
---	---

The following table presents reported and organic sales growth rates for the third quarter and first nine months of fiscal 2022 compared to fiscal 2021.


	Quarter Ended						Nine Months Ended
					Organic										Organic
			Sales		Sales				Sales				Organic		Sales
			As Reported		Adj for TI				As Reported				Sales		Adj for TI
	Sales		Year-Year %		Year-Year %		Sales		Year-Year %		Organic		Year-Year %		Year-Year %
	As Reported		Change in		Change in		As Reported		Change in		Sales		Change in		Change in
	Year-Year		Constant		Constant		Year-Year		Constant		Year-Year		Constant		Constant
	% Change		Currency		Currency^(1)^		% Change		Currency		% Change		Currency		Currency^(1)^
Avnet	32.0	%	35.7	%	35.7	%	25.4	%	26.9	%	28.1	%	29.6	%	32.4	%
Avnet by region
Americas	40.2	%	40.2	%	40.2	%	23.3	%	23.3	%	26.1	%	26.1	%	29.3	%
EMEA	37.9		47.6		47.7		30.9		35.0		33.8		38.0		42.1
Asia	23.3		24.5		24.5		22.7		23.3		25.3		25.9		27.6
Avnet by segment
EC	33.2	%	36.9	%	36.9	%	25.1	%	26.7	%	27.9	%	29.5	%	32.5	%
Farnell	18.4		21.8		21.8		28.4		28.6		31.2		31.3		31.3

(1)	Sales growth rates excluding the impact of the termination of the TI distribution agreement.

Historical Segment Financial Information


			Fiscal 2022
			Quarters Ended
	Fiscal		Third Quarter		Second Quarter		First Quarter
	Year to Date		April 2,		January 1,		October 2,
	2022*		2022*		2022		2021
	(in millions)
Sales:
Electronic Components	$	16,572.9	$	6,019.1	$	5,424.3	$	5,129.5
Farnell		1,365.1		469.0		440.9		455.2
Avnet sales	$	17,938.1	$	6,488.1	$	5,865.2	$	5,584.7

Operating income:
Electronic Components	$	616.4	$	265.0	$	188.9	$	162.4
Farnell		179.6		69.8		60.2		49.6
		796.0		334.8		249.1		212.0
Corporate expenses		(98.0)		(31.1)		(33.6)		(33.3)
Restructuring, integration and other expenses		(5.3)		-		-		(5.3)
Russian-Ukraine conflict related expenses		(26.3)		(26.3)		-		-
Amortization of acquired intangible assets and other		(12.1)		(3.1)		(3.8)		(5.2)
Avnet operating income	$	654.3	$	274.4	$	211.7	$	168.2

Sales by geographic area:
Americas	$	4,277.6	$	1,627.2	$	1,391.5	$	1,258.8
EMEA		5,774.1		2,185.7		1,840.8		1,747.6
Asia		7,886.4		2,675.2		2,632.9		2,578.3
Avnet sales	$	17,938.1	$	6,488.1	$	5,865.2	$	5,584.7

* May not foot/cross foot due to rounding.


			Fiscal Year 2021
			Quarters Ended
				Fourth Quarter		Third Quarter		Second Quarter		First Quarter
	Fiscal Year			July 3,		April 3,		January 2,		October 3,
	2021*			2021		2021		2021		2020
	(in millions)
Sales:
Electronic Components	$	18,030.5		$	4,785.3	$	4,520.6	$	4,342.4	$	4,382.2
Farnell		1,504.2			441.4		396.1		325.8		340.9
Avnet	$	19,534.7		$	5,226.7	$	4,916.7	$	4,668.2	$	4,723.1

Operating income:
Electronic Components	$	454.8		$	147.8	$	118.6	$	103.9	$	84.4
Farnell		86.9			36.5		23.9		14.6		12.0
		541.7			184.3		142.5		118.5		96.4
Corporate expenses		(134.7)			(32.5)		(31.9)		(39.0)		(31.3)
Restructuring, integration and other expenses		(84.4)			(28.4)		(17.6)		(11.9)		(26.4)
Amortization of acquired intangible assets and other		(41.2)			(5.4)		(5.3)		(10.4)		(20.2)
Avnet operating income	$	281.4		$	118.0	$	87.7	$	57.2	$	18.5

Sales by geographic area:
Americas	$	4,662.5		$	1,194.4	$	1,161.0	$	1,101.5	$	1,205.7
EMEA		6,149.9			1,737.3		1,585.6		1,346.3		1,480.7
Asia		8,722.3			2,295.0		2,170.1		2,220.4		2,036.7
Avnet	$	19,534.7		$	5,226.7	$	4,916.7	$	4,668.2	$	4,723.1

* May not foot/cross foot due to rounding.

Guidance Reconciliation

The following table presents the reconciliation of non-GAAP adjusted diluted earnings per share guidance to the expected GAAP diluted earnings per share guidance for the fourth quarter of fiscal 2022.


	Low End of		High End of
	Guidance Range		Guidance Range

Adjusted diluted earnings per share guidance	$	1.90	$	2.00
Amortization of intangibles and other (net of tax)		(0.02)		(0.03)
Income tax expense adjustments		0.45		0.35
GAAP diluted earnings per share guidance	$	2.33	$	2.32