Avnet Announces Expansion and Pricing of convertible senior debt securities sale

Avnet Announces Private Offering of Convertible Senior Notes

In a recent development, Avnet, a global technology solutions provider, has announced a private offering of $550 million in 1.75% Convertible Senior Notes due 2030.

The offering, which is not registered under the Securities Act or any state securities law, will only be offered to qualified institutional buyers. Avnet has granted initial purchasers an option to purchase an additional $100 million in Notes.

The Notes will bear interest at a rate of 1.75% per year, payable semi-annually. The initial conversion rate is 14.2313 shares of Avnet's common stock per $1,000 principal amount of Notes. This represents a premium of approximately 35.0% over the last reported sale price of Avnet's common stock on September 2, 2025.

The Notes will mature on September 1, 2030, unless earlier converted, redeemed, or repurchased. Avnet will satisfy its conversion obligations by paying cash or a combination of cash and shares of its common stock.

From and after June 1, 2030, noteholders can convert their Notes at any time. Before this date, conversion is only possible upon certain events.

Approximately $100.0 million of the net proceeds from the offering will be used to repurchase approximately 1.92 million shares of Avnet's common stock. The remaining net proceeds will be used to repay a portion of the amounts outstanding under its revolving credit facility.

It's important to note that the Notes and any shares of Avnet's common stock issuable upon conversion of the Notes may not be offered or sold in the United States or to U.S. persons.

The press release does not constitute an offer to sell or a solicitation of an offer to buy the Notes or any shares of Avnet's common stock issuable upon conversion of the Notes.

The Company cautions that the forward-looking statements in this document are subject to uncertainties and changes in factual circumstances, and actual results may differ materially from those expressed or implied by them. 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.

This offering comes amidst a range of factors that could affect Avnet's future results, including geopolitical events, competitive pressures, industry down-cycles, relationships with key suppliers, accounts receivable defaults, international sales and operations risks, acquisitions, divestitures, investments, supply chain risks, cyber security risks, general economic and business conditions, constraints on employee retention and hiring, and legislative or regulatory changes.

The size of the offering was increased from the previously announced $500 million. Avnet expects that if the initial purchasers exercise their option to purchase additional Notes, the Company will use the net proceeds from the sale of such additional Notes for general corporate purposes, including repayment of additional outstanding indebtedness. If the Notes are converted, the Company may need to raise additional capital to satisfy its conversion obligations.

Avnet Announces Expansion and Pricing of convertible senior debt securities sale