Fitch Affirms Avnet's IDR at 'BBB-'; Outlook Stable

  Fitch Affirms Avnet's IDR at 'BBB-'; Outlook Stable

Business Wire

NEW YORK -- December 3, 2013

Fitch Ratings has affirmed the Issuer Default Rating (IDR) for Avnet, Inc.
(Avnet) at 'BBB-' with a Stable Outlook.

KEY RATING DRIVERS

The ratings and Outlook incorporate the following considerations:

--Avnet maintains a leading market position in both segments of its business.
The growth in scale and breadth of its business over the years has enabled
Avnet to increase its importance and value in the global supply chain. Fitch
believes this should serve to boost the relative permanence of its value-added
distribution model.

--Avnet has maintained a reasonably conservative balance sheet and approach to
capital allocation with leverage (total debt to total operating EBITDA)
currently at 2.1x based on Fitch's estimates. Further, the company has
consistently produced positive free cash flow (FCF) across the cycle, aided in
part by the countercyclical nature of its working capital cash flow.

--Avnet's credit strengths are balanced by the relative low margins and high
capital intensity of the distributor model, as well as the inherent volatility
in the markets it serves. The company's acquisition growth strategy is also a
potential source of event risk for bondholders. Some larger acquisitions, such
as Avnet's 2010 purchase of Bell Microproducts, can lead to execution risk in
integration which is complicated by the relative low margin nature of the
business.

--Fitch expects low to mid-single digit organic revenue growth in 2014 as
Avnet manages modestly improving end market demand despite continuing
macroeconomic concerns. Fitch would expect EBITDA margins (currently 3.8% for
the latest 12 months [LTM] ending Sept. 28, 2013) to stabilize near the 4%
level as the company adjusts to a slow end-market environment. In a flat
revenue environment, Fitch estimates Avnet would generate approximately $500
million in annual FCF.

--In a stress scenario, Fitch would expect revenue declines and EBITDA margins
to reflect trough levels of the last downturn in 2009, or roughly 10% revenue
declines and 3% EBITDA margins. In a stress scenario, Fitch would expect
working capital cash inflows to largely offset lower EBITDA levels and FCF to
fall only modestly from normalized levels, if at all.

--The ratings incorporate expectations that Avnet will maintain leverage of
2.5x or below (3x when adjusted operating leases) on a normalized basis given
Avnet's business model and credit profile. Fitch estimates leverage at 2.1x
(approximately 2.6x adjusted) and interest coverage (EBITDA to total interest
expense) at 9x as of Sept. 28, 2013.

--Avnet's recent decision to implement a quarterly dividend does not impact
the ratings but does reduce financial flexibility. This could pressure the
investment grade rating in a stressed environment, particularly if share
repurchase activity exceeds FCF generation before changes in working capital.

--Fitch expects uses of cash flow and excess cash will principally fund
organic growth, working capital needs, potential modest acquisitions and share
repurchases. Avnet has roughly $224 million in remaining share repurchase
authorization and has repurchased $79 million in the LTM period. Fitch
believes Avnet has headroom for a moderate amount of share repurchases given
the cash generative nature of the business model. However, aggressive
shareholder-friendly actions in the face of increasing macroeconomic
uncertainty could pressure ratings if such action would be expected to lead to
higher leverage once revenue growth returns.

--Fitch believes Avnet could potentially pursue debt-financed acquisitions
resulting in higher than expected leverage if opportunities arise going
forward. Such a scenario could pressure ratings if Fitch did not reasonably
expect that Avnet would reduce leverage closer to historical levels in the
short-run.

Fitch believes Avnet's diversification efforts into areas like software,
network security, cloud-based services and reverse logistics are important
developments for the company's credit profile. Fitch would expect demand for
these products and services to be less volatile than the traditional hardware
and components businesses. As these areas of focus grow to comprise a greater
portion of Avnet's business through organic growth and additional
acquisitions, Fitch believes the resulting diversification of revenue streams
would help solidify Avnet's rating in the investment-grade category.

Credit strengths include Avnet's leading market positions in both component
and enterprise computing distribution worldwide; the ability to generate cash
from operations in a normal growth environment, as well as achieve significant
FCF in a downturn from reduced working capital; a highly diversified customer
base and well-diversified supplier base with only IBM representing greater
than 10% of revenue over the past several years.

Credit concerns include Avnet's thin operating margins, which are typical of
the IT distribution market; significant investment levels required to increase
share in the faster-growing Asia-Pacific region, including potentially
debt-financed acquisitions; integration risk stemming from Avnet's acquisition
growth strategy; Avnet's exposure to the cyclical demand patterns and cash
flows associated with the semiconductor and networking sectors; and the
potential for future debt-financed share-repurchase programs.

Total liquidity as of Sept. 28, 2013 was solid and consisted principally of
$866 million of cash and cash equivalents; $998 million of available borrowing
capacity under Avnet's $1 billion senior unsecured bank credit facility
expiring November 2016; and $472 million available under an $800 million A/R
securitization facility expiring August 2014.

Total debt as of Sept. 28, 2013 was $2.1 billion and consisted principally of
the following:

--$328 million drawn on the company's $800 million A/R securitization facility
expiring August 2014;

--$300 million 5.875% senior notes due March 2014;

--$250 million 6% senior notes due September 2015;

--$300 million 6.625% senior notes due September 2016;

--$300 million 5.875% senior notes due June 2020; and

--$350 million 4.875% senior notes due December 2022.

Fitch has affirmed the following ratings for Avnet:

--Issuer Default Rating (IDR) at 'BBB-';

--$1 billion senior unsecured revolving credit facility at 'BBB-';

--Senior unsecured debt at 'BBB-'.

The Rating Outlook is Stable.

RATINGS SENSITIVITIES

Negative: Future developments that may, individually or collectively, lead to
negative rating action include:

--Revenue declines that signal a loss of market share, either to other
distributors or suppliers increasingly going direct to market;

--Severe operating margin compression resulting from intense competition or
supplier price pressures;

--Significant debt-financed acquisitions and/or share repurchases,
particularly if funded from cash generated from working capital declines.

Positive: Upside movement in the ratings is limited given Avnet's razor-thin
operating margin profile with significant cyclical demand exposure.
Significant sustained improvement in credit metrics paired with a long-term
strategic business rationale and demonstrated commitment from management to
maintain a higher rating would be necessary.

Additional information is available at 'www.fitchratings.com'.

Applicable Criteria and Related Research:

--'Corporate Rating Methodology', dated Aug. 5, 2013.

Applicable Criteria and Related Research:

Corporate Rating Methodology: Including Short-Term Ratings and Parent and
Subsidiary Linkage

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=715139

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http://www.fitchratings.com/gws/en/disclosure/solicitation?pr_id=810407

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