JWCA advises Avnet on its upsized $650 million convertible issuance

September 2025 | read press release

Transaction Background

Avnet, Inc. (“Avnet” or the “Company”) successfully raised an upsized $650mm (inclusive of greenshoe) in the convertible market at highly attractive terms (1.75% coupon and 35.0% conversion premium)

Avnet’s objectives included:

• Refinance more expensive outstanding debt under its revolving credit facility to lower cash interest expense

• Offer a one-time discrete put option to receive a lower coupon on financing

• Protect against future equity dilution and minimize stock price risk during execution through a concurrent share repurchase

• Take advantage of strong equity tailwinds and convertible investor appetite for investment grade companies

JWCA provided extensive analysis on deal structuring and related items, including:

• Convertible documentation to ensure maximum value and future efficiency/flexibility

• Syndicate structure and precedent data

• Accounting and tax analyses

• Execution timing

• Investor composition considerations

• Shareholder messaging

JWCA provided advice, support and analysis throughout the execution process

Results

Avnet’s convertible transaction was very well received by investors:

• The transaction was multiple times oversubscribed and attracted significant long-only demand, leading to an upsize of $500mm to $550mm on the base deal size and an upsize of $75mm to $100mm on the greenshoe

• The 1.75% coupon and 35.0% conversion premium represented the company-friendly end of both the marketed coupon and conversion premium ranges

The Company simultaneously repurchased ~1.9mm shares (~$100mm) from convertible investors

JWCA supported the management team on the entirety of the offering, providing execution advice and ensuring a high-quality transaction outcome