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Abacus Group PLC & Avnet Inc	Update Date: 11/15/08
Date Announced: 10/10/08
Value (million $USD): 69.0 million U.S. Dollar 40.5 million British Pound

Status: Pending

TRANSACTION DETAILS
Date Announced	10/10/08
Date Originally Announced	10/10/08
Format	Merger	Acquisition techniques	Tender Offer; Tender/Merger
Attitude	Friendly	Agency	Unspecified Regulatory Auth.
Value	69.0 million U.S. Dollar 40.5 million British Pound	Advisor Fees	n/a

SYNOPSIS

UK - Avnet Inc (AI) of the US launched a tender offer to acquire the entire ordinary share capital of Abacus Group PLC (AB), a Berkshire-based wholesaler of electronic and electromechanical components, for 0.55 British pound ($0.94 US) in cash per share or a total value of 40.454 mil pounds ($68.978 mil). AI received irrevocable undertakings to accept the offer with respect to 30.24% of the company's ordinary share capital. The offer was conditioned upon at least 90% of shares being tendered. Upon declaration of being wholly unconditional, AI was to exercise its rights to compulsorily acquire all remaining shares not tendered pursuant to the offer and apply for the delisting of AB shares from the London Stock Exchange. The transaction was subject to regulatory approvals.

TARGET
Name	Abacus Group PLC (London : ABU)
Industries	Computers and peripheral equipment and software; Electrical apparatus and equip
City	Newbury, Berkshire
State	n/a
Nation	United Kingdom
Incorporated in	n/a
Public Status	Public
Business Description	Abacus Group PLC, located in Berkshire, United Kingdom, wholesales electronic and electromechanical components. The Group's operation focuses on electronic components, flat panel displays, printers and related products. It also provides additional value added services, including technical support, cable and electro-mechanical sub-assembly and the design and build of display systems. The Group's other operations relate to specialized wireless and wired products for embedded applications in Machine to Machine, Automotive, Consumer Electronic and Telecommunications products. The Group operates in the United Kingdom, Denmark, Sweden, Finland, Norway and Italy. It was founded in 1972.
Advisors	HSBC Holdings PLC (United Kingdom)
Target Sales	587.1 million U.S. Dollar 286.9 million British Pound

ACQUIROR
Name	Avnet Inc (AVT)
Industries	Computers and peripheral equipment and software; Electrical apparatus and equip
City	Phoenix
State	AZ
Nation	United States
Incorporated in	NY
Public Status	Public
Business Description	Avnet Inc, headquartered in Phoenix, Arizona, wholesales electronic components and computer products including semiconductors, interconnect products, and passive and electromechanical devices to original equipment manufacturers and contract manufacturers. It also offers various value-added services, such as supply-chain management, engineering design, inventory replenishment systems, connector and cable assembly, and semiconductor programming services to original equipment manufacturers, electronic manufacturing service providers, and electronic component manufacturers. The company has 300 locations serving more than 70 countries worldwide including the Americas, Europe, Middle East, Africa, Asia, Australia, and New Zealand. The company was founded in 1921.
Advisors	Banc of America Securities LLC
Acquiror Sales	18.35 billion U.S. Dollar

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