UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 1, 2005 ---------------- ARROW ELECTRONICS, INC. (Exact Name of Registrant as Specified in Charter) NEW YORK 1-4482 11-1806155 -------- ------ ---------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 50 MARCUS DRIVE, MELVILLE, NEW YORK 11747 (Address of Principal Executive Offices) Registrant's telephone number, including area code: (631) 847-2000 Not Applicable (Former Name or Former Address, if Changed Since Last Report) 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 (see General Instruction A.2. below): [ ] 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 20.14a-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)) ITEM 8.01 OTHER EVENTS On December 1, 2005, Arrow Electronics, Inc. issued a press release announcing that it had completed an all-cash tender offer to acquire up to 70% of the outstanding common stock of Ultra Source Technology Corp. ("Ultra Source"). Arrow, through its wholly-owned subsidiary, Arrow Electronics Taiwan Limited ("Arrow Taiwan"), will be acquiring 70% of the common shares of Ultra Source for an aggregate purchase price of $62.5 million. All necessary regulatory approvals related to the tender offer have been received. A copy of the press release announcing the tender offer is attached hereto as an Exhibit (99.1). ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS (c) EXHIBITS 99.1 press release issued by Arrow Electronics, Inc. dated December 1, 2005. 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. ARROW ELECTRONICS, INC. Date: December 1, 2005 By: /s/Peter S. Brown ----------------- Name: Peter S. Brown Title: Senior Vice President EXHIBIT INDEX Exhibit Description ------- ----------- 99.1 Press release issued by Arrow Electronics, Inc., dated December 1, 2005.