PITTSBURGH, Feb. 26,
2024 /PRNewswire/ -- WESCO International, Inc. (NYSE:
WCC) ("Wesco"), a leading provider of business-to-business
distribution, logistics services, and supply chain solutions, today
announced that its wholly owned subsidiary, WESCO Distribution,
Inc. ("Wesco Distribution"), intends to offer (the "Offering")
to eligible purchasers, subject to market and other conditions,
$750 million aggregate principal
amount of senior notes due 2029 (the "5-Year Notes") and
$750 million aggregate principal
amount of senior notes due 2032 (the "8-Year Notes" and,
together with the 5-Year Notes, the "Notes").
Wesco Distribution intends to use the net proceeds from this
Offering, together with cash on hand, to redeem all of its
outstanding 7.125% senior notes due 2025 (the "Wesco 2025 Notes")
on or after June 15, 2024. Prior to
repaying the Wesco 2025 Notes, Wesco Distribution intends to (i)
use the net proceeds from this Offering temporarily to repay a
portion of the amounts outstanding under its accounts receivable
securitization facility (the "Receivables Facility") and to repay
all of the outstanding borrowings under its asset-based revolving
credit facility (the "ABL Facility"), and (ii) subsequently redraw
approximately those same amounts in the aggregate under the
Receivables Facility and the ABL Facility, respectively, to redeem
the Wesco 2025 Notes.
The Notes will be unsecured, unsubordinated debt obligations of
Wesco Distribution, and will rank equally with Wesco Distribution's
other existing and future unsecured, unsubordinated obligations.
The Notes will be guaranteed on an unsecured, unsubordinated basis
by Wesco and its wholly owned subsidiary, Anixter Inc.
(the "Guarantees").
The Notes and related Guarantees will be offered only to
qualified institutional buyers under Rule 144A of the Securities
Act of 1933, as amended (the "Securities Act"), and to
non-U.S. persons in transactions outside the United States under Regulation S of the
Securities Act. The Notes have not been, and will not be,
registered under the Securities Act and may not be offered or sold
in the United States absent
registration or an applicable exemption from, or in a transaction
not subject to, the registration requirements of the Securities Act
and other applicable securities laws.
This press release does not and will not constitute an offer to
sell, or the solicitation of an offer to buy, the Notes or any
other securities, nor will there be any sale of the Notes or other
securities, in any state or other jurisdiction in which such offer,
sale or solicitation would be unlawful. Any offer will be made only
by means of a private offering memorandum. This press release does
not constitute a notice of redemption with respect to the Wesco
2025 Notes.
About Wesco
Wesco International (NYSE:
WCC) builds, connects, powers and protects the world. Headquartered
in Pittsburgh, Pennsylvania, Wesco
is a FORTUNE 500® company with more than $22 billion in annual sales and a leading
provider of business-to-business distribution, logistics services
and supply chain solutions. Wesco offers a best-in-class product
and services portfolio of Electrical and Electronic Solutions,
Communications and Security Solutions, and Utility and Broadband
Solutions. The Company employs approximately 20,000 people,
partners with the industry's premier suppliers, and serves
thousands of customers around the world. With millions of products,
end-to-end supply chain services, and leading digital capabilities,
Wesco provides innovative solutions to meet customer needs across
commercial and industrial businesses, contractors, government
agencies, educational institutions, telecommunications providers,
and utilities. Wesco operates nearly 800 branches, warehouses and
sales offices in more than 50 countries, providing a local presence
for customers and a global network to serve multi-location
businesses and global corporations.
Forward-Looking Statements
All statements made
herein that are not historical facts should be considered as
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Such statements involve
known and unknown risks, uncertainties and other factors that may
cause actual results to differ materially. These forward-looking
statements include, but are not limited to, statements regarding
the proposed terms of the Offering, the timing of the Offering and
the anticipated use of proceeds therefrom, including the redemption
of the Wesco 2025 Notes. Such statements can generally be
identified by the use of words such as "anticipate," "plan,"
"believe," "estimate," "intend," "expect," "project" and similar
words, phrases or expressions or future or conditional verbs such
as "could," "may," "should," "will" and "would," although not all
forward-looking statements contain such words. These
forward-looking statements are based on current expectations and
beliefs of Wesco's management, as well as assumptions made by, and
information currently available to, Wesco's management, current
market trends and market conditions and involve risks and
uncertainties, many of which are outside of Wesco's and Wesco's
management's control, and which may cause actual results to differ
materially from those contained in forward-looking statements.
Accordingly, you should not place undue reliance on such
statements.
Those risks, uncertainties and assumptions include whether Wesco
will be able to consummate the Offering, including the satisfaction
of customary closing conditions with respect to the Offering of the
Notes. Additional factors that could cause results to differ
materially from those described above can be found in Wesco's
Annual Report on Form 10-K for the fiscal year ended December 31, 2023 and Wesco's other reports filed
with the U.S. Securities and Exchange Commission.
Contact Information:
Investor
Relations
Will Ruthrauff
Director, Investor Relations
484-885-5648
Corporate Communications
Jennifer Sniderman
Sr. Director, Corporate Communications
717-579-6603
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SOURCE Wesco International
