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Wesco International 8-K Report, Corporate Update (Feb 26, 2025)

Reports
Other Events·Exhibits & Filings
Filing Date
Filed February 26, 2025
Period End
February 25, 2025
Security
WCC
In the record · 2016–202610-K1210-Q338-K143

WCC filed 12 annual reports (10-K), 33 quarterly reports (10-Q) and 143 current reports (8-K) between 2016 and 2026.

  1. Leadership change8-K · Mar ’18Mar ’18
  2. Leadership change8-K · Jun ’20Jun ’20
  3. Material agreement8-K · Nov ’22Nov ’22
  4. Material agreement8-K · Sep ’26Sep ’26

01—Abstract

Summary

Summary of the 8-K filed February 26, 2025. Cited figures are marked; the original filing is the authoritative source.

WESCO International, Inc. (NYSE: WCC) announced on February 25, 2025 that its wholly owned subsidiary, WESCO Distribution, Inc., commenced and priced a private offering to eligible purchasers of $800 milliona aggregate principal amount of 6.375% senior notes due 2033.

The offering size was increased from the previously announced $600 millionb. The notes will be issued at 100.000% of principal, with settlement scheduled for March 6, 2025, subject to customary closing conditions. The notes are unsecured, unsubordinated obligations of WESCO Distribution and are guaranteed on an unsecured, unsubordinated basis by WESCO International and its wholly owned subsidiary, Anixter Inc. The company estimates net proceeds of approximately $789.5 million after the initial purchasers' discount and estimated offering expenses.

WESCO intends to use the proceeds to redeem all of its outstanding 10.625%c Series A Fixed-Rate Reset Cumulative Perpetual Preferred Stock and the related depositary shares on June 22, 2025, and to repay a portion of the amounts outstanding under its asset-based revolving credit facility. Before that redemption, the company plans to repay a portion of its outstanding borrowings under its accounts receivable securitization facility and the ABL Facility.

The notes are being offered only to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S, and have not been registered under the Securities Act. The 8-K states that it is not a notice of redemption for the Series A Preferred Stock.

02—Key points

Key Highlights

  1. Offering size increased from $600 million to $800 million aggregate principal amount of 6.375% senior notes due 2033.
  2. Notes priced at 100.000% of principal amount; settlement scheduled for March 6, 2025, subject to customary closing conditions.
  3. Estimated net proceeds of approximately $789.5 million after the initial purchasers' discount and estimated offering expenses.
  4. Proceeds earmarked to redeem all outstanding 10.625% Series A Fixed-Rate Reset Cumulative Perpetual Preferred Stock and related depositary shares on June 22, 2025.
  5. Proceeds also to repay portions of the ABL Facility and the accounts receivable securitization facility, with repayment of the securitization facility occurring before the preferred redemption.
  6. Notes are unsecured, unsubordinated obligations of WESCO Distribution, Inc., guaranteed by WESCO International, Inc. and Anixter Inc.
  7. Notes offered only under Rule 144A and Regulation S and have not been registered under the Securities Act.

03—Questions

Frequently Asked Questions

  1. How much debt is being issued, and at what price?

    WESCO Distribution, Inc. priced $800 million aggregate principal amount of 6.375% senior notes due 2033, increased from the previously announced $600 million. The notes are issued at 100.000% of principal amount.

  2. What are the estimated net proceeds and when will the offering settle?

    WESCO estimates net proceeds of approximately $789.5 million after the initial purchasers' discount and estimated offering expenses. Settlement is scheduled for March 6, 2025, subject to customary closing conditions.

  3. How will WESCO use the proceeds?

    WESCO plans to redeem all outstanding 10.625% Series A Fixed-Rate Reset Cumulative Perpetual Preferred Stock and the related depositary shares on June 22, 2025, and repay a portion of the ABL Facility. Before that redemption, it intends to repay a portion of its accounts receivable securitization facility and the ABL Facility.

  4. Who guarantees the notes and what is their ranking?

    The notes are unsecured and unsubordinated obligations of WESCO Distribution, Inc. and are guaranteed on an unsecured, unsubordinated basis by WESCO International, Inc. and its wholly owned subsidiary, Anixter Inc. They rank equally with WESCO Distribution's other existing and future unsecured, unsubordinated obligations.

  5. Is this filing a notice of redemption for the preferred stock?

    No. The 8-K states that it does not constitute a notice of redemption with respect to the Series A Preferred Stock and the related Series A Depositary Shares.

04—Continue

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