UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 21, 2008
WESCO International, Inc.
(Exact name of registrant as specified in its charter)
Commission file number 001-14989
| Delaware | 25-1723345 | |
| (State or other jurisdiction of incorporation or organization) |
(IRS Employer Identification No.) | |
| 225 West Station Square Drive Suite 700 Pittsburgh, Pennsylvania 15219 |
(412) 454-2200 | |
| (Address of principal executive offices) | (Registrant’s telephone number, including area code) |
N/A
(Former name or former address, if changed since last report)
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On October 21, 2008, the Board of Directors of WESCO International, Inc. (the “Company”)
appointed Messrs. John J. Engel and Stephen A. Van Oss as two new Directors effective November 3,
2008 and increased the size of the Board of Directors from ten Directors to twelve Directors. The
Company’s Board of Directors has not determined which committees, if any, of the Board of Directors
to which Messrs. Engel and Van Oss will be appointed. Pursuant to the Company’s policies regarding
compensation for Directors who also are employees of the Company, neither Mr. Engel nor Mr. Van Oss
will receive compensation for his services as a Director.
A press release announcing the appointment of Messrs. Engel and Van Oss to the Company’s Board
of Directors is filed as Exhibit 99.1 to this Current Report and is incorporated herein by
reference.
| Item 9.01. | Financial Statements and Exhibits |
(d) Exhibits
99.1 Press Release dated October 27, 2008
SIGNATURE
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.
| WESCO INTERNATIONAL, INC. | |||||
| By: | /s/ Stephen A. Van Oss | ||||
| Stephen A. Van Oss Senior Vice President and Chief Financial and Administrative Officer |
|||||
Dated: October 27, 2008
Exhibit 99.1
|
NEWS RELEASE |
WESCO International, Inc. Names Two New Board Members
PITTSBURGH, October 27, 2008 /PRNewswire-FirstCall/ — WESCO International, Inc. (NYSE: WCC), a
leading provider of electrical MRO products, construction materials and advanced integrated supply
procurement outsourcing services, today announced the appointment of Messrs. John J. Engel and
Stephen A. Van Oss to its Board of Directors, effective November 3, 2008. With the addition of
Messrs. Engel and Van Oss, WESCO’s Board of Directors now consists of 12 Directors.
John J. Engel has been Senior Vice President and Chief Operating Officer for WESCO since July 2004.
Previously, Mr. Engel served as Senior Vice President and General Manager of Gateway, Inc. and as
an Executive Vice President and Senior Vice President of Perkin Elmer, Inc. Earlier in his career,
Mr. Engel held management positions with Allied Signal and General Electric.
Stephen A. Van Oss has been Senior Vice President and Chief Financial and Administrative Officer
for WESCO since July 2004 and, from 2000 to July 2004, served as the Vice President and Chief
Financial Officer. Mr. Van Oss also served as our Director, Information Technology from 1997 to
2000 and as our Director, Acquisition Management in 1997. Previously, Mr. Van Oss held executive
positions with Paper Back Recycling of America, Inc. and Reliance Electric Corporation. Mr. Van
Oss is a trustee of Robert Morris University and serves on the board of Cooper-Standard Holdings,
Inc.
Chairman and CEO, Roy W. Haley, commented, “I am very pleased to welcome John Engel and Steve Van
Oss to serve on our Board. In addition to their current roles as senior executives of the Company,
John and Steve both have done a superb job in directing major portions of WESCO’s total business.
Their industry and WESCO-specific knowledge and experience will further strengthen our Board.”
# # #
WESCO International, Inc. (NYSE: WCC) is a publicly traded Fortune 500 holding company,
headquartered in Pittsburgh, Pennsylvania, whose primary operating entity is WESCO Distribution,
Inc. WESCO Distribution is a leading distributor of electrical construction products and
electrical and industrial maintenance, repair and operating (MRO) supplies, and is the nation’s
largest provider of integrated supply services. 2007 annual sales were approximately $6.0 billion.
The Company employs approximately 7,300 people, maintains relationships with over 24,000 suppliers,
and serves more than 110,000 customers worldwide. Major markets include commercial and industrial
firms, contractors, government agencies, educational institutions, telecommunications businesses
and utilities. WESCO operates seven fully automated distribution centers and more than 400
full-service branches in North America and selected international markets, providing a local
presence for area customers and a global network to serve multi-location businesses and
multi-national corporations.
# # #
The matters discussed herein may contain forward-looking statements that are subject to certain
risks and uncertainties that could cause actual results to differ materially from expectations.
Certain of these risks are set forth in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2007, as well as the Company’s
other reports filed with the Securities and Exchange Commission.
# # #
Contact: Daniel A. Brailer, Vice President, Treasurer, Legal and Investor Relations
WESCO International, Inc. (412) 454-4220, Fax: (412) 222-7329
http://www.wesco.com
WESCO International, Inc. (412) 454-4220, Fax: (412) 222-7329
http://www.wesco.com