Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): August 11, 2016
WESCO International, Inc.
(Exact name of registrant as specified in its charter)
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Delaware (State or other jurisdiction of incorporation) | | 001-14989 (Commission File Number) | | 25-1723342 (IRS Employer Identification No.) |
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225 West Station Square Drive Suite 700 Pittsburgh, Pennsylvania (Address of principal executive offices) | | | | 15219 (Zip Code)
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(412) 454-2200
(Registrant's telephone number, including area code)
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:
[ ] 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 240.14a-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 August 11, 2016, WESCO International, Inc. announced that it will redeem all of its outstanding 6.0% Convertible Senior Debentures due 2029 (the “Debentures”) on September 15, 2016 (the "Redemption Date") at a redemption price equal to 100% of the principal amount of the Debentures, plus accrued and unpaid interest to, but excluding, the Redemption Date, for a total of $1,030.00 per $1,000 principal amount of Debentures.
A copy of the press release announcing the redemption of the Debentures is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following is furnished as an exhibit to this report.
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99.1 | Press Release dated August 11, 2016 announcing redemption of the Debentures |
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.
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| | WESCO International, Inc. |
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August 11, 2016 | By: | /s/ Timothy A. Hibbard |
(Date) | | Timothy A. Hibbard |
| | Vice President, Corporate Controller and Interim Chief Financial Officer |
ex9912029convertredempti
NEWS RELEASE
WESCO International, Inc. / Suite 700, 225 West Station Square Drive / Pittsburgh, PA 15219
WESCO International, Inc. Announces Redemption of
6.0% Convertible Senior Debentures due 2029
PITTSBURGH, August 11, 2016/PRNewswire/ — WESCO International, Inc. (NYSE: WCC) (“WESCO”), a leading provider of
electrical, industrial, and communications MRO and OEM products, construction materials, and advanced supply chain
management and logistics services, has given notice to holders of its 6.0% Convertible Senior Debentures due 2029 (CUSIP
No. 95082P AH8) (the “Debentures”) that it will redeem all of the outstanding Debentures on September 15, 2016 (the
“Redemption Date”) at a redemption price equal to 100% of the principal amount of the Debentures, plus accrued and
unpaid interest to, but excluding, the Redemption Date, for a total of $1,030.00 per $1,000 principal amount of
Debentures. The aggregate principal amount of the Debentures currently outstanding is $344,804,000.
Upon compliance with the terms and conditions of the Debentures and the indenture governing the Debentures, the
Debentures may be surrendered for conversion at any time prior to 5:00 p.m., New York City time, on September 14,
2016. The conversion rate in effect as of August 11, 2016 is 34.6433 shares of WESCO’s common stock per $1,000
principal amount of Debentures.
WESCO’s notice to holders specifying the terms, conditions and procedures for the redemption and/or conversion is
available through The Depository Trust Company and the Trustee, The Bank of New York Mellon. The Bank of New York
Mellon, in its capacity as either paying agent for the redemption or conversion agent, can be contacted at The Bank of
New York Mellon, Corporate Trust Operations - Redemptions, 111 Sanders Creek Parkway, East Syracuse, NY 13057.
This press release does not constitute a notice of redemption of the Debentures. The redemption of the Debentures is
made solely pursuant to WESCO’s notice of redemption dated August 11, 2016 and delivered to the registered holders of
the Debentures by the trustee with respect to the Debentures.
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WESCO International, Inc. (NYSE: WCC), a publicly traded Fortune 500 holding company headquartered in Pittsburgh, Pennsylvania,
is a leading provider of electrical, industrial, and communications maintenance, repair and operating (MRO) and original equipment
manufacturers (OEM) products, construction materials, and advanced supply chain management and logistic services. 2015 annual
sales were approximately $7.5 billion. The company employs approximately 9,300 people, maintains relationships with over 25,000
suppliers, and serves over 80,000 active customers worldwide. Customers include commercial and industrial businesses, contractors,
government agencies, institutions, telecommunications providers, and utilities. WESCO operates nine fully automated distribution
centers and approximately 500 full-service branches in North America and international markets, providing a local presence for
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, 2015, as well as the Company's other reports filed with the Securities and Exchange
Commission.
Contact: Mary Ann Bell, Vice President, Investor Relations
WESCO International, Inc. (412) 454-4220, Fax: (412) 222-7409