PITTSBURGH, Feb. 28, 2020 /PRNewswire/ -- WESCO
International, Inc. (NYSE: WCC), a leading provider of electrical,
industrial, and communications MRO and OEM products, construction
materials, and advanced supply chain management and logistics
services, today announced that the waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act of 1976 ("HSR Act"),
as amended, in connection with its previously announced merger with
Anixter International Inc., expired at 11:59 p.m.
ET on February 26, 2020. The expiration of the HSR Act
waiting period satisfies one of the conditions to the closing of
the proposed transaction, which remains subject to other customary
closing conditions, including receipt of Anixter stockholder
approval and other regulatory approvals.
Conference Call to Provide Merger Update
WESCO
Chairman, President, and Chief Executive Officer John Engel and Chief Financial Officer
Dave Schulz will hold a conference
call on Tuesday, March 3, 2020 at
7:30 a.m. ET to provide an update on
the merger with Anixter International. The live audio webcast
and presentation slides will be accessible via WESCO's Investor
Relations website, www.wesco.investorroom.com. Dial-in details are
below.
Raymond James Conference Presentation
WESCO will
present at the Raymond James Institutional Investors Conference on
Tuesday, March 3, 2020 at
4:00 p.m. ET. The live audio webcast
and presentation slides will be accessible via WESCO's Investor
Relations website, www.wesco.investorroom.com.
Conference Call Dial-In
Live
Access
|
Replay
Access
|
US Participant
Dial-in: 1-877-443-5356
International Participant Dial-in: 1-412-902-6614
Canada Participant Dial-in: 1-855-669-9657
Confirmation Code: Ask for the "WESCO" conference
call
|
US Replay:
1-877-344-7529
International Replay: 1-412-317-0088
Canada Replay: 1-855-669-9658
Confirmation Code: 10139787
Replay available
until March 10, 2020
|
About WESCO
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 manufacturer (OEM) products,
construction materials, and advanced supply chain management and
logistic services. 2019 annual sales were approximately
$8.4 billion. The company
employs approximately 9,500 people, maintains relationships with
approximately 30,000 suppliers, and serves approximately 70,000
active customers worldwide. Customers include commercial and
industrial businesses, contractors, government agencies,
institutions, telecommunications providers, and utilities. WESCO
operates 11 fully automated distribution centers and approximately
500 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.
About Anixter
Anixter International is a leading global distributor of Network
& Security Solutions, Electrical & Electronic Solutions and
Utility Power Solutions. The company helps build, connect, protect,
and power valuable assets and critical infrastructures. From
enterprise networks to industrial MRO supply to video surveillance
applications to electric power distribution, Anixter offers
full-line solutions, and intelligence, that create reliable,
resilient systems that sustain businesses and communities. Through
Anixter's unmatched global distribution network along with its
supply chain and technical expertise, the company helps lower the
cost, risk and complexity of its customers' supply chains.
Anixter adds value to the distribution process by providing
over 100,000 customers access to 1) innovative supply chain
solutions, 2) nearly 600,000 products and over $1.0 billion in inventory, 3) 309
warehouses/branch locations with over 9.0 million square feet of
space and 4) locations in over 300 cities in approximately 50
countries. Founded in 1957 and headquartered near
Chicago, Anixter trades
on the New York Stock Exchange under the symbol AXE.
Additional information about Anixter is available
at www.anixter.com.
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 statements include, but are not limited to, statements
regarding the expected completion and timing of the proposed
transaction between WESCO International, Inc. ("WESCO") and Anixter
International Inc. ("Anixter"), expected benefits and costs of the
proposed transaction, and management plans relating to the proposed
transaction, and statements that address WESCO's expected future
business and financial performance and other statements identified
by words such as anticipate, plan, believe, estimate, intend,
expect, project, will and similar words, phrases or expressions.
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. Certain of these risks are set forth in the Company's
Annual Report on Form 10-K for the fiscal year ended December
31, 2019, as well as the Company's other reports filed with the
U.S. Securities and Exchange Commission (the "SEC").
These risks, uncertainties and assumptions also include the
timing, receipt and terms and conditions of any required
governmental and regulatory approvals of the proposed transaction
between WESCO and Anixter that could reduce anticipated benefits or
cause the parties to abandon the proposed transaction, the
occurrence of any event, change or other circumstances that could
give rise to the termination of the merger agreement, the
possibility that stockholders of Anixter may not adopt the merger
agreement, the risk that the parties may not be able to satisfy the
conditions to the proposed transaction in a timely manner or at
all, risks related to disruption of management time from ongoing
business operations due to the proposed transaction, the risk that
any announcements relating to the proposed transaction could have
adverse effects on the market price of WESCO's common stock, the
risk of any unexpected costs or expenses resulting from the
proposed transaction, the risk of any litigation relating to the
proposed transaction, the risk that the proposed transaction and
its announcement could have an adverse effect on the ability of
WESCO or Anixter to retain customers and retain and hire key
personnel and maintain relationships with their suppliers,
customers and other business relationships and on their operating
results and businesses generally, the risk that the pending
proposed transaction could distract management of both entities and
they will incur substantial costs, the risk that problems may arise
in successfully integrating the businesses of the companies, which
may result in the combined company not operating as effectively and
efficiently as expected, the risk that the combined company may be
unable to achieve synergies or other anticipated benefits of the
proposed transaction or it may take longer than expected to achieve
those synergies or benefits and other important factors that could
cause actual results to differ materially from those projected. All
such factors are difficult to predict and are beyond WESCO's
control.
Additional Information and Where to Find It
This communication does not constitute an offer to sell or
the solicitation of an offer to buy any securities or a
solicitation of any vote or approval, nor shall there be any sale
of securities in any jurisdiction in which such offer, solicitation
or sale would be unlawful prior to registration or qualification
under the securities laws of any such jurisdiction. No offer of
securities shall be made except by means of a prospectus meeting
the requirements of Section 10 of the Securities Act of 1933, as
amended. In connection with the proposed transaction, WESCO filed
on February 7, 2020 a registration
statement on Form S-4 with the SEC, which includes a preliminary
prospectus of WESCO and a preliminary proxy statement of Anixter,
and each party will file other documents regarding the proposed
transaction with the SEC. The registration statement has not yet
become effective and the proxy statement/prospectus included
therein is in preliminary form. INVESTORS AND SECURITY HOLDERS OF
WESCO AND ANIXTER ARE URGED TO READ THE REGISTRATION STATEMENT,
PROXY STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS FILED WITH
THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE,
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT WESCO,
ANIXTER AND THE PROPOSED TRANSACTION. A definitive proxy
statement/prospectus will be sent to Anixter's stockholders.
Investors and security holders will be able to obtain free copies
of the registration statement, proxy statement/prospectus and other
documents filed with the SEC by WESCO or Anixter through the
website maintained by the SEC at http://www.sec.gov. Copies of the
documents filed with the SEC by WESCO will be available free of
charge on WESCO's website at
http://wesco.investorroom.com/sec-filings and copies of the
documents filed with the SEC by Anixter will be available free of
charge on Anixter's website at
http://investors.anixter.com/financials/sec-filings.
Participants in the Solicitation
WESCO and Anixter and certain of their respective directors,
certain of their respective executive officers and other members of
management and employees may be considered participants in the
solicitation of proxies from Anixter shareholders with respect to
the potential transaction under the rules of the SEC. Information
about the directors and executive officers of WESCO is set forth in
its Annual Report on Form 10-K for the year ended December 31,
2019, which was filed with the SEC on February 24, 2020, and
its proxy statement for its 2019 annual meeting of stockholders,
which was filed with the SEC on April 15, 2019. Information
about the directors and executive officers of Anixter is set forth
in its Annual Report on Form 10-K for the year ended January
3, 2020, which was filed with the SEC on February 20, 2020,
and its proxy statement for its 2019 annual meeting of
stockholders, which was filed with the SEC on April 18, 2019.
These documents can be obtained free of charge from the sources
indicated above. Additional information regarding the interests of
such participants in the solicitation of proxies in respect of the
potential transaction will be included in the registration
statement and proxy statement/prospectus and other relevant
materials to be filed with the SEC when they become
available.
View original content to download
multimedia:http://www.prnewswire.com/news-releases/wesco-international-announces-expiration-of-hsr-waiting-period-and-conference-call-to-provide-update-on-merger-with-anixter-international-301013217.html
SOURCE WESCO International, Inc.