Wesco and Anixter Announce Merger Agreement

Wesco International, Inc. and Anixter International Inc. have announced a board agreement under which Wesco will acquire Anixter in a transaction valued at approximately $4.5 billion. Anixter’s prior agreement to be acquired by Clayton, Dubilier & Rice, LLC (“CD&R”) has been terminated, following CD&R’s waiver of its matching rights under the agreement.

Wesco is a Pittsburgh-based provider of electrical, industrial, and communications MRO and OEM products, construction materials, advanced supply chain management and logistics services.  Anixter, based in suburban Chicago, is a global distributor of network, security, electrical, electronic, and utility power solutions.

Under the terms of the agreement, each share of Anixter common stock will be converted into the right to receive $70.00 in cash (subject to increase as described below), 0.2397 shares of Wesco common stock and preferred stock consideration valued at $15.89, based on the value of its liquidation preference. It is anticipated that Wesco stockholders will own 84%, and Anixter stockholders 16%, of the combined company.

The combined company will have pro forma 2019E revenues of approximately $17 billion and will be a leading electrical and data communications distributor in North America. With an extensive global reach and increased international exposure, approximately 12% of revenues will be generated outside of North America. The increased scale will enable the combination unites Wesco’s capabilities in industrial, construction, and utility with Anixter’s expertise in data communications, security, and wire and cable.

“The transformational combination of Wesco and Anixter will create a premier electrical and data communications distribution and supply chain services company,” said John Engel, Wesco’s chairman, president and CEO. “With increased scale and complementary capabilities, we will be ideally positioned to digitize our business, expand our extensive services portfolio and supply chain offerings, and deliver solutions to our customers whenever and wherever they need them around the globe.”

The transaction is subject to Anixter stockholder approval, receipt of regulatory approval in the United States, Canada, and certain other foreign jurisdictions, as well as other customary closing conditions. Completion of the transaction is anticipated during the second or third quarter of 2020.

Channel Impact^®
Complementary products, services, technologies, and solutions are expected to create significant cross-selling opportunities, strengthening the combined company’s customer value proposition and supplier relationships.