1 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 7, 2001 WESCO International, Inc. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 333-43225 25-1723345 - ---------------------------- ------------ ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) Commerce Court Four Station Square, Suite 700 Pittsburgh, Pennsylvania 15219 ----------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: (412) 454-2254
2 Item 5. Other Events. On August 7, 2001, WESCO International, Inc. announced that its wholly-owned subsidiary, WESCO Distribution, Inc., intends to offer $100,000,000 in aggregate principal amount of senior subordinated notes due 2008, as described in the press release attached as Exhibit 99.1. Item 7. Financial Statements and Exhibits. (c) Exhibits 99.1 Press Release dated August 7, 2001
3 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 Chief Financial Officer Dated: August 7, 2001
1 Exhibit 99.1 [LOGO] NEWS RELEASE ------------------------------------------------------------------------- WESCO International, Inc. / Commerce Court, Suite 700 / Four Station Square / Pittsburgh, PA 15219 WESCO INTERNATIONAL AND WESCO DISTRIBUTION ANNOUNCE RULE 144A NOTES OFFERING Contact: Stephen A. Van Oss, Chief Financial Officer WESCO International, Inc. (412) 454-2271, Fax: (412) 454-2477 http://www.wescodist.com Pittsburgh, PA, August 7, 2001 - WESCO International, Inc. [NYSE:WCC] announced today that its wholly-owned subsidiary, WESCO Distribution, Inc. ("WESCO Distribution"), intends to offer $100,000,000 principal amount of senior subordinated notes due 2008. Pricing terms for the notes to be issued have not been determined. Other terms of the notes to be issued will be substantially similar to those of WESCO Distribution's existing 9-1/8% senior subordinated notes due 2008. The notes will be unconditionally guaranteed by WESCO International. The net proceeds received by WESCO from the notes offering will be used to repay a portion of its existing revolving bank credit facility. The notes offered will not be registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.