WCC 10-K Annual Report Dec. 31, 2017 | Alphaminr
WESCO INTERNATIONAL INC
ALPHAMINR

WCC 10-K Fiscal year ended Dec. 31, 2017

Balance Sheet
Cash Flow
Income Statement
Debt
WESCO INTERNATIONAL INC
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PROXIES
DEF 14A
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DEF 14A
 		Filed on April 12, 2023
DEF 14A
 		Filed on April 12, 2022
DEF 14A
 		Filed on April 12, 2021
DEF 14A
 		Filed on April 13, 2020
DEF 14A
 		Filed on April 15, 2019
DEF 14A
 		Filed on April 16, 2018
DEF 14A
 		Filed on April 17, 2017
DEF 14A
 		Filed on April 8, 2016
DEF 14A
 		Filed on April 10, 2015
DEF 14A
 		Filed on April 10, 2014
DEF 14A
 		Filed on April 16, 2013
DEF 14A
 		Filed on April 4, 2012
DEF 14A
 		Filed on April 6, 2011
DEF 14A
 		Filed on April 1, 2010
TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RisksItem 8. Financial Statements and Supplementary DataItem 9 . Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10 . Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits and Financial Statement ScheduleItem 16. Form 10-k Summary

Exhibits

3.2 Certificate of Amendment of Certificate of Incorporation to Restated Certificate of Incorporation of WESCO International, Inc. Incorporated by reference to Exhibit 3.1 to WESCOs Current Report on Form 8-K, dated May 29, 2014 3.3 Amended and Restated By-laws of WESCO International, Inc., effective as of May 29, 2014 Incorporated by reference to Exhibit 3.2 to WESCOs Current Report on Form 8-K, dated May 29, 2014 4.1 Indenture, dated November 26, 2013, among WESCO Distribution, Inc. and U.S. Bank National Association, as trustee Incorporated by reference to Exhibit 4.1 to WESCOs Current Report on Form 8-K, dated November 27, 2013 4.2 Form of 5.375% Unrestricted Note due 2021 Incorporated by reference to Exhibit A-2 to Exhibit 4.1 to WESCOs Current Report on Form 8-K, dated November 27, 2013 4.3 Indenture, dated June 15, 2016, among WESCO Distribution, Inc. and U.S. Bank National Association, as trustee Incorporated by reference to Exhibit 4.1 to WESCOs Current Report on Form 8-K, dated June 15, 2016 4.4 Form of 5.375% Unrestricted Note due 2024 Incorporated by reference to Exhibit A-2 to Exhibit 4.1 to WESCOs Current Report on Form 8-K, dated June 15, 2016 10.1 1999 Deferred Compensation Plan for Non-Employee Directors, as amended and restated September 20, 2007 Incorporated by reference to Exhibit 10.5 to WESCO's Annual Report on Form 10-K for the year ended December 31, 2011 10.2 Form of Stock Appreciation Rights Agreement for Employees Incorporated by reference to Exhibit 10.7 to WESCO's Annual Report on Form 10-K for the year ended December 31, 2011 10.3 Form of Stock Appreciation Rights Agreement for Non-Employee Directors Incorporated by reference to Exhibit 10.3 to WESCOs Quarterly Report on Form10-Q for the quarter ended June 30, 2010 10.4 Amended and Restated Employment Agreement, dated as of September1, 2009, between WESCO International Inc. and John J. Engel Incorporated by reference to Exhibit 10.2 to WESCOs Quarterly Report on Form10-Q for the quarter ended September30, 2009 10.5 Term Sheet, dated January15, 2010, memorializing terms of employment of Diane Lazzaris by WESCO International, Inc. Incorporated by reference to Exhibit 10.28 to WESCOs Annual Report on Form10-K for the year ended December 31, 2009 10.6 Term Sheet, dated June18, 2010, memorializing terms of employment of Kimberly Windrow by WESCO International, Inc. Incorporated by reference to Exhibit 10.1 to WESCOs Quarterly Report on Form10-Q for the quarter ended September30, 2010 10.7 Term Loan agreement, dated as of December 12, 2012 among WESCO Distribution, Inc., WDCC Enterprises Inc., WESCO International, Inc., Credit Suisse AG, Cayman Islands Branch, as Administrative Agent and Collateral Agent and the other Lenders and Agents party thereto Incorporated by reference to Exhibit 10.1 to WESCO's Current Report on Form 8-K, dated December 17, 2012 10.8 1999 Long-Term Incentive Plan, as restated effective as of May 30, 2013 Incorporated by reference to Appendix A to the Proxy Statement filed on Schedule 14A on April 16, 2013 10.9 First Amendment to Term Loan Agreement, dated as of November 19, 2013 among WESCO Distribution, Inc., WDCC Enterprises Inc., WESCO International, Inc., Credit Suisse AG, Cayman Islands Branch, as Administrative Agent and Collateral Agent and the other Lenders and Agents party thereto Incorporated by reference to Exhibit 10.31 to WESCO's Annual Report on Form 10-K for the year ended December 31, 2013 10.10 Form of Stock Appreciation Rights Agreement for Employees Incorporated by reference to Exhibit 10.33 to WESCO's Annual Report on Form 10-K for the year ended December 31, 2014 10.11 Second Amended and Restated Credit Agreement, dated as of September 24, 2015 among WESCO Distribution, Inc., the other U.S. Borrowers party thereto, WESCO Distribution Canada LP, the other Canadian Borrowers party thereto, WESCO International, Inc., the Lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian Administrative Agent Incorporated by reference to Exhibit 10.1 to WESCOs Current Report on Form 8-K, dated September 24, 2015 10.12 Fourth Amended and Restated Receivables Purchase Agreement, dated as of September 24, 2015, by and among WESCO Receivables Corp., WESCO Distribution, Inc., the various Purchaser Groups from time to time party thereto and PNC Bank, National Association, as Administrator Incorporated by reference to Exhibit 10.2 to WESCOs Current Report on Form 8-K, dated September 24, 2015 10.13 Form of Non-Employee Director Restricted Stock Unit Agreement Incorporated by reference to Exhibit 10.1 to WESCOs Quarterly Report on Form 10-Q, for the quarter ended March 31, 2016 10.14 Form of Notice of Performance Share Award Under the WESCO International, Inc. 1999 Long-Term Incentive Plan, as amended May 30, 2013 Incorporated by reference to Exhibit 10.23 to WESCO's Annual Report on Form 10-K for the year ended December 31, 2015 10.15 Form of Director and Officer Indemnification Agreement, entered among WESCO International, Inc. and certain of its executive officers and directors listed on a schedule attached thereto Incorporated by reference to Exhibit 10.24 to WESCO's Annual Report on Form 10-K for the year ended December 31, 2015 10.16 First Amendment to Fourth Amended and Restated Receivables Purchase Agreement, dated as of December 18, 2015 Incorporated by reference to Exhibit 10.1 to WESCOs Quarterly Report on Form 10-Q, for the quarter ended June 30, 2016 10.17 Second Amendment to Fourth Amended and Restated Receivables Purchase Agreement, dated as of April 19, 2016 Incorporated by reference to Exhibit 10.2 to WESCOs Quarterly Report on Form 10-Q, for the quarter ended June 30, 2016 10.18 Third Amendment to Fourth Amended and Restated Receivables Purchase Agreement, dated as of May 10, 2016 Incorporated by reference to Exhibit 10.3 to WESCOs Quarterly Report on Form 10-Q, for the quarter ended June 30, 2016 10.19 Fourth Amendment to Fourth Amended and Restated Receivables Purchase Agreement, dated as of May 27, 2016 Incorporated by reference to Exhibit 10.4 to WESCOs Quarterly Report on Form 10-Q, for the quarter ended June 30, 2016 10.20 Term Sheet, dated October 6, 2016, memorializing terms of employment of David S. Schulz by WESCO International, Inc. Incorporated by reference to Exhibit 10.28 to WESCO's annual report on Form 10-K, for the year ended December 31, 2016 10.21 Fifth Amendment to Fourth Amended and Restated Receivables Purchase Agreement, dated as of November 8, 2017 Incorporated by reference to Exhibit 10.1 to WESCO's Current Report on Form 8-K, dated November 8, 2017 10.22 Sixth Amendment to Fourth Amended and Restated Receivables Agreement, dated as of December 29, 2017 Filed herewith 10.23 Form of Non-Employee Director Restricted Stock Unit Agreement Filed herewith 10.24 Form of Restricted Stock Unit Agreement for Employees Filed herewith 10.25 Form of Stock Appreciation Rights Agreement for Employees Filed herewith 10.26 Form of Notice of Performance Share Award Under the WESCO International, Inc. 1999 Long-Term Incentive Plan, as amended May 31, 2017 Filed herewith 10.27 1999 Long-Term Incentive Plan, as restated effective as of May 31, 2017 Incorporated by reference to Appendix A to the Proxy Statement filed on Schedule 14A on April 17, 2017 10.28 Term Sheet, dated December 4, 2015, memorializing terms of employment of Robert Minicozzi by WESCO International, Inc. Filed herewith 21.1 Subsidiaries of WESCO International, Inc. Filed herewith 23.1 Consent of Independent Registered Public Accounting Firm Filed herewith 31.1 Certification of Chief Executive Officer pursuant to Rule13a-14(a) promulgated under the Exchange Act Filed herewith 31.2 Certification of Chief Financial Officer pursuant to Rule13a-14(a) promulgated under the Exchange Act Filed herewith 32.1 Certification of Chief Executive Officer pursuant to Section906 of the Sarbanes-Oxley Act of 2002 Filed herewith 32.2 Certification of Chief Financial Officer pursuant to Section906 of the Sarbanes-Oxley Act of 2002 Filed herewith