After Bidding War, Anixter Announces Merger With WESCO
WESCO International Inc., a provider of electrical, industrial and communications MRO and OEM products, construction materials, advanced supply chain management and logistics services, and Anixter International Inc., a global distributor of network and security solutions, electrical and electronic solutions and utility power solutions, announced that their boards of directors have unanimously approved a definitive merger 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.
Under the terms of the agreement, each share of Anixter common stock will be converted into the right to receive $70 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. Based on the closing price of WESCO's common stock on Jan. 10, 2020 and the liquidation preference of the WESCO preferred stock consideration, the total consideration represents approximately $100 per Anixter share, giving effect to the downside protection described below. Based on transaction structure and the number of shares of WESCO and Anixter common stock currently outstanding, it is anticipated that WESCO stockholders will own 84 percent, and Anixter stockholders 16 percent, of the combined company.